HomeMy WebLinkAboutRFQ Lake Maintenance Services Project 2025-184Qtiiir�
CALIFORNIA
REQUEST FOR
QUALIFICATIONS
PROJECT NO: 2025-18
LAKE MAINTENANCE SERVICES
CIVIC CENTER PARK & SILVERROCK PARK
DUE BY:
Wednesday, April 29, 2026
BY 3 P.M.
REQUEST FOR QUALIFICATIONS
The City of La Quinta (City) seeks qualifications and proposals from qualified contractors to provide Lake
Maintenance Services for city lakes, Project No. 2025-18 Lake Maintenance Services.
A mandatory pre -proposal meeting and walk through is scheduled for Wednesday, April 14, 2026, at 9:00
a.m. at La Quinta City Hall, 78495 Calle Tampico, La Quinta, CA 92253.
Project/Services Title:
Issue Date:
DUE DATE:
Requesting Department:
Project No. 2025-18 Lake Maintenance Services
Tuesday, March 18, 2026
Wednesday, April 29, 2026
Public Works Maintenance & Operations Department
GENERAL TERMS AND CONDITIONS
1. SUBMISSION REQUIREMENTS
Qualifications and proposals are to be hand delivered or mailed by Tuesday, April 21, 2026, no later than
3:00 pm. All qualifications and proposals must bear original or electronic signatures and be submitted to the
following contact:
City of La Quinta
Attn: Dianne Hansen, M&O Superintendent
78495 Calle Tampico
La Quinta, California 92253
Tel: (760) 777 — 7117
Email: dhansen@LaQuintaCA.gov
Envelope one: Qualifications are to be submitted via four (4) hard copy originals and one (1) electronic PDF
on a USB drive in a sealed envelope and must include:
(1) Work Proposal Qualification Summary as listed in Requested Services (pages 5 - 7)
(2) Insurance Requirements Acknowledgement; Attachment 2
(3) Non -Collusion Affidavit Form; Attachment 3
(4) Acknowledgement of Receipt of Addenda; Attachment 4
Envelope two: Cost proposal is to be submitted via hard copy only and must include:
(1) Contract Summation Form (page number 10 of this RFQ)
Proposals will be evaluated by the panel based on information submitted and the considering factors listed
below in no order of significance.
➢ The Contractor's ability to provide adequate scheduling, qualified supervision, staffing,
distribution of work crews, and increased service levels.
The Contractor's ability to effectively show proof of implementing and managing thorough quality
control lake maintenance programs.
• The Contractor's demonstrated competence in similar work and/or their demonstrated ability to
take on, train, and retain personnel sufficient to perform lake maintenance work of this scope.
➢ Contract Labor Summary.
➢ Facilities, equipment, and on -site evaluations.
➢ The Contractor's references.
➢ Qualifications Summary found on page 8, Requested Services
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Facilities equipment on -site evaluation:
Upon selection of the most qualified proposers, the City may require the finalists to make an oral
presentation to the Selection Committee and/or the City Council and/or City Manager. The City expressly
reserves the right to reject any or all proposals, with or without providing a reason, and to waive any
irregularities or informalities in the offers received. In the event of any such rejection, or in the event a
proposer's offer is not rejected but does not result in contract award, the City shall not be liable for any costs
incurred by the proposer in connection with the preparation and submittal of the proposal.
2. SUBMISSION RESTRICTIONS
All proposals must be submitted in writing; no oral, facsimile, or telephone proposals or modifications will be
considered. Proposals received after the due date and time are considered non -responsive and will be returned
unopened.
3. QUESTIONS or REQUESTS FOR CLARIFICATIONS
Any requests for clarification or other questions concerning this RFQ must be submitted in writing by
Tuesday, April 21, 2026; and sent via email to Dianne Hansen, M&O Superintendent,
dhansen@laquintaca.gov.
4. ERRORS AND OMISSIONS
If a proposer discovers any ambiguity, conflict, discrepancy, omission, or other error in the RFQ or any of its
attachments, he/she shall immediately notify the City of such error in writing and request modification or
clarification of the document. Modifications will be made by addenda. Clarifications will be provided in writing
to all parties who have submitted proposals or who have requested an RFQ for the purpose of preparing a
proposal, without divulging the source of the request.
If a proposer fails to notify the City prior to the date fixed for submission of proposals of an error in the RFQ
known to him/her, or an error that reasonably should have been known to him/her, he/she shall submit a
proposal at his/her own risk, and if he/she is awarded an agreement, he/she shall not be entitled to additional
compensation or time by reason of the error or any corrections thereof.
5. MODIFICATIONS AND WITHDRAWALS OF SUBMITTED PROPOSALS
Proposer may withdraw proposals prior to the Submittal Deadline by submitting a written request to Dianne
Hansen, M&O Superintendent, at dhansen@LaQuintaCA.gov. Withdrawn proposals will be returned
unopened.
Proposers may modify proposals prior to the Submittal Deadline by withdrawing their proposal as noted above
and re -submitting anew before the Submittal Deadline.
6. ADDENDA
The City may modify this RFQ, any of its key action dates, or any of its attachments, prior to the submittal
deadline. Addenda will be numbered consecutively and noted following the RFQ title. It is the proposer's
responsibility to ensure they have incorporated all addenda. Failure to acknowledge and incorporate addenda
will not relieve the proposer from the responsibility to meet all terms and conditions of the RFQ and any
subsequent addenda.
7. REJECTION OF PROPOSALS
The City may reject any or all proposals in whole or in part for any reason, including suspicion of collusion
among proposers, and may waive any immaterial deviation in a proposal. The City's waiver of an immaterial
defect shall in no way modify the RFQ as published or excuse the proposer from full compliance with the
specifications if he/she is awarded the agreement. Proposals referring to terms and conditions other than the
City's terms and conditions as listed in the RFQ, may be rejected as being non -responsive.
The City may conduct an investigation as deemed necessary to determine the ability of the proposer to perform
the work, and the proposer shall furnish to the City all such information and data for this purpose as requested
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by the City. The City reserves the right to reject any proposal if the evidence submitted by, or investigation of,
such proposer fails to satisfy the City that such proposer is properly qualified to carry out the obligations of the
agreement and to complete the work specified.
8. CANCELLATION OF RFQ
This RFQ does not obligate the City to enter into an agreement. The City reserves the right to cancel this RFQ
at any time, should the project be cancelled, the City loses the required funding, or it is deemed in the best
interest of the City. No obligation, either expressed or implied, exists on the part of the City to make an award
or to pay any cost incurred in the preparation or submission of a proposal.
9. DISPUTES/PROTESTS
The City encourages proposers to resolve issues regarding the requirements or the procurement process
through written correspondence and discussions during the period in which clarifying addenda may be issued.
The City wishes to foster cooperative relationships and to reach a fair agreement in a timely manner. Formal
proposals for major professional and technical services shall be governed by the City's Purchasing Policy.
10. NEGOTIATIONS AND FINAL AGREEMENT
The City's Contract is enclosed as Attachment 1 for review prior to submitting a proposal. An agreement will
not be binding or valid with the City unless and until it is executed by authorized representatives of the City
and of the selected proposer. At the discretion of the City, any or all parts of the successful proposal shall be
made a binding part of the agreement.
11. PRICING ADJUSTMENTS
The City reserves the right to negotiate final pricing with the most qualified proposer. Pricing shall remain firm
for the entire initial term of the agreement. Thereafter, any proposed pricing adjustment for additional periods,
if any, shall be subject to the terms of the agreement.
12. SELECTION PROCESS
Statements of Qualifications shall be reviewed and rated based on the information requested by this RFQ, as
well as responses from references and clients, background checks, any research on proposers, and other
information pertinent to the evaluation process. Closely ranked contractors may be asked to furnish evidence
of capability, equipment, and financial resources to adequately provide the services.
13. RFQ TIMELINE
RFQ Issue Date:
Tuesday, March 18, 2026
Mandatory Pre -Proposal Meeting
Wednesday, April 14, 2026
Deadline for Proposers' Questions:
Tuesday, April 21, 2026
City's Response to Questions:
Friday, April 24, 2026
Proposals Submittal Deadline:
Wednesday, April 29, 2026
Complete Evaluations of Proposals:
Thursday, April 30, 2026
Contract Negotiations and Signing, Proof
of Insurance Coverage, Forms 700:
Monday, May 4, 2026
City Council Consideration and Approval:
Tuesday, June 2, 2026
Agreement Effective Date and
Project Start Date
Monday, July 1, 2026
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14. PROPRIETARY, CONFIDENTIAL, AND PUBLIC INFORMATION
14.1 Proprietary and Trade Secret Information:
A copy of each proposal will be retained as an official record and will become open to public inspection,
unless the proposal or specific parts can be shown to be exempt by the California Public Records Act
[California Government Code §7920.000 et seq.]. Each proposer may clearly label part of a proposal
as "Confidential" if the proposer thereby agrees to indemnify and defend the City for honoring such a
designation. The failure to so label any information that is released by the City will constitute a complete
waiver of all claims for damages caused by any release of the information. If a request for public records
for labeled information is received by the City, the City will notify the proposer of the request and delay
access to the material until seven working days after notification to the proposer. Within that time delay,
it will be the duty of the proposer to act in protection of its labeled information. Failure to so act will
constitute a complete waiver.
14.2 Confidential Information:
Evaluation scores, weight factors, and negotiation notes are confidential and will not be released or
retained [California Government Code § 7922.500].
14.3 Public Information:
All proposals will be opened on Thursday, April 30, 2026, and will be made available to the public upon
request. By submitting a proposal, the proposer acknowledges and accepts that the content of the
proposal and associated documents will become open to public inspection. The final, executed
agreement will be a public document. Proposals and other information will not be returned.
15 PROPOSAL PREPARATION COSTS
Any costs incurred in the preparation of a proposal, preparation of changes or additions requested by the City,
presentation to the City, travel in conjunction with such presentations, or samples of items, shall be entirely the
responsibility of the proposer.
16 INSURANCE REQUIREMENTS and ACKNOWLEDGEMENT (Attachment 2)
Proposals must include a completed "Insurance Requirements Acknowledgment" form included as Attachment
2 stating that, if selected, the proposer will provide the minimum insurance coverage and indemnification noted
in Exhibits E and F, respectively, of the City's Agreement for Contract Services.
Commercial General Liability (at least as broad as ISO CG 0001):
® $1,000,000 per occurrence/$2,000,000 aggregate OR
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Non-contributory
Commercial Automobile Liability (at least as broad as ISO CA 0001):
® $1,000,000 combined single limit for bodily injury and property damage
® Auto Liability Additional Insured
Workers' Compensation (per statutory requirements):
® Statutory Limits / Employer's Liability $1,000,000 per accident or disease
Must include the following endorsements:
Workers' Compensation Endorsement with Waiver of Subrogation; OR
Workers' Compensation Declaration of Sole Proprietor (if applicable)
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17 NON -COLLUSION AFFIDAVIT (Attachment 3)
Proposals must include an executed Non -Collusion Affidavit, included as Attachment 3, executed by an official
authorized to bind the firm.
18 CONFLICT OF INTEREST
The City requires a Statement of Economic Interest (Form 700) to be filed by any proposer who is involved in
the making of decisions which may have a foreseeable material effect on any City financial interest pursuant
to the City's Conflict of Interest Code and the California Political Reform Act of 1974.
19 LOCAL BUSINESS PREFERENCE
Local vendors are encouraged, but not required. For purposes of this section, `local' shall be defined as an
individual, partnership, or corporation, which regularly maintains a place of business within a 40-mile radius of
the City.
20 CITY RIGHTS AND OPTIONS
The City reserves the right to:
• Make the selection based on its sole discretion;
• Issue subsequent RFQ;
• Postpone opening proposals or selection for any reason;
• Remedy errors in the RFQ or in the RFQ process;
• Modify the Scope of Services in the RFQ;
• Approve or disapprove the use of particular subcontractors;
• Negotiate with any, all or none of the proposers;
• Accept other than the lowest offer;
• Waive informalities and irregularities in proposals;
• Request additional information or clarification;
• Request revisions during negotiations;
• Invite any consultant of its choosing to assist with the evaluation of proposal responses or to provide
the City with a second opinion
• Enter into an agreement with another proposer in the event the originally selected proposer defaults
or fails to execute an agreement with the City in a timely manner.
REQUESTED SERVICES
I. INTRODUCTION
The City of La Quinta (City) requests Qualifications and Proposals (RFQ) from Qualified Contractors
for Lake Maintenance Services — Civic Center Park & SilverRock Park, Project No 2025-18. The
contract provides for the care and maintenance of City lakes. The selected contractor shall be
required to enter in the City's standard Contract Agreement for services included as Attachment 1.
II. SCOPE OF SERVICES
The work shall include furnishing all labor and equipment necessary for lake maintenance. Duties
include, but are not limited to, the following:
Civic Center Campus and SilverRock Event Park Lakes:
Service — Twice per week and additional maintenance services as requested for scheduled
events.
Lakes shall be maintained in "first-class condition", "First-class condition" is defined as the
following characteristics:
• absence of objectionable odor and water
• absence of inappropriate debris and trash
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• The level of the lake shall not exceed the liner and shall be maintained four inches below
the shoreline.
1. Debris Removal; Floating Fountain; Intake Screen
A. Contractor shall remove all trash, such as paper, cans, bottles, broken glass, and floating
debris from lakes, streams, water features and surrounding areas.
B. Contractor shall remove any organic matter such as leaves or branches that create an
aesthetically unpleasant or biologically undesirable condition.
C. All refuse shall be removed and taken to a sanitary landfill.
D. Algae shall be removed from rocks (scrubbed) monthly, or more often as needed.
E. Monitor stream flow continuously to ensure no water spillage at the top lake. Restrict water
flow at pump/motor.
F. SilverRock Event Park Lake floating fountain to be cleaned quarterly.
a. Brush off motor.
b. Clean nozzles and float
G. Intake screen located at the bottom of the lake to be cleaned annually.
2. Chemical Applications
A. Contractor shall provide complete and continuous control and/or eradication of all noxious
aquatic plant or algae growth
B. Contractor shall complete and furnish a pesticide application log to City. The log shall
include the following information:
1) The target pest(s)
2) Method(s) of control
3) Copies of product labels
4) MSDS sheets
5) Frequency schedule(s)
6) Copies of PCA recommendations
3. Water Quality/Clarity and pH
A. The lakes support a variety of aquatic life.
1) Contractor shall maintain a water pH balance that promotes optimal health
conditions of aquatic life, waterfowl and wildlife in and around the lake.
2) Contractor shall maintain the level of water clarity such that the average Secchi
disk measurement is at least 18 inches.
4. Notification
A. Contractor shall notify the M&O Superintendent (or designee) of any conditions noted that
require further monitoring, investigation, or remedy for the safe and optimal operation of
water features and related equipment.
5. Reports
A. Contractor shall produce and deliver to the M&O Superintendent (or designee) a report
indicating all service activities performed monthly.
Equipment
A. Contractor shall possess a working knowledge of pumps and equipment, inspect weekly and
notify the City's Representative of any abnormalities.
B. Pumps and motors shall be visually inspected for abnormal conditions and lubricated per
manufacturer's specifications.
C. Skimmers shall be visually inspected and emptied of debris.
D. Contractor is responsible to keep the pump house free of excess debris, water/algae buildup.
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Maintenance Activity
Frequency
Remove debris
2 times per week*
Visually inspect all equipment
Bi-Monthly
Inspect and empty skimmers/baskets
2 times per week*
Chemical applications
Continuously as needed
Check motor(s) and pumps
Bi-Monthly
Water quality/clarity and pH maintenance
Continuously as needed
pH balance test and adjustment
Weekly
Algae removal from rocks
Monthly/ as needed
Lake Fountains Cleaned
Quarterly
Intake Screen Cleaning
Annually
Lake Maintenance; Monday and Friday before 10:00 AM
1. Performance Standards:
Measurement and Payment
City has specific criteria by which to evaluate the performance of Contractor on a weekly basis. If
performance by Contractor is deficient, City reserves the right to subtract an associated amount
form the monthly billing. Since it is difficult to quantify and assess a value to every aspect of the
work, City may implement liquidated damages of $250 per day per incident until the deficiency is
corrected. The following is a brief summary of possible deficiencies:
1. Failure to comply with contract specifications.
2. Failure to comply in a timely manner with contractually legitimate requests made by City.
3. Failure to provide specified reports or falsification of reports.
4. Failure to supply adequate equipment, labor or supervision.
5. Failure to repair deficiencies in the allotted time frame.
6. Failure to comply with schedules.
7. Failure to protect public health and safety.
8. Failure to provide adequate identification on vehicles or employees.
In the event Contractor fails to perform contractual obligations to the satisfaction of City, City many
choose to obtain the services of a separate lake maintenance provider to fulfill Contractor's
obligations, and any and all associated charges shall be the responsibility of the Contractor.
Licenses and Certifications:
Contractor must provide the regular services and expertise of either a Freshwater Biologist or Certified
Lake Manager either as the prime contractor, or as a subcontractor. Contractor must have the following
licenses and certifications:
• Class C-27 (Landscaping Contractor)
• State Pesticide Applicators License (QAL Category F)
• Riverside County Pesticide Business License, and all applicable county and local certifications,
permits and business licenses associated with the application of aquatic pest control chemicals.
• Scuba Diving Certification
Contract Agreement Term:
The term of this agreement shall commence on July 1, 2026, and terminate on June 30, 2027, ("Initial Term").
This Agreement may be extended for six (6) additional one-year terms upon satisfactory performance and
mutual agreement by both parties.
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III PROPOSAL FORMAT
Proposers are encouraged to keep their proposals brief and relevant to the specific information requested
herein. Proposals should be straightforward, concise, and provide "layman" explanation of technical terms that
are used. Emphasis should be on completeness and clarity of content.
Present the proposals in a format and order that corresponds to the numbering and lettering contained
herein, with minimal reference to supporting documentation, so that proposals can be accurately
compared.
1. Cover Letter
Signed by an official authorized to bind the contractor with name, address, phone number, and email
address of contractor's contract person, location of contractor's main office, location of the office that
would service this project, a validity statement that all information and pricing provided in the proposal is
valid for at least ninety (90) days, and a statement that any individual who will perform work for the City
is free of any conflict of interest.
Contractors Background, Qualifications, and Experience, including the following:
(a) Number of years in business
(b) Taxpayer identification number
(c) Number of years performing lake maintenance services.
(d) Resumes of the Project Manager and key personnel who will be responsible for performance if
any agreement results from this RFQ.
(e) Business ownership and if incorporated, list the state in which the business is incorporated and
the date of incorporation.
(f) If the business is a subsidiary of a parent company, identify the parent company.
Qualifications Summary including the following:
(a) Include the company's mission statement and statement of values.
(b) Work Schedules: Proposed weekly schedule of work, address odor, algae control, and
weekly/monthly strategies to improve the overall appearance of City lakes.
(c) Provide a detailed explanation of complimentary services provided by your company as they
relate to lake maintenance services and pump maintenance services.
(d) Provide an example of a report/notification used to schedule maintenance areas.
(e) Equipment & Maintenance: List equipment to be utilized on this project.
(f) Proposed personnel: Provide a list of proposed management personnel for this project. Include
details that differentiate your staff from other potential bidders. List all certifications that apply to
this project held by your company and/or staff, and how many staff members are certified.
(g) Name, description, and location of the office from which most of the work would be accomplished,
including its size, organization, number of employees, areas of practice and number of years in
operation.
2. References of California government agencies (preferably cities utilizing)
(a) Client name, client project manager, telephone number, and email address
(b) Project description
(c) Project start date, and end date
(d) Staff assigned to each project by the contractor
(e) Provide a summary of final outcome.
3. Complete Pricing List and Labor Rates
Proposal, envelope one shall include a detailed fee schedule for hourly/daily rates for extra work
performed such as additional services calls to accommodate event schedules, scuba diving services,
and/or any other lake maintenance related services.
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Envelope two shall include the monthly/annual cost for services requested by this RFQ.
4. List of Complementary Services Offered by Proposer along with Corresponding Prices
5. Staffing and Project Organization
6. Subcontracting Services
Subcontracting any portion(s) of the Scope of Services is not preferable; however, if a proposer can
demonstrate to the City's satisfaction that is in the best interest of the project to permit a portion of the
service(s) to be subcontracted by the proposer, it may be considered. Provide details on the role of any
subcontractor that will be used. Assignment is prohibited.
7. Disclosures
Disclosure of any alleged significant prior or ongoing agreement failure, any civil or criminal litigation or
investigation pending, which involved the proposer or in which the proposer has been judged guilty or
liable within the last five (5) years. If there is no information to disclose, proposer must affirmatively state
there is no negative history.
8. Acknowledgement of Insurance Requirements (Attachment 2)
Proposals must include a written statement that, if selected, the proposer will provide the minimum
insurance coverage and indemnification noted in Section 1340, respectively, of the City's Contract for
services included as Attachment 2.
9. Non -Collusion Affidavit (Attachment 3)
Proposals must include an executed Non -Collusion Affidavit, included as Attachment 3, executed by an
official authorized to bind the firm.
10. Acknowledgement of Addenda (Attachment 4)
If any addendum/addenda are issued, the proposer shall initial the Acknowledgement of Addenda,
included as Attachment 4.
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LAKE MAINTENANCE SERVICES
PROJECT NO. 2025-18
CONTRACT SUMMATION — PROPOSAL FORM
LAKE MAINTENANCE
ITEM
NO:
DESCRIPTION
MONTHLY PRICE
ANNUAL PRICE
1
CIVIC CENTER CAMPUS LAKE
MAINTENANCE SERVICES
$
$
2
SILVERROCK EVENT PARK LAKE
MAINTENANCE SERVICES
$
$
TOTAL:
$
$
CONTRACTOR'S PROPOSAL
EXTRA WORK PRICING SCHEDULE
PERSONNEL
Position: Scuba Diver $ per hour
Position: Electrician $ per hour
Position: Supervisor $ per hour
Position: Laborer $ per hour
Position: Biologist $ per hour
Parts shall be reimbursed at Contractor's cost plus 15%
TOTAL BASE PROPOSAL FOR LAKE MAINTENANCE SERVICES:
TOTAL AMOUNT BASE PROPOSAL IN FIGURES $
TOTAL AMOUNT BASE PROPOSAL IN WORDS
A. Initial Annual Contract Period will be a one-year term from July 1, 2026 through June 30, 2027.
B. The City may elect to exercise an extension to renew this contract agreement for six additional
one-year terms with a ninety -day notice, on a year-to-year basis, contingent upon satisfactory work
of the contractor.
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ATTACHMENTS
1. Agreement for Contract Services
2. Insurance Requirements Acknowledgement
Must be executed by proposer and submitted with the proposal
3. Non -Collusion Affidavit
Must be executed by proposer and submitted with the proposal
4. Addenda Acknowledgement
Must be executed by proposer and submitted with the proposal
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ATTACHMENT 1
— GEM of the DESERT —
CONTRACT AGREEMENT SPECIFICATIONS
CITY PROJECT NO. 2025-18
LAKE MAINTENANCE SERVICES
CIVIC CENTER PARK & SILVERROCK PARK
CITY OF LA QUINTA, CALIFORNIA
PREPARED FOR:
CITY OF LA QUINTA
PUBLIC WORKS DEPARTMENT
78495 CALLE TAMPICO
LA QUINTA, CA 92253
(760) 777-7117
APPROVED BY:
5
Bryan M¢ inney, Public Works DirectoyffCity Engineer
DATE: March 18, 2026
AGREEMENT FOR CONTRACT SERVICES
This Agreement for Contract Services (the "Agreement") is made and entered into
by and between the City of La Quinta, ("City"), a California Municipal Corporation and
Charter City organized under the Constitution and laws of the State of California with its
principal place of business at 78495 Calle Tampico, La Quinta, California 92253, and
[insert name and type of business entity, e.g. sole proprietorship, California
Limited Liability Corporation, etc], with a place of business at
("Contracting Party").
The parties hereto agree as follows:
1. SERVICES OF CONTRACTING PARTY.
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement, Contracting Party shall provide (a) the standard services related to Lake
Maintenance Services — Civic Center Park & SilverRock park; Project No 2025-18 and
(b) on -call services related to lake maintenance and/or repair or replacement of lake
maintenance equipment, as specified in the "Scope of Services" attached hereto as
"Exhibit A" and incorporated herein by this reference (the "Services"). Contracting Party
represents and warrants that Contracting Party is a provider of first-class work and/or
services and Contracting Party is experienced in performing the Services contemplated
herein and, in light of such status and experience, Contracting Party covenants that it
shall follow industry standards in performing the Services required hereunder, and that
all materials, if any, will be of good quality, fit for the purpose intended. For purposes of
this Agreement, the phrase "industry standards" shall mean those standards of practice
recognized by one or more first-class firms performing similar services under similar
circumstances.
1.2 Compliance with Law. All Services rendered hereunder shall be provided in
accordance with all ordinances, resolutions, statutes, rules, regulations, and laws of the
City and any Federal, State, or local governmental agency of competent jurisdiction.
1.3 Wage and Hour Compliance. Contracting Party shall comply with applicable
Federal, State, and local wage and hour laws.
1.4 Licenses, Permits, Fees and Assessments. Except as otherwise specified
herein, Contracting Party 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, including a City of La Quinta business license. Contracting Party and its
employees, agents, and subcontractors shall, at their sole cost and expense, keep in
effect at all times during the term of this Agreement any licenses, permits, and approvals
that are legally required for the performance of the Services required by this Agreement.
Contracting Party 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 performance of the Services required by this Agreement,
and shall indemnify, defend (with counsel selected by City), and hold City, its elected
officials, officers, employees, and agents, free and harmless against any such fees,
Revised — Sept. 2025
assessments, taxes, penalties, or interest levied, assessed, or imposed against City
hereunder. Contracting Party shall be responsible for all subcontractors' compliance with
this Section.
1.5 Familiarity with Work. By executing this Agreement, Contracting Party
warrants that (a) it has thoroughly investigated and considered the Services to be
performed, (b) it has investigated the site where the Services are to be performed, if any,
and fully acquainted itself with the conditions there existing, (c) it has carefully considered
how the Services should be performed, and (d) it fully understands the facilities,
difficulties, and restrictions attending performance of the Services under this Agreement.
Should Contracting Party discover any latent or unknown conditions materially differing
from those inherent in the Services or as represented by City, Contracting Party shall
immediately inform City of such fact and shall not proceed except at Contracting Party's
risk until written instructions are received from the Contract Officer, or assigned
designee (as defined in Section 4.2 hereof).
1.6 Standard of Care. Contracting Party acknowledges and understands that
the Services contracted for under this Agreement require specialized skills and abilities
and that, consistent with this understanding, Contracting Party's work will be held to an
industry standard of quality and workmanship. Consistent with Section 1.5 hereinabove,
Contracting Party represents to City that it holds the necessary skills and abilities to satisfy
the industry standard of quality as set forth in this Agreement. Contracting Party shall
adopt reasonable methods during the life of this Agreement to furnish continuous
protection to the Services performed by Contracting Party, and the equipment, materials,
papers, and other components thereof to prevent losses or damages, and shall be
responsible for all such damages, to persons or property, until acceptance of the Services
by City, except such losses or damages as may be caused by City's own negligence.
The performance of Services by Contracting Party shall not relieve Contracting Party from
any obligation to correct any incomplete, inaccurate, or defective work at no further cost
to City, when such inaccuracies are due to the negligence of Contracting Party.
1.7 Additional Services. In accordance with the terms and conditions of this
Agreement, Contracting Party shall perform services in addition to those specified in the
Scope of Services ("Additional Services") only when directed to do so by the Contract
Officer, or assigned designee, provided that Contracting Party shall not be required to
perform any Additional Services without compensation. Contracting Party shall not
perform any Additional Services until receiving prior written authorization through a duly
executed written amendment or change order from the Contract Officer, or assigned
designee, incorporating therein any adjustment in (i) the Contract Sum, in accordance
with Section 2.3 of this Agreement, and/or (ii) the time to perform this Agreement, which
said adjustments are subject to the written approval of Contracting Party. It is expressly
understood by Contracting Party that the provisions of this Section shall not apply to the
Services specifically set forth in the Scope of Services or reasonably contemplated
therein. It is specifically understood and agreed that oral requests and/or approvals of
Additional Services shall be barred and are unenforceable. Failure of Contracting Party
to secure the Contract Officer's, or assigned designee's written, authorization for
Additional Services shall constitute a waiver of any and all right to adjustment of the
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Contract Sum or time to perform this Agreement, whether by way of compensation,
restitution, quantum meruit, or the like, for Additional Services provided without the
appropriate authorization from the Contract Officer, or assigned designee.
1.8 Special Requirements. Additional terms and conditions of this Agreement,
if any, which are made a part hereof are set forth in "Exhibit D" (the "Special
Requirements"), which is incorporated herein by this reference and expressly made a part
hereof. In the event of a conflict between the provisions of the Special Requirements and
any other provisions of this Agreement, the provisions of the Special Requirements shall
govern.
1.9 On -Call Services. In accordance with the terms and conditions of this
Agreement, Contracting Party shall perform on -call services on an as -needed basis in
addition to those specified in the Scope of Services ("On -Call Services") only when
directed to do so by the Contract Officer, or assigned designee. On -Call Services may
be ordered in the sole discretion of the Contract Officer, or assigned designee, and
are not guaranteed. Contracting Party shall not perform any On -Call Services without
receiving prior written authorization (in the form of a written "On -Call Services
Authorization") from the Contract Officer, or assigned designee, incorporating therein (i)
a description of the On -Call Services to be performed, (ii) the time to perform the On -Call
Services, and (iii) the related compensation, which must be within the authorized On -Call
Services Compensation pursuant to Sections 2.1, 2.4, and "Exhibit B" (the "Schedule of
Compensation"), of this Agreement. It is specifically understood and agreed that oral
requests and/or approvals for On -Call Services shall be barred and are unenforceable.
Failure of Contracting Party to secure the Contract Officer's, or assigned designee's
written authorization for On -Call Services shall constituted a waiver of any and all rights
to On -Call Services Compensation, whether by way of compensation, restitution,
quantum meruit, or the like, for On -Call Services provided without the appropriate
authorization from the Contract Officer, or assigned designee.
2. COMPENSATION.
2.1 Contract Sum. For the Services rendered pursuant to this Agreement
Contracting Party shall be compensated in accordance with "Exhibit B" (the "Schedule of
Compensation") in a total amount not to exceed
Dollars ($ ) for the Contracted Services (the "Contract Sum") and a total
amount not to exceed Dollars ($ ) for
On -Call Services (the "On -Call Services Spending Authority"), for the life of the
Agreement, encompassing the Initial and any Extended Terms, except as provided in
Section 1.7. The method of compensation set forth in the Schedule of Compensation may
include a lump sum payment upon completion, payment in accordance with the
percentage of completion of the Services, payment for time and materials based upon
Contracting Party's rate schedule, but not exceeding the Contract Sum for Contracted
Services, and the On -Call Services Spending Authority for On -Call Services, or such
other reasonable methods as may be specified in the Schedule of Compensation. The
Contract Sum shall include the attendance of Contracting Party at all project meetings
reasonably deemed necessary by City; Contracting Party shall not be entitled to any
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additional compensation for attending said meetings. Compensation may include
reimbursement for actual and necessary expenditures for reproduction costs,
transportation expense, telephone expense, and similar costs and expenses when and if
specified in the Schedule of Compensation. Regardless of the method of compensation
set forth in the Schedule of Compensation, the overall compensation for Services shall
not exceed the amounts set forth in this Section, except as provided in Section 1.7 of this
Agreement.
2.2 Method of Billing & Payment. Any month in which Contracting Party wishes
to receive payment, Contracting Party shall submit to City no later than the tenth
(10th) working day of such month, in the form approved by City's Finance Director, an
invoice for Services rendered prior to the date of the invoice. Such invoice shall
(1) describe in detail the Services provided, including time and materials, and (2) specify
each staff member who has provided Services and the number of hours assigned to each
such staff member. Such invoice shall contain a certification by a principal member of
Contracting Party specifying that the payment requested is for Services performed in
accordance with the terms of this Agreement. Upon approval in writing by the Contract
Officer, or assigned designee, and subject to retention pursuant to Section 8.3, City will
pay Contracting Party for all items stated thereon which are approved by City pursuant to
this Agreement no later than thirty (30) days after invoices are received by the City's
Finance Department.
2.3 Compensation for Additional Services. Additional Services approved in
advance by the Contract Officer, or assigned designee, pursuant to Section 1.7 of this
Agreement shall be paid for in an amount agreed to in writing through a duly executed
amendment or change order by both City and Contracting Party in advance of the
Additional Services being rendered by Contracting Party. Any compensation for
Additional Services amounting to five percent (5%) of the Contract Sum or Fifteen
Thousand Dollars ($15,000), whichever is less, may be approved by the Contract Officer,
or assigned designee. Any greater amount of compensation for Additional Services must
be approved by the La Quinta City Council, the City Manager, or Department Director,
depending upon City laws, regulations, rules and procedures concerning public
contracting. Under no circumstances shall Contracting Party receive compensation for
any Additional Services without prior written approval through a duly executed
amendment or change order for the Additional Services is obtained from the Contract
Officer, or assigned designee, pursuant to Section 1.7 of this Agreement.
2.4 Compensation for On -Call Services. Compensation for On -Call Services
shall not exceed the On -Call Services Rates identified in Exhibit B. The cumulative
amount of On -Call Services shall not exceed the On -Call Services Spending Authority.
Increases of the On -Call Services Spending Authority or the ordering, performance, and
compensation for On -Call Services which would require compensation in excess of the
On -Call Services Spending Authority must be approved by the La Quinta City Council
pursuant to City laws, regulations, rules and procedures concerning public contracting.
Under no circumstances shall Contracting Party receive compensation for any On -Call
Services unless prior written approval for the On -Call Services is obtained from the
Contract Officer, or assigned designee, pursuant to Section 1.9 of this Agreement.
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3. PERFORMANCE SCHEDULE.
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement. If the Services are not completed in accordance with the Schedule of
Performance, as set forth in Section 3.2 and "Exhibit C", it is understood that the City will
suffer damage.
3.2 Schedule of Performance. All Services rendered pursuant to this
Agreement shall be performed diligently and within the time period established in "Exhibit
C" (the "Schedule of Performance"). Extensions to the time period specified in the
Schedule of Performance may be approved in writing by the Contract Officer, or
assigned designee.
3.3 Force Majeure. The time period 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 Contracting Party, including, but not restricted to, acts of God or of
the public enemy, fires, earthquakes, floods, epidemic, quarantine restrictions, riots,
strikes, freight embargoes, acts of any governmental agency other than City, and
unusually severe weather, if Contracting Party shall within ten (10) days of the
commencement of such delay notify the Contract Officer, or assigned designee, in
writing of the causes of the delay. The Contract Officer, or assigned designee, shall
ascertain the facts and the extent of delay, and extend the time for performing the
Services for the period of the forced delay when and if in the Contract Officer's judgment
such delay is justified, and the Contract Officer's determination, or assigned designee,
shall be final and conclusive upon the parties to this Agreement. Extensions to time period
in the Schedule of Performance which are determined by the Contract Officer, or
assigned designee, to be justified pursuant to this Section shall not entitle the
Contracting Party to additional compensation in excess of the Contract Sum.
3.4 Term. Unless earlier terminated in accordance with the provisions in
Article 8.0 of this Agreement, the term of this agreement shall commence on July 1, 2026,
and terminate on June 30, 2027 ("Initial Term"). This Agreement may be extended for six
(6) additional one-year terms upon satisfactory performance and mutual agreement by
both parties ("Extended Term"), and executed in writing.
4. COORDINATION OF WORK.
4.1 Representative of Contracting Party. The following principals of Contracting
Party ("Principals") are hereby designated as being the principals and representatives of
Contracting Party authorized to act in its behalf with respect to the Services specified
herein and make all decisions in connection therewith:
(a) Name
Telephone No.:
Email:
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(b) Name
Telephone No.:
Email:
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 Contracting Party and devoting sufficient
time to personally supervise the Services hereunder. For purposes of this Agreement, the
foregoing Principals may not be changed by Contracting Party and no other personnel
may be assigned to perform the Services required hereunder without the express written
approval of City.
4.2 Contract Officer. The "Contract Officer", otherwise known as or Dianne
Hansen, Maintenance & Operations Superintendent, assigned designee may be
designated in writing by the City Manager of the City. It shall be Contracting Party's
responsibility to assure that the Contract Officer, or assigned designee, is kept informed
of the progress of the performance of the Services, and Contracting Party shall refer any
decisions, that must be made by City to the Contract Officer, or assigned designee.
Unless otherwise specified herein, any approval of City required hereunder shall mean
the approval of the Contract Officer, or assigned designee. The Contract Officer, or
assigned designee, shall have authority to sign all documents on behalf of City required
hereunder to carry out the terms of this Agreement.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability, and reputation of Contracting Party, its principals, and its
employees were a substantial inducement for City to enter into this Agreement. Except
as set forth in this Agreement, Contracting Party shall not contract or subcontract with
any other entity to perform in whole or in part the Services required hereunder without the
express written approval of City. In addition, neither this Agreement nor any interest
herein may be transferred, assigned, conveyed, hypothecated, or encumbered,
voluntarily or by operation of law, 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 Contracting Party, taking all transfers into account on a cumulative basis. Any
attempted or purported assignment or contracting or subcontracting by Contracting Party
without City's express written approval shall be null, void, and of no effect. No approved
transfer shall release Contracting Party of any liability hereunder without the express
consent of City.
4.4 Independent Contractor. Neither City nor any of its employees shall have
any control over the manner, mode, or means by which Contracting Party, its agents, or
its 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 Contracting
Party's employees, servants, representatives, or agents, or in fixing their number or hours
of service. Contracting Party 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
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with only such obligations as are consistent with that role. Contracting Party shall not at
any 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 Contracting Party in its business or otherwise or a joint venture or a
member of any joint enterprise with Contracting Party. Contracting Party shall have no
power to incur any debt, obligation, or liability on behalf of City. Contracting Party shall
not at any time or in any manner represent that it or any of its agents or employees are
agents or employees of City. Except for the Contract Sum paid to Contracting Party as
provided in this Agreement, City shall not pay salaries, wages, or other compensation to
Contracting Party for performing the Services hereunder for City. City shall not be liable
for compensation or indemnification to Contracting Party for injury or sickness arising out
of performing the Services hereunder. Notwithstanding any other City, state, or federal
policy, rule, regulation, law, or ordinance to the contrary, Contracting Party and any of its
employees, agents, and subcontractors providing services under this Agreement shall not
qualify for or become entitled to any compensation, benefit, or any incident of employment
by City, including but not limited to eligibility to enroll in the California Public Employees
Retirement System ("PERS") as an employee of City and entitlement to any contribution
to be paid by City for employer contributions and/or employee contributions for PERS
benefits. Contracting Party agrees to pay all required taxes on amounts paid to
Contracting Party under this Agreement, and to indemnify and hold City harmless from
any and all taxes, assessments, penalties, and interest asserted against City by reason
of the independent contractor relationship created by this Agreement. Contracting Party
shall fully comply with the workers' compensation laws regarding Contracting Party and
Contracting Party's employees. Contracting Party further agrees to indemnify and hold
City harmless from any failure of Contracting Party to comply with applicable workers'
compensation laws. City shall have the right to offset against the amount of any payment
due to Contracting Party under this Agreement any amount due to City from Contracting
Party as a result of Contracting Party's failure to promptly pay to City any reimbursement
or indemnification arising under this Section.
4.5 Identity of Persons Performing Work. Contracting Party represents that it
employs or will employ at its own expense all personnel required for the satisfactory
performance of any and all of the Services set forth herein. Contracting Party represents
that the Services required herein will be performed by Contracting Party or under its direct
supervision, and that all personnel engaged in such work shall be fully qualified and shall
be authorized and permitted under applicable State and local law to perform such tasks
and services.
4.6 City Cooperation. City shall provide Contracting Party with any plans,
publications, reports, statistics, records, or other data or information pertinent to the
Services to be performed hereunder which are reasonably available to Contracting Party
only from or through action by City.
5. INSURANCE.
5.1 Insurance. Prior to the beginning of any Services under this Agreement and
throughout the duration of the term of this Agreement, Contracting Party shall procure
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and maintain, at its sole cost and expense, and submit concurrently with its execution of
this Agreement, policies of insurance as set forth in "Exhibit E" (the "Insurance
Requirements") which is incorporated herein by this reference and expressly made a part
hereof.
5.2 Proof of Insurance. Contracting Party shall provide Certificate of Insurance
to Agency along with all required endorsements. Certificate of Insurance and
endorsements must be approved by Agency's Risk Manager prior to commencement of
performance.
6. INDEMNIFICATION.
6.1 Indemnification. To the fullest extent permitted by law, Contracting Party
shall indemnify, protect, defend (with counsel selected by City), and hold harmless City
and any and all of its officers, employees, agents, and volunteers as set forth in "Exhibit
F" ("Indemnification") which is incorporated herein by this reference and expressly made
a part hereof.
7. RECORDS AND REPORTS.
7.1 Reports. Contracting Party shall periodically prepare and submit to the
Contract Officer, or assigned designee, such reports concerning Contracting Party's
performance of the Services required by this Agreement as the Contract Officer, or
assigned designee, shall require. Contracting Party hereby acknowledges that City is
greatly concerned about the cost of the Services to be performed pursuant to this
Agreement. For this reason, Contracting Party agrees that if Contracting Party becomes
aware of any facts, circumstances, techniques, or events that may or will materially
increase or decrease the cost of the Services contemplated herein or, if Contracting Party
is providing design services, the cost of the project being designed, Contracting Party
shall promptly notify the Contract Officer, or assigned designee, of said fact,
circumstance, technique, or event and the estimated increased or decreased cost related
thereto and, if Contracting Party is providing design services, the estimated increased or
decreased cost estimate for the project being designed.
7.2 Records. Contracting Party shall keep, and require any subcontractors to
keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports
(including but not limited to payroll reports), studies, or other documents relating to the
disbursements charged to City and the Services performed hereunder (the "Books and
Records"), as shall be necessary to perform the Services required by this Agreement and
enable the Contract Officer, or assigned designee, to evaluate the performance of such
Services. Any and all such Books and Records shall be maintained in accordance with
generally accepted accounting principles and shall be complete and detailed. The
Contract Officer, or assigned designee, 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 Books and Records.
Such Books and Records shall be maintained for a period of three (3) years following
completion of the Services hereunder, and City shall have access to such Books and
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Records in the event any audit is required. In the event of dissolution of Contracting
Party's business, custody of the Books and Records may be given to City, and access
shall be provided by Contracting Party's successor in interest. Under California
Government Code Section 8546.7, if the amount of public funds expended under this
Agreement exceeds Ten Thousand Dollars ($10,000.00), this Agreement shall be subject
to the examination and audit of the State Auditor, at the request of City or as part of any
audit of City, for a period of three (3) years after final payment under this Agreement.
7.3 Ownership of Documents. All drawings, specifications, maps, designs,
photographs, studies, surveys, data, notes, computer files, reports, records, documents,
and other materials plans, drawings, estimates, test data, survey results, models,
renderings, and other documents or works of authorship fixed in any tangible medium of
expression, including but not limited to, physical drawings, digital renderings, or data
stored digitally, magnetically, or in any other medium prepared or caused to be prepared
by Contracting Party, its employees, subcontractors, and agents in the performance of
this Agreement (the "Documents and Materials") shall be the property of City and shall be
delivered to City upon request of the Contract Officer, or assigned designee, or upon
the expiration or termination of this Agreement, and Contracting Party 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 and Materials
for other projects and/or use of uncompleted documents without specific written
authorization by Contracting Party will be at City's sole risk and without liability to
Contracting Party, and Contracting Party's guarantee and warranties shall not extend to
such use, revise, or assignment. Contracting Party may retain copies of such Documents
and Materials for its own use. Contracting Party shall have an unrestricted right to use the
concepts embodied therein. All subcontractors shall provide for assignment to City of any
Documents and Materials prepared by them, and in the event Contracting Party fails to
secure such assignment, Contracting Party shall indemnify City for all damages resulting
therefrom.
7.4 In the event City or any person, firm, or corporation authorized by City
reuses said Documents and Materials without written verification or adaptation by
Contracting Party for the specific purpose intended and causes to be made or makes any
changes or alterations in said Documents and Materials, City hereby releases,
discharges, and exonerates Contracting Party from liability resulting from said change.
The provisions of this clause shall survive the termination or expiration of this Agreement
and shall thereafter remain in full force and effect.
7.5 Licensing of Intellectual Property. This Agreement creates a non-exclusive
and perpetual license for City to copy, use, modify, reuse, or sublicense any and all
copyrights, designs, rights of reproduction, and other intellectual property embodied in
the Documents and Materials. Contracting Party shall require all subcontractors, if any,
to agree in writing that City is granted a non-exclusive and perpetual license for the
Documents and Materials the subcontractor prepares under this Agreement. Contracting
Party represents and warrants that Contracting Party has the legal right to license any
and all of the Documents and Materials. Contracting Party makes no such representation
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and warranty in regard to the Documents and Materials which were prepared by design
professionals other than Contracting Party or provided to Contracting Party by City. City
shall not be limited in any way in its use of the Documents and Materials at any time,
provided that any such use not within the purposes intended by this Agreement shall be
at City's sole risk.
7.6 Release of Documents. The Documents and Materials shall not be released
publicly without the prior written approval of the Contract Officer, or assigned designee,
or as required by law. Contracting Party shall not disclose to any other entity or person
any information regarding the activities of City, except as required by law or as authorized
by City.
7.7 Confidential or Personal Identifying Information. Contracting Party
covenants that all City data, data lists, trade secrets, documents with personal identifying
information, documents that are not public records, draft documents, discussion notes, or
other information, if any, developed or received by Contracting Party or provided for
performance of this Agreement are deemed confidential and shall not be disclosed by
Contracting Party to any person or entity without prior written authorization by City or
unless required by law. City shall grant authorization for disclosure if required by any
lawful administrative or legal proceeding, court order, or similar directive with the force of
law. All City data, data lists, trade secrets, documents with personal identifying
information, documents that are not public records, draft documents, discussions, or other
information shall be returned to City upon the termination or expiration of this Agreement.
Contracting Party's covenant under this section shall survive the termination or expiration
of this Agreement.
8. ENFORCEMENT OF AGREEMENT.
8.1 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 Riverside, State of California, or any other appropriate court in such county, and
Contracting Party covenants and agrees to submit to the personal jurisdiction of such
court in the event of such action.
8.2 Disputes. In the event of any dispute arising under this Agreement, the
injured party shall notify the injuring party in writing of its contentions by submitting a claim
therefore. The injured party shall continue performing its obligations hereunder so long
as the injuring party commences to cure such default within ten (10) days of service of
such notice and completes the cure of such default within forty-five (45) days after service
of the notice, or such longer period as may be permitted by the Contract Officer, or
assigned designee; provided that if the default is an immediate danger to the health,
safety, or general welfare, City may take such immediate action as City deems warranted.
Compliance with the provisions of this Section shall be a condition precedent to
termination of this Agreement for cause and to any legal action, and such compliance
shall not be a waiver of any party's right to take legal action in the event that the dispute
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is not cured, provided that nothing herein shall limit City's right to terminate this
Agreement without cause pursuant to this Article 8.0. During the period of time that
Contracting Party is in default, City shall hold all invoices and shall, when the default is
cured, proceed with payment on the invoices. In the alternative, City may, in its sole
discretion, elect to pay some or all of the outstanding invoices during any period of default.
8.3 Retention of Funds. City may withhold from any monies payable to
Contracting Party sufficient funds to compensate City for any losses, costs, liabilities, or
damages it reasonably believes were suffered by City due to the default of Contracting
Party in the performance of the Services required by this Agreement.
8.4 Waiver. No delay or omission in the exercise of any right or remedy of a
non -defaulting party on any default shall impair such right or remedy or be construed as
a waiver. City's consent or approval of any act by Contracting Party requiring City's
consent or approval shall not be deemed to waive or render unnecessary City's consent
to or approval of any subsequent act of Contracting Party. 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.
8.5 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.
8.6 Legal Action. In addition to any other rights or remedies, either party may
take legal action, at law or at 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.
8.7 Termination Prior To Expiration of Term. This Section shall govern any
termination of this Agreement, except as specifically provided in the following Section for
termination for cause. City reserves the right to terminate this Agreement at any time, with
or without cause, upon thirty (30) days' written notice to Contracting Party. Upon receipt
of any notice of termination, Contracting Party shall immediately cease all Services
hereunder except such as may be specifically approved by the Contract Officer, or
assigned designee. Contracting Party shall be entitled to compensation for all Services
rendered prior to receipt of the notice of termination and for any Services authorized by
the Contract Officer, or assigned designee, thereafter in accordance with the Schedule
of Compensation or such as may be approved by the Contract Officer, or assigned
designee, except amounts held as a retention pursuant to this Agreement.
8.8 Termination for Default of Contracting Party. If termination is due to the
failure of Contracting Party to fulfill its obligations under this Agreement, Contracting Party
shall vacate any City -owned property which Contracting Party is permitted to occupy
hereunder and City may, after compliance with the provisions of Section 8.2, take over
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the Services and prosecute the same to completion by contract or otherwise, and
Contracting Party shall be liable to the extent that the total cost for completion of the
Services required hereunder exceeds the compensation herein stipulated (provided that
City shall use reasonable efforts to mitigate such damages), and City may withhold any
payments to Contracting Party for the purpose of setoff or partial payment of the amounts
owed City.
8.9 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
attorneys' fees; provided, however, that the attorneys' fees awarded pursuant to this
Section shall not exceed the hourly rate paid by City for legal services multiplied by the
reasonable number of hours spent by the prevailing party in the conduct of the litigation.
Attorneys' fees shall include attorneys' fees on any appeal, and in addition a party entitled
to attorneys' 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. The court may set such fees in the same action or in a separate
action brought for that purpose.
9. CITY OFFICERS AND EMPLOYEES; NONDISCRIMINATION.
9.1 Non -liability of City Officers and Employees. No officer, official, employee,
agent, representative, or volunteer of City shall be personally liable to Contracting Party,
or any successor in interest, in the event or any default or breach by City or for any amount
which may become due to Contracting Party or to its successor, or for breach of any
obligation of the terms of this Agreement.
9.2 Conflict of Interest. Contracting Party covenants that neither it, nor any
officer or principal of it, 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
Contracting Party's performance of the Services under this Agreement. Contracting Party
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, or assigned designee. Contracting
Party 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 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 this Agreement which effects his financial interest or the financial
interest of any corporation, partnership or association in which he is, directly or indirectly,
interested, in violation of any State statute or regulation. Contracting Party 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.
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9.3 Covenant against Discrimination. Contracting Party 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 any impermissible classification including, but not limited to, race,
color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry in
the performance of this Agreement. Contracting Party shall take affirmative action to
ensure that applicants are employed and that employees are treated during employment
without regard to their race, color, creed, religion, sex, marital status, sexual orientation,
national origin, or ancestry.
10. MISCELLANEOUS PROVISIONS.
10.1 Notice. Any notice, demand, request, consent, approval, or communication
either party desires or is required to give the other party or any other person shall be in
writing and either served personally or sent by prepaid, first-class mail to the address set
forth below. Either party may change its address by notifying the other party of the change
of address in writing. Notice shall be deemed communicated forty-eight (48) hours from
the time of mailing if mailed as provided in this Section.
To City: To Contracting Party:
CITY OF LA QUINTA
Attention: Dianne Hansen
M&O Superintendent
78495 Calle Tampico
La Quinta, California 92253
XXXXXXXX
10.2 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.
10.3 Section Headings and Subheadings. The section headings and
subheadings contained in this Agreement are included for convenience only and shall not
limit or otherwise affect the terms of this Agreement.
10.4 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.
10.5 Integrated Agreement. This Agreement including the exhibits 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.
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10.6 Amendment. No amendment to or modification of this Agreement shall be
valid unless made in writing and approved by Contracting Party and by the City Council
of City. The parties agree that this requirement for written modifications cannot be waived
and that any attempted waiver shall be void.
10.7 Severability. In the event that any one or more of the articles, phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be
declared invalid or unenforceable, such invalidity or unenforceability shall not affect any
of the remaining articles, 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.
10.8 Unfair Business Practices Claims. In entering into this Agreement,
Contracting Party offers and agrees to assign to City all rights, title, and interest in and to
all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or
under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of
Division 7 of the Business and Professions Code), arising from purchases of goods,
services, or materials related to this Agreement. This assignment shall be made and
become effective at the time City renders final payment to Contracting Party without
further acknowledgment of the parties.
10.9 No Third -Party Beneficiaries. With the exception of the specific provisions
set forth in this Agreement, there are no intended third -party beneficiaries under this
Agreement and no such other third parties shall have any rights or obligations hereunder.
10.10 Authority. The persons executing this Agreement on behalf of each of the
parties hereto represent and 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]
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates
stated below.
CITY OF LA QUINTA,
a California Municipal Corporation
JON MCMILLEN, City Manager
City of La Quinta, California
Dated:
ATTEST:
MONIKA RADEVA, City Clerk
City of La Quinta, California
APPROVED AS TO FORM:
WILLIAM H. IHRKE, City Attorney
City of La Quinta, California
CONTRACTING PARTY:
By:
Name:
Title:
By:
Name:
Title:
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Exhibit A
Scope of Services
Contracted Services
Lake maintenance services for the lake located in the Civic Center Campus at
78488 Avenida La Fonda; and the SilverRock Park on Avenue 52.
1.0 SCOPE OF WORK
The work shall include furnishing all labor and equipment necessary to maintain City
lakes. Duties include, but are not limited to, the following:
Civic Center Campus and SilverRock Park Lakes:
Weekly Service — Monday and Friday; and additional maintenance services as
requested for scheduled events.
Lakes shall be maintained in "first-class condition," "First-class condition" is
defined as the following characteristics:
• absence of objectionable odor and water
• absence of inappropriate debris and trash
• The level of the lake shall not exceed the liner and shall be maintained four
inches below the shoreline.
1 Debris Removal; Floating Fountain; Intake Screen
A. Contractor shall remove all trash, such as paper, cans, bottles, broken glass,
and floating debris from lakes, streams, water features and surrounding areas.
B. Contractor shall remove any organic matter such as leaves or branches that
create an aesthetically unpleasant or biologically undesirable condition.
C. All refuse shall be removed and taken to a sanitary landfill.
D. Algae shall be removed from rocks (scrubbed) monthly, or more often as
needed.
E. Monitor stream flow continuously to ensure no water spillage at the top lake.
Restrict water flow at pump/motor.
F. SilverRock Event Park Lake floating fountain to be cleaned quarterly.
a. Brush off motor.
b. Clean nozzles and float
G. Intake screen located at the bottom of the lake to be cleaned annually.
2. Chemical Applications
A. Contractor shall provide complete and continuous control and/or eradication
of all noxious aquatic plant or algae growth
B. Contractor shall complete and furnish a pesticide application log to City. The
log shall include the following information:
1) The target pest(s)
2) Method(s) of control
3) Copies of product labels
Exhibit A
Page 1 of 6
Last revised summer 2017
4) MSDS sheets
5) Frequency schedule(s)
6) Copies of PCA recommendations
3. Water Quality/Clarity and pH
A. The lakes support a variety of aquatic life.
1) Contractor shall maintain a water pH balance that promotes optimal
health conditions of aquatic life, waterfowl and wildlife in and around
the lake.
2) Contractor shall maintain the level of water clarity such that the
average Secchi disk measurement is at least 18 inches.
4. Notification
A. Contractor shall notify the M&O Superintendent (or designee) of any conditions
noted that require further monitoring, investigation, or remedy for the safe and
optimal operation of water features and related equipment.
5. Reports
A. Contractor shall produce and deliver to the M&O Superintendent (or designee)
a report indicating all service activities performed monthly.
Equipment
A. Contractor shall possess a working knowledge of pumps and equipment,
inspect weekly and notify the City's Representative of any abnormalities.
B. Pumps and motors shall be visually inspected for abnormal conditions and
lubricated per manufacturer's specifications.
C. Skimmers shall be visually inspected and emptied of debris.
D. Contractor is responsible to keep the pump house free of excess debris,
water/algae buildup.
Maintenance Activity
Frequency
Remove debris
2 times per week*
Visually inspect all equipment
Bi-Monthly
Inspect and empty skimmers/baskets
2 times per week*
Chemical applications
Continuously as needed
Check motor(s) and pumps
Bi-Monthly
Water quality/clarity and pH maintenance
Continuously as needed
pH balance test and adjustment
Weekly
Algae removal from rocks
Monthly/ as needed
Civic Center & SRR Fountain Cleaning
Quarterly
Intake Screen Cleaning
Annually
Lake Maintenance; Monday and Friday before 10:00 AM
Exhibit A
Page 2 of 6
1. Performance Standards:
Measurement and Payment
City has specific criteria by which to evaluate the performance of Contractor on a
weekly basis. If performance by Contractor is deficient, City reserves the right to
subtract an associated amount form the monthly billing. Since it is difficult to quantify
and assess a value to every aspect of the work, City may implement liquidated
damages of $250 per day per incident until the deficiency is corrected. The following
is a brief summary of possible deficiencies:
1. Failure to
2. Failure to
made by
3. Failure to
4. Failure to
5. Failure to
6. Failure to
7. Failure to
8. Failure to
comply with contract specifications.
comply in a timely manner with contractually legitimate requests
City.
provide specified reports or falsification of reports.
supply adequate equipment, labor or supervision.
repair deficiencies in the allotted time frame.
comply with schedules.
protect public health and safety.
provide adequate identification on vehicles or employees.
In the event Contractor fails to perform contractual obligations to the satisfaction of
City, City many choose to obtain the services of a separate lake maintenance provider
to fulfill Contractor's obligations, and any and all associated charges shall be the
responsibility of the Contractor.
On -Call Services and Extra Work
ON CALL SERVICES and extra work include additional maintenance cleaning
services as requested for scheduled events in the parks, and/or cleanup due
to storm events.
Extra work also includes repair and/or replacement of any and all lake
equipment, and components, and chemicals necessary to maintain the lake.
Exhibit A
Page 3 of 6
ADDENDUM TO AGREEMENT
Re: Scope of Services
If the Scope of Services include construction, alteration, demolition, installation,
repair, or maintenance affecting real property or structures or improvements of any kind
appurtenant to real property, the following apply:
1. Prevailing Wage Compliance. If Contracting Party is a contractor performing
public works and maintenance projects, as described in this Section 1.3, Contracting
Party shall comply with applicable Federal, State, and local laws. Contracting Party is
aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et
seq., as well as California Code of Regulations, Title 8, Sections 16000, et seq.,
(collectively, the "Prevailing Wage Laws"), and La Quinta Municipal Code
Section 3.12.040, which require the payment of prevailing wage rates and the
performance of other requirements on "Public works" and "Maintenance" projects. If the
Services are being performed as part of an applicable "Public works" or "Maintenance"
project, as defined by the Prevailing Wage Laws, and if construction work over twenty-
five thousand dollars ($25,000.00) and/or alterations, demolition, repair or maintenance
work over fifteen thousand dollars ($15,000.00) is entered into or extended on or after
January 1, 2015 by this Agreement, Contracting Party agrees to fully comply with such
Prevailing Wage Laws including, but not limited to, requirements related to the
maintenance of payroll records and the employment of apprentices. Pursuant to California
Labor Code Section 1725.5, no contractor or subcontractor may be awarded a contract
for public work on a "Public works" project unless registered with the California
Department of Industrial Relations ("DIR") at the time the contract is awarded. If the
Services are being performed as part of an applicable "Public works" or "Maintenance"
project, as defined by the Prevailing Wage Laws, this project is subject to compliance
monitoring and enforcement by the DIR. Contracting Party will maintain and will require
all subcontractors to maintain valid and current DIR Public Works contractor registration
during the term of this Agreement. Contracting Party shall notify City in writing
immediately, and in no case more than twenty-four (24) hours, after receiving any
information that Contracting Party's or any of its subcontractor's DIR registration status
has been suspended, revoked, expired, or otherwise changed. It is understood that it is
the responsibility of Contracting Party to determine the correct salary scale. Contracting
Party shall make copies of the prevailing rates of per diem wages for each craft,
classification, or type of worker needed to execute the Services available to interested
parties upon request, and shall post copies at Contracting Party's principal place of
business and at the project site, if any. The statutory penalties for failure to pay prevailing
wage or to comply with State wage and hour laws will be enforced. Contracting Party
must forfeit to City TWENTY-FIVE DOLLARS ($25.00) per day for each worker who
works in excess of the minimum working hours when Contracting Party does not pay
overtime. In accordance with the provisions of Labor Code Sections 1810 et seq., eight
(8) hours is the legal working day. Contracting Party also shall comply with State law
requirements to maintain payroll records and shall provide for certified records and
inspection of records as required by California Labor Code Section 1770 et seq., including
Exhibit A
Page 4 of 6
Section 1776. In addition to the other indemnities provided under this Agreement,
Contracting Party shall defend (with counsel selected by City), indemnify, and hold City,
its elected officials, officers, employees, and agents free and harmless from any claim or
liability arising out of any failure or alleged failure to comply with the Prevailing Wage
Laws. It is agreed by the parties that, in connection with performance of the Services,
including, without limitation, any and all "Public works" (as defined by the Prevailing Wage
Laws), Contracting Party shall bear all risks of payment or non-payment of prevailing
wages under California law and/or the implementation of Labor Code Section 1781, as
the same may be amended from time to time, and/or any other similar law. Contracting
Party acknowledges and agrees that it shall be independently responsible for reviewing
the applicable laws and regulations and effectuating compliance with such laws.
Contracting Party shall require the same of all subcontractors.
2. Retention. Payments shall be made in accordance with the provisions of
Article 2.0 of the Agreement. In accordance with said Sections, City shall pay Contracting
Party a sum based upon ninety-five percent (95%) of the Contract Sum apportionment of
the labor and materials incorporated into the Services under this Agreement during the
month covered by said invoice. The remaining five percent (5%) thereof shall be retained
as performance security to be paid to Contracting Party within sixty (60) days after final
acceptance of the Services by the City Council of City, after Contracting Party has
furnished City with a full release of all undisputed payments under this Agreement, if
required by City. In the event there are any claims specifically excluded by Contracting
Party from the operation of the release, City may retain proceeds (per Public Contract
Code § 7107) of up to one hundred fifty percent (150%) of the amount in dispute. City's
failure to deduct or withhold shall not affect Contracting Party's obligations under the
Agreement.
3. Utility Relocation. City is responsible for removal, relocation, or protection
of existing main or trunk -line utilities to the extent such utilities were not identified in the
invitation for bids or specifications. City shall reimburse Contracting Party for any costs
incurred in locating, repairing damage not caused by Contracting Party, and removing or
relocating such unidentified utility facilities. Contracting Party shall not be assessed
liquidated damages for delay arising from the removal or relocation of such unidentified
utility facilities.
4. Trenches or Excavations. Pursuant to California Public Contract Code
Section 7104, in the event the work included in this Agreement requires excavations more
than four (4) feet in depth, the following shall apply:
(a) Contracting Party shall promptly, and before the following conditions
are disturbed, notify City, in writing, of any: (1) material that Contracting Party believes
may be material that is hazardous waste, as defined in Section 25117 of the Health and
Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site
in accordance with provisions of existing law; (2) subsurface or latent physical conditions
at the site different from those indicated by information about the site made available to
bidders prior to the deadline for submitting bids; or (3) unknown physical conditions at the
Exhibit A
Page 5 of 6
site of any unusual nature, different materially from those ordinarily encountered and
generally recognized as inherent in work of the character provided for in the Agreement.
(b) City shall promptly investigate the conditions, and if it finds that the
conditions do materially so differ, or do involve hazardous waste, and cause a decrease
or increase in Contracting Party's cost of, or the time required for, performance of any
part of the work shall issue a change order per Section 1.8 of the Agreement.
(c) in the event that a dispute arises between City and Contracting Party
whether the conditions materially differ, or involve hazardous waste, or cause a decrease
or increase in Contracting Party's cost of, or time required for, performance of any part of
the work, Contracting Party shall not be excused from any scheduled completion date
provided for by this Agreement, but shall proceed with all work to be performed under this
Agreement. Contracting Party shall retain any and all rights provided either by contract or
by law which pertain to the resolution of disputes and protests between the contracting
Parties.
5. Safety. Contracting Party shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out the Services, Contracting Party
shall at all times be in compliance with all applicable local, state, and federal laws, rules
and regulations, and shall exercise all necessary precautions for the safety of employees
appropriate to the nature of the work and the conditions under which the work is to be
performed. Safety precautions as applicable shall include, but shall not be limited to:
(A) adequate life protection and lifesaving equipment and procedures; (B) instructions in
accident prevention for all employees and subcontractors, such as safe walkways,
scaffolds, fall protection ladders, bridges, gang planks, confined space procedures,
trenching and shoring, equipment and other safety devices, equipment and wearing
apparel as are necessary or lawfully required to prevent accidents or injuries; and
(C) adequate facilities for the proper inspection and maintenance of all safety measures.
6. Liquidated Damages. Since the determination of actual damages for any
delay in performance of the Agreement would be extremely difficult or impractical to
determine in the event of a breach of this Agreement, Contracting Party shall be liable for
and shall pay to City the sum of One Thousand dollars ($1,000.00) as liquidated damages
for each working day of delay in the performance of any of the Services required
hereunder, as specified in the Schedule of Performance. In addition, liquidated damages
may be assessed for failure to comply with the emergency call out requirements, if any,
described in the Scope of Services. City may withhold from any moneys payable on
account of the Services performed by Contracting Party any accrued liquidated damages.
Exhibit A
Page 6 of 6
Exhibit B
Schedule of Compensation
For the avoidance of doubt, the compensation thresholds on this Exhibit B do not include
compensation for Additional Services (if any) authorized pursuant to Section 1.7 and
compensated pursuant to Section 2.3 of this Agreement.
Contract Sum
Compensation for Contracted Services shall not exceed the following Contract
Sum for the entire life of this Agreement including the Initial and Extended terms:
($ ), to be paid for duly authorized Contracted
Services performed consistent with the terms and conditions of this Agreement.
ITEM
NO:
DESCRIPTION
MONTHLY PRICE
ANNUAL PRICE
1
CIVIC CENTER CAMPUS LAKE
MAINTENANCE SERVICES
$
$
2
SRR PARK LAKE
MAINTENANCE SERVICES
TOTAL:
$
$
The Contract Sum shall be paid to Contracting Party in installment payments made
on a monthly basis and in an amount identified in Contracting Party's schedule of
compensation attached hereto for the work tasks performed and properly invoiced by
Contracting Party in conformance with Section 2.2 of this Agreement.
The City may elect to exercise an extension to renew this Contract Agreement for six
(6) additional one-year terms with ninety (90)-day notice, on a year-to-year basis, contingent
upon satisfactory work of the Contractor.
Exhibit B
Page 1 of 2
On -Call Services Spending Authority and On -Call Services Rates
Authorized On -Call services and extra work may be requested by City Staff in an
amount to be determined at the City's discretion and approved by City Council for additional
On -Call Lake Maintenance services
There is no guarantee that City will order any On -Call Services. Contracting Party
shall only be entitled to compensation for On -Call Services duly authorized pursuant to
this Agreement.
Compensation for On -Call Services shall not exceed the following On -Call
Services Spending Authority for the entire life of this Agreement including the Initial and
Extended terms: ($ ), to be paid for duly
authorized On -Call Services consistent with the terms and conditions of this Agreement.
On -Call Services Rates
On -Call Service
Compensation Rate
[Or, delete and attach]
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Exhibit C
Schedule of Performance
Contracting Party shall complete all services identified in the Scope of Services,
Exhibit A of this Agreement, in accordance with the Project Schedule, attached hereto
and incorporated within Exhibit A, scope of services.
Lake Maintenance Services shall be performed twice weekly, on Monday and Friday
of each week.
1 WORKING HOURS
Maintenance and operation of equipment within one half mile of human occupancy
shall be performed only during the time periods as follows:
October 1st to April 30th Monday — Friday 7 a.m. to 5:30 p.m.
Saturday — Sunday 8 a.m. to 5 p.m.
May 1st to September 30th Monday - Friday 7 a.m. to 7 p.m.
Saturday — Sunday 8 a.m. to 5 p.m.
The Contractor shall notify the M&O Superintendent at least 24 hours prior to any work
outside the normal working hours defined above, on weekends or holidays.
Exhibit C
Page 1 of 1
Exhibit D
Special Requirements
Contractor must provide the regular services and expertise of either a Freshwater
Biologist or Certified Lake Manager either as the prime contractor, or as a subcontractor.
Licenses and Certifications:
• Class C-27 (Landscaping Contractor)
• State Pesticide Applicators License (QAL Category F)
• Riverside County Pesticide Business License, and all applicable county and local
certifications, permits and business licenses associated with the application of
aquatic pest control chemicals.
• Scuba Diving Certification
Exhibit D
Page 1 of 1
Exhibit E
Insurance Requirements
E.1 Insurance. Prior to the beginning of and throughout the duration of this
Agreement, the following policies checked below shall be maintained and kept in full force
and effect providing insurance with minimum limits as indicated below and issued by
insurers with A.M. Best ratings of no less than A -VI:
Commercial General Liability (at least as broad as ISO CG 0001):
$1,000,000 per occurrence/$2,000,000 aggregate OR
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Non-contributory
Commercial Automobile Liability (at least as broad as ISO CA 0001):
$1,000,000 combined single limit for bodily injury and property damage
❑ Auto Liability Additional Insured
Workers' Compensation (per statutory requirements):
Statutory Limits / Employer's Liability $1,000,000 per accident or disease OR
Must include the following endorsements:
Workers' Compensation Endorsement with Waiver of Subrogation
Workers' Compensation Declaration of Sole Proprietor
❑ California Workers' Compensation Requirements Acknowledgement
Contracting Party shall procure and maintain, at its cost, and submit concurrently
with its execution of this Agreement, Commercial General Liability insurance against all
claims for injuries against persons or damages to property resulting from Contracting
Party's acts or omissions rising out of or related to Contracting Party's performance under
this Agreement. The insurance policy shall contain a severability of interest clause
providing that the coverage shall be primary for losses arising out of Contracting Party's
performance hereunder and neither City nor its insurers shall be required to contribute to
any such loss. An endorsement evidencing the foregoing and naming the City and its
officers and employees as additional insured (on the Commercial General Liability policy
only) must be submitted concurrently with the execution of this Agreement and approved
by City prior to commencement of the services hereunder.
Contracting Party shall carry automobile liability insurance of $1,000,000 per
accident against all claims for injuries against persons or damages to property arising out
of the use of any automobile by Contracting Party, its officers, any person directly or
indirectly employed by Contracting Party, any subcontractor or agent, or anyone for
whose acts any of them may be liable, arising directly or indirectly out of or related to
Exhibit E
Page 1 of 5
Contracting Party's performance under this Agreement. If Contracting Party or
Contracting Party's employees will use personal autos in any way on this project,
Contracting Party shall provide evidence of personal auto liability coverage for each such
person. The term "automobile" includes, but is not limited to, a land motor vehicle, trailer
or semi -trailer designed for travel on public roads. The automobile insurance policy shall
contain a severability of interest clause providing that coverage shall be primary for losses
arising out of Contracting Party's performance hereunder and neither City nor its insurers
shall be required to contribute to such loss.
Contracting Party shall carry Workers' Compensation Insurance in
accordance with State Worker's Compensation laws with employer's liability limits no less
than $1,000,000 per accident or disease.
If coverage is maintained on a claims -made basis, Contracting Party shall maintain such
coverage for an additional period of three (3) years following termination of the contract.
Contracting Party shall provide written notice to City within ten (10) working
days if: (1) any of the required insurance policies is terminated; (2) the limits of any of the
required polices are reduced; or (3) the deductible or self -insured retention is increased.
In the event any of said policies of insurance are cancelled, Contracting Party shall, prior
to the cancellation date, submit new evidence of insurance in conformance with this
Exhibit to the Contract Officer. The procuring of such insurance or the delivery of policies
or certificates evidencing the same shall not be construed as a limitation of Contracting
Party's obligation to indemnify City, its officers, employees, contractors, subcontractors,
or agents.
E.2 Remedies. In addition to any other remedies City may have if Contracting Party
fails to provide or maintain any insurance policies or policy endorsements to the extent
and within the time herein required, City may, at its sole option:
a. Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under this Agreement.
b. Order Contracting Party to stop work under this Agreement and/or
withhold any payment(s) which become due to Contracting Party hereunder until
Contracting Party demonstrates compliance with the requirements hereof.
c. Terminate this Agreement.
Exercise any of the above remedies, however, is an alternative to any other
remedies City may have. The above remedies are not the exclusive remedies for
Contracting Party's failure to maintain or secure appropriate policies or endorsements.
Nothing herein contained shall be construed as limiting in any way the extent to which
Contracting Party may be held responsible for payments of damages to persons or
property resulting from Contracting Party's or its subcontractors' performance of work
under this Agreement.
Exhibit E
Page 2of5
E.3 General Conditions Pertaining to Provisions of Insurance Coverage by
Contracting Party. Contracting Party and City agree to the following with respect to
insurance provided by Contracting Party:
1. Contracting Party agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds City, its officials,
employees, and agents, using standard ISO endorsement No. CG 2010 with an edition
prior to 1992. Contracting Party also agrees to require all contractors, and subcontractors
to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall
prohibit Contracting Party, or Contracting Party's employees, or agents, from waiving the
right of subrogation prior to a loss. Contracting Party agrees to waive subrogation rights
against City regardless of the applicability of any insurance proceeds, and to require all
contractors and subcontractors to do likewise.
3. All insurance coverage and limits provided by Contracting Party and
available or applicable to this Agreement are intended to apply to the full extent of the
policies. Nothing contained in this Agreement or any other agreement relating to City or
its operations limits the application of such insurance coverage.
4. 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.
5. No liability policy shall contain any provision or definition that would serve
to eliminate so-called "third party action over" claims, including any exclusion for bodily
injury to an employee of the insured or of any contractor or subcontractor.
6. All coverage types and limits required are subject to approval, modification
and additional requirements by the City, as the need arises. Contracting Party shall not
make any reductions in scope of coverage (e.g. elimination of contractual liability or
reduction of discovery period) that may affect City's protection without City's prior written
consent.
7. Proof of compliance with these insurance requirements, consisting of
certificates of insurance evidencing all the coverages required and an additional insured
endorsement to Contracting Party's general liability policy, shall be delivered to City at or
prior to the execution of this Agreement. In the event such proof of any insurance is not
delivered as required, or in the event such insurance is canceled at any time and no
replacement coverage is provided, City has the right, but not the duty, to obtain any
insurance it deems necessary to protect its interests under this or any other agreement
and to pay the premium. Any premium so paid by City shall be charged to and promptly
paid by Contracting Party or deducted from sums due Contracting Party, at City option.
8. It is acknowledged by the parties of this agreement that all insurance
coverage required to be provided by Contracting Party or any subcontractor, is intended
Exhibit E
Page 3 of 5
to apply first and on a primary, non-contributing basis in relation to any other insurance
or self-insurance available to City.
9. Contracting Party agrees to ensure that subcontractors, and any other party
involved with the project that is brought onto or involved in the project by Contracting
Party, provide the same minimum insurance coverage required of Contracting Party.
Contracting Party 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. Contracting Party agrees that upon request, all agreements
with subcontractors and others engaged in the project will be submitted to City for review.
10. Contracting Party agrees not to self -insure or to use any self -insured
retentions or deductibles on any portion of the insurance required herein (with the
exception of professional liability coverage, if required) and further agrees that it will not
allow any contractor, subcontractor, Architect, Engineer or other entity or person in any
way involved in the performance of work on the project contemplated by this agreement
to self -insure its obligations to City. If Contracting Party's existing coverage includes a
deductible or self -insured retention, the deductible or self -insured retention must be
declared to the City. At that time the City shall review options with the Contracting Party,
which may include reduction or elimination of the deductible or self -insured retention,
substitution of other coverage, or other solutions.
11. The City reserves the right at any time during the term of this Agreement to
change the amounts and types of insurance required by giving the Contracting Party
ninety (90) days advance written notice of such change. If such change results in
substantial additional cost to the Contracting Party, the City will negotiate additional
compensation proportional to the increased benefit to City.
12. For purposes of applying insurance coverage only, this Agreement will be
deemed to have been executed immediately upon any party hereto taking any steps that
can be deemed to be in furtherance of or towards performance of this Agreement.
13. Contracting Party acknowledges and agrees that any actual or alleged
failure on the part of City to inform Contracting Party of non-compliance with any
insurance requirement in no way imposes any additional obligations on City nor does it
waive any rights hereunder in this or any other regard.
14. Contracting Party will renew the required coverage annually as long as City,
or its employees or agents face an exposure from operations of any type pursuant to this
agreement. This obligation applies whether the agreement is canceled or terminated for
any reason. Termination of this obligation is not effective until City executes a written
statement to that effect.
15. Contracting Party shall provide proof that policies of insurance required
herein expiring during the term of this Agreement have been renewed or replaced with
other policies providing at least the same coverage. Proof that such coverage has been
ordered shall be submitted prior to expiration. A coverage binder or letter from Contracting
Exhibit E
Page 4 of 5
Party's insurance agent to this effect is acceptable. A certificate of insurance and an
additional insured endorsement is required in these specifications applicable to the
renewing or new coverage must be provided to City within five (5) days of the expiration
of coverages.
16. The provisions of any workers' compensation or similar act will not limit the
obligations of Contracting Party under this agreement. Contracting Party expressly
agrees not to use any statutory immunity defenses under such laws with respect to City,
its employees, officials, and agents.
17. Requirements of specific coverage features, or limits contained in this
section are not intended as limitations on coverage, limits or other requirements nor as a
waiver of any coverage normally provided by any given policy. 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 limiting or all-inclusive.
18. These insurance requirements are intended to be separate and distinct from
any other provision in this Agreement and are intended by the parties here to be
interpreted as such.
19. The requirements in this Exhibit supersede all other sections and provisions
of this Agreement to the extent that any other section or provision conflicts with or impairs
the provisions of this Exhibit.
20. Contracting Party agrees to be responsible for ensuring that no contract
used by any party involved in any way with the project reserves the right to charge City
or Contracting Party for the cost of additional insurance coverage required by this
agreement. Any such provisions are to be deleted with reference to City. It is not the intent
of City to reimburse any third party for the cost of complying with these requirements.
There shall be no recourse against City for payment of premiums or other amounts with
respect thereto.
21. Contracting Party agrees to provide immediate notice to City of any claim
or loss against Contracting Party arising out of the work performed under this agreement.
City assumes no obligation or liability by such notice, but has the right (but not the duty)
to monitor the handling of any such claim or claims if they are likely to involve City.
Exhibit E
Page 5of5
Exhibit F
Indemnification
F.1 Indemnity for the Benefit of City.
a. Indemnification for Professional Liability. When the law establishes a
professional standard of care for Contracting Party's Services, to the fullest extent
permitted by law, Contracting Party shall indemnify, protect, defend (with counsel
selected by City), and hold harmless City and any and all of its officials, employees, and
agents ("Indemnified Parties") from and against any and all claims, losses, liabilities of
every kind, nature, and description, damages, injury (including, without limitation, injury
to or death of an employee of Contracting Party or of any subcontractor), costs and
expenses of any kind, whether actual, alleged or threatened, including, without limitation,
incidental and consequential damages, court costs, attorneys' fees, litigation expenses,
and fees of expert consultants or expert witnesses incurred in connection therewith and
costs of investigation, to the extent same are caused in whole or in part by any negligent
or wrongful act, error or omission of Contracting Party, its officers, agents, employees or
subcontractors (or any entity or individual that Contracting Party shall bear the legal
liability thereof) in the performance of professional services under this agreement. With
respect to the design of public improvements, the Contracting Party shall not be liable for
any injuries or property damage resulting from the reuse of the design at a location other
than that specified in Exhibit A without the written consent of the Contracting Party.
b. Indemnification for Other Than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law, Contracting
Party shall indemnify, defend (with counsel selected by City), and hold harmless the
Indemnified Parties from and against any liability (including liability for claims, suits,
actions, arbitration proceedings, administrative proceedings, regulatory proceedings,
losses, expenses or costs of any kind, whether actual, alleged or threatened, including,
without limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses) incurred in
connection therewith and costs of investigation, where the same arise out of, are a
consequence of, or are in any way attributable to, in whole or in part, the performance of
this Agreement by Contracting Party or by any individual or entity for which Contracting
Party is legally liable, including but not limited to officers, agents, employees, or
subcontractors of Contracting Party.
c. Indemnity Provisions for Contracts Related to Construction (Limitation on
Indemnity). Without affecting the rights of City under any provision of this agreement,
Contracting Party shall not be required to indemnify and hold harmless City for liability
attributable to the active negligence of City, provided such active negligence is
determined by agreement between the parties or by the findings of a court of competent
jurisdiction. In instances where City is shown to have been actively negligent and where
City's active negligence accounts for only a percentage of the liability involved, the
obligation of Contracting Party will be for that entire portion or percentage of liability not
attributable to the active negligence of City.
Exhibit F
Page 1 of 2
d. Indemnification Provision for Design Professionals.
1. Applicability of this Section F.1(d). Notwithstanding Section F.1(a)
hereinabove, the following indemnification provision shall apply to a Contracting Party
who constitutes a "design professional" as the term is defined in paragraph 3 below.
2. Scope of Indemnification. When the law establishes a professional
standard of care for Contracting Party's Services, to the fullest extent permitted by law,
Contracting Party shall indemnify and hold harmless City and any and all of its officials,
employees, and agents ("Indemnified Parties") from and against any and all losses,
liabilities of every kind, nature, and description, damages, injury (including, without
limitation, injury to or death of an employee of Contracting Party or of any subcontractor),
costs and expenses, including, without limitation, incidental and consequential damages,
court costs, reimbursement of attorneys' fees, litigation expenses, and fees of expert
consultants or expert witnesses incurred in connection therewith and costs of
investigation, to the extent same are caused by any negligent or wrongful act, error or
omission of Contracting Party, its officers, agents, employees or subcontractors (or any
entity or individual that Contracting Party shall bear the legal liability thereof) in the
performance of professional services under this agreement. With respect to the design of
public improvements, the Contracting Party shall not be liable for any injuries or property
damage resulting from the reuse of the design at a location other than that specified in
Exhibit A without the written consent of the Contracting Party.
3. Design Professional Defined. As used in this Section F.1(d), the
term "design professional" shall be limited to licensed architects, registered professional
engineers, licensed professional land surveyors and landscape architects, all as defined
under current law, and as may be amended from time to time by Civil Code § 2782.8.
F.2 Obligation to Secure Indemnification Provisions. Contracting Party agrees
to obtain executed indemnity agreements with provisions identical to those set forth
herein this Exhibit F, as applicable to the Contracting Party, from each and every
subcontractor or any other person or entity involved by, for, with or on behalf of
Contracting Party in the performance of this Agreement. In the event Contracting Party
fails to obtain such indemnity obligations from others as required herein, Contracting
Party agrees to be fully responsible according to the terms of this Exhibit. Failure of City
to monitor compliance with these requirements imposes no additional obligations on City
and will in no way act as a waiver of any rights hereunder. This obligation to indemnify
and defend City as set forth in this Agreement are binding on the successors, assigns or
heirs of Contracting Party and shall survive the termination of this Agreement.
Exhibit F
Page 2 of 2
ATTACHMENT 2
INSURANCE REQUIREMENTS ACKNOWLEDGEMENT
Must be executed by proposer and submitted with the proposal
(name) hereby acknowledge and confirm that
(name of company) has reviewed
the City's indemnification and minimum insurance requirements as listed in Exhibits E and F of the
City's Agreement for Contract Services (Attachment 1); and declare that insurance certificates and
endorsements verifying compliance will be provided if an agreement is awarded.
l am of
(Title) (Company)
Commercial General Liability (at least as broad as ISO CG 0001):
® $1,000,000 per occurrence/$2,000,000 aggregate OR
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Non-contributory
Commercial Automobile Liability (at least as broad as ISO CA 0001):
® $1,000,000 combined single limit for bodily injury and property damage
® Auto Liability Additional Insured
Workers' Compensation (per statutory requirements):
® Statutory Limits / Employer's Liability $1,000,000 per accident or disease
Must include the following endorsements:
Workers' Compensation Endorsement with Waiver of Subrogation; OR
Workers' Compensation Declaration of Sole Proprietor (if applicable)
ATTACHMENT 3
NON -COLLUSION AFFIDAVIT FORM
Must be executed by proposer and submitted with the proposal
(name) hereby declare as follows:
lam of
(Title) (Company)
the party making the foregoing proposal, that the proposal is not made in the interest of, or on behalf
of, any undisclosed person, partnership, company, association, organization, or corporation; that the
proposal is genuine and not collusive or sham; that the proposer has not directly or indirectly induced
or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly
colluded, conspired, connived, or agreed with any proposer or anyone else to put in a sham proposal,
or that anyone shall refrain from proposing; that the proposer has not in any manner, directly or
indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of
the proposer or any other proposer, or to fix any overhead, profit, or cost element of the proposal price,
or of that of any other proposer, or to secure any advantage against the public body awarding the
agreement of anyone interested in the proposed agreement; that all statements contained in the
proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her
proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative
hereto, or paid, and will not pay, any fee to any corporation, partnership, company, association,
organization, proposal depository, or to any member or agent thereof to effectuate a collusive or sham
proposal.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and
correct.
Proposer Signature:
Proposer Name:
Proposer Title:
Company Name:
Address:
ATTACHMENT 4
ACKNOWLEDGEMENT OF RECEIPT OF ADDENDA
Must be executed by proposer and submitted with the proposal;
If no addenda has been issued, mark "N/A" under Addendum No. indicating
Not Applicable and sign
ADDENDUM NO.
SIGNATURE INDICATING RECEIPT