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HomeMy WebLinkAbout19C - REQUEST FOR PROPOSALS FOR FIRE HYDRANT MAINT. SRVS.REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: AUGUST 16, 2010 TITLE REQUEST FOR PROPOSALS FOR FIRE HYDRANT MAINTENANCE SERVICES ? i CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 151 Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the Public Works Agency to send the attached Request for Proposals to qualified firms to provide maintenance services for the City's public fire hydrants. DISCUSSION The City's water system includes approximately 4,800 public fire hydrants that are used to provide fire protection to the community. To ensure that each hydrant will work correctly when needed, a periodic maintenance program is conducted by Water Resources Division personnel. Standards for the frequency and scope of fire hydrant maintenance are established by the American Water Works Association (AWWA) and the Insurance Services Office (ISO), Inc. AWWA recommends that all hydrants should be inspected at least once a year to ensure satisfactory operation. This is the standard that Santa Ana has historically met. ISO recognizes this as an acceptable level of maintenance. It is one of many factors considered by ISO in continuing to award Santa Ana the highest possible fire suppression rating of Class 1. The Water Resources Division has experienced a reduction in personnel in the last several years. The Water Systems Maintenance Section (the section responsible for fire hydrant maintenance) has been reduced from 17 personnel in 2005 to 11 today. To continue to operate the water utility effectively, adjustments in staff assignments and prioritization of work activities have been implemented. Activities that would occur on a daily basis (e.g. fire hydrant maintenance, water gate valve maintenance, water service replacements, etc.) are being delayed as crews attend to more urgent repair activities (e.g. repair of broken fire hydrants, repair of service leaks, water main breaks, etc.). 19C-1 Request for Proposal for Fire Hydrant Maintenance Services August 16, 2010 Page 2 An internal review of water maintenance activities showed that fire hydrant maintenance could be performed by a contractor. Until this year, maintenance of the City's 4,800 fire hydrants was performed by two Water Services Workers. Should a contract be awarded to perform this work, workers with similar training and certifications will be required. Contracting out this activity will not result in layoffs or reassignments of existing City staff. A one year contract is being considered with a full review to determine if contracting this activity is cost- effective. If contracting out fire hydrant maintenance is not approved, then two additional Water Services Workers will need to be approved and funded in the Water Resources Division budget to resume this activity. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds are available in the Water Systems Maintenance Fund (account no. 06017641-62300). Raul Godinez II Executive Directo Public Works Agency APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez 9W Executive Director Finance & Management Services Agency RG/RB Exhibit 1: Request for Proposals 19C-2 REQUEST FOR PROPOSAL CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES CITY OF SANTA ANA PUBLIC WORKS AGENCY SANTA AN& CALI FORN IA 92702 PROJECT MANAGER CESAR E. BARRERA, P.E. ACTING PRINCIPAL CIVIL ENGINEER PHONE (714) 647-3387 E-mail: cbarrera@santa-ana.org Proposal Due Date: xxxxxxx, 2010 During the Proposal period, all questions must be in writing and faxed to 714-647-3345, Attention: Cesar Barrera, No later than, xxxxx, at 4:00p.m. Copies of the questions and answers will be provided to all Contractors intending to respond. No verbal responses will be given. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa 1netWATater Resources 3 Page 1 of 11 REQUEST FOR PROPOSAL FIRE HYDRANT MAINTENANCE SERVICES GENERAL The City of Santa Ana is soliciting proposals from qualified firms to provide Fire Hydrant Maintenance Services. The City has over 4,800 fire hydrants that are maintained on a yearly basis. A detailed scope of work is outlined in Section E of this RFP. The city will enter into an agreement with the firm to provide Fire Hydrant Maintenance Services. Upon receiving this Request for Proposal (RFP), consultant shall notify the City in writing and faxed to 714-647-3345 (Attention: Cesar E. Barrera) regarding its intent to respond to the RFP. The Consultant must be able to assist the City through this contract to provide the services needed. The consultant shall utilize in-house staff and/or sub-consultants satisfactory to the City to complete the assignments. For specialized work for which the prime consultant will require a sub-contractor, the prime consultant will serve as an administrative liaison between the City and the sub-contractor. The prime consultant mark-up for sub-consultants shall not exceed 15%. The proposal shall be concise, to the point, and sufficient enough to cover all required submittals and exclude any extraneous materials. A cover letter shall summarize key factors and guarantee that key personnel will be committed to perform the required tasks throughout the duration of the contract. PROPOSED SCOPE OF SERVICES A. Terms Upon completing the selection process, the selected consultant will be awarded a one- year contract for a "not to exceed fee" to be determined. B. PROJECT BACKGROUND This request is for Fire Hydrant Maintenance Services for the City of Santa Ana water distribution system. The City of Santa Ana desires to keep the fire hydrant maintenance program as an integral part of our general water asset maintenance program. Fire hydrant maintenance is an essential task and a key element to fire protection. The City of Santa Ana is located in Orange County in Southern California. The City of Santa Ana's water system consists of approximately 475 miles of water mains with 45,000 water service connections, 4,850 hydrants, and 6,000 water distribution valves. The city land area is 27.2 square miles and the population is approximately 350,000 people. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa 1191CA?1'ater Resources ?} Page 2 of 1 1 To date, the City has aggressively been maintaining all City fire hydrants. All general fire hydrant maintenance and fire hydrant valve maintenance has been done by the City's water maintenance crew. C. PRIME CONSULTANT RESPONSIBILITIES The selected consultant will be required to assume responsibility for all services offered in their proposals. The selected consultant will be the sole point of contact with regard to contractual matters, including payment of any and all charges resulting from the contract agreement. Consultant shall tightly control the quality of the work performed by in-house staff and/or sub-consultants. Incomplete or poor quality of work will not be accepted. Sub-consultant work shall not exceed (15%) of the contract agreement. A list of all sub- consultants shall be submitted as part of the proposal. A detailed list of all the sub- consultant tasks shall be included in the proposal. D. PROJECT MANAGEMENT Meetings The Consultant will be required to attend meetings at the City of Santa Ana facilities. After the project has been awarded, a kick-off meeting will be held. Progress meetings will be held on as needed basis. The Consultant will meet with representatives from the City and hold training workshops at the City offices. During these visits, the consultant will meet with the City of Santa Ana Water Resources personnel to discuss the water system infrastructure, fire hydrant network, INFRAMAP software and security. Progress Reports Prepare and submit a monthly report in electronic format to the project manager/engineer that includes the following: ¦ A narrative description of work performed by major task along with a map and spreadsheet to graphically depict the progress and areas of work. The City will provide a computer tablet with INFRAMAP software as a loaner to accomplish the digital field data collection. ¦ A table indicating the person-hours and dollars budgeted for each task and the expenditures to date. ¦ A summary in percentage of overall project completion and expenditures of time, person-hours, and dollars during the preceding month. • An updated project work schedule depicting current status of the project, including revisions to the schedule, modifications and or impacts to the milestone dates. • A list of issues and/or anticipated problems to be discussed. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa l A5ater Resources Page 3 of 1 I E. SCOPE OF SERVICES In general, the Consultant shall perform fire hydrant maintenance Services for the City of Santa Ana water distribution system. For all fire hydrant maintenance tasks, Consultant shall provide traffic control per the W.A.T.C.H. Manual. Compensation for traffic control shall be included in the unit price per fire hydrant maintenance tasks. Consultant shall perform the following tasks: FIRE HYDRANT REFINISH & MAINTENANCE 1. The City will provide loaner laptops with infraMAP software for data collection and documentation uses by the Consultant. 2. All hydrant operating nut and upper stem areas shall be lubricated with the original equipment manufacturer's recommended lubricant to assist in smooth operation of the hydrant. 3. All nozzle outlets shall be lubricated with Rectorseal© food grade anti-seize & lubricant. 4. Fire hydrant isolation valves shall be closed completely and then opened completely. 5. Isolation valve cans shall be vacuumed clean of debris. 6. Isolation valve lid shall be spray painted blue. 7. Consultant shall record the isolation valve status, number of turns to close, depth of nut, and other operational comments using the infraMAP software. 8. Clear weeds and grass around fire hydrant as necessary. 9. Tighten nozzle caps slightly tighter than hand tight. 10. Fire hydrant shall be flushed until flushing water is clear. 11. Water flushed through hydrants must be de-chlorinated by the diffuser method. 12.All rubber seals shall be replaced as necessary. 13. Fire hydrant shall be pressurized and inspected for leaks. (Note: All fire hydrant weepholes are plugged at the base.) 14. Exterior of hydrant shall be power washed and wire brushed. a. Components shall be power washed at 1,000 to 2,000 PSI to remove loose oxidation, dirt and other contaminants. b. Any area with exposed steel and/or rust present shall be wire brushed. 15.All surfaces shall be smooth, clean, and dry before paint is applied. 16. External hydrant components shall receive a minimum of one (1) coat of O.S.H.A. White paint. 17. Fire hydrant identification numbers shall be stenciled in black paint on the hydrant so that it is visible from the street. 18. Consultant shall inspect and record the hydrant status, barrel type, hydrant manufacturer, barrel size, number of ports, date painted and any operational comments using the infraMAP software. Operational deficiencies found during regular maintenance process may prompt the City of Santa Ana to request repair services. Repairs require written authorization by the City CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santajr .A6Vater Resources %7 %of Page 4 of 11 of Santa Ana, Water Resources Division and must be performed according to City Standard Plans and Specifications. Consultant shall repair fire hydrants using original equipment manufactured parts. Consultant shall supply all parts and components necessary to complete work. UPPER BARREL REPAIRS (As-Needed) 1. Consultant shall replace all necessary parts and components, excluding bonnet assembly. The City of Santa Ana will determine if a fire hydrant needs to be replaced. 2. Disassemble and lubricate entire bonnet area. 3. Replace missing or damaged caps. 4. Consultant shall warranty all repairs for a period of one (1) year and shall cover entire upper barrel assembly. UPPER BARREL REPLACEMENT (As-Needed) 1. Replace entire component (flange, hose nozzle and/or pumper nozzle, and gaskets, missing or deteriorated nuts and bolts, broken traffic flanges and couplings where necessary and as-needed). 2. Replace damaged nozzles (hose or pumper) 3. Re-caulk and/or secure nozzles, as needed 4. Consultant shall warranty all repairs for a period of one (1) year and shall cover entire upper barrel assembly and bonnet. LOWER BARREL REPAIRS (As-Needed) 1. Service or repair shall be performed simultaneously with the upper barrel. 2. Includes replacement of any/all necessary internal components. 3. Lower stem fire hydrant main valve rubber. 4. Fire hydrant brass seat ring. 5. Main drain parts. 6. Consultant shall warranty all repairs for a period of one (1) year and shall cover entire lower and upper barrel assemblies. BONNET REPAIR/REPLACEMENT (As-Needed) 1. Replacement/repair of hold down nuts, operating nuts, oil reservoir, o-ring pressure seals, anti-friction washers, damaged bonnet nuts and bolts as required. 2. Consultant shall warranty all repairs for a period of one (1) year and shall cover entire bonnet assembly. City Responsibilities: 1. City will assign a primary and secondary contact for the fire hydrant maintenance project 2. City will provide the Consultant a hydrant maintenance schedule. 3. City shall provide laptops with infraMAP software for data collection and recording. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa19&1?.AVater Resources Page 5 of 1 I F. CERTIFICATION AND EXPERIENCE REQUIREMENTS This project involves the maintenance and replacement of assets of the City's water distribution system. Improper handling and/or lack of knowledge of water distribution systems can result in negative effects on the system that may result in health and safety impacts. The Consultant shall demonstrate that the personnel that will be assigned to this project be, at minimum, certified by the State of California Department of Health Services (CDPH) as a Water Distribution Operator Grade D1. The Consultant's shift supervisor overseeing maintenance operations assigned to this project must be, at minimum, certified by CDPH as a Water Distribution Operator Grade D3. Consultant shall submit copies of the certifications as part of their response to this proposal. Consultant must also demonstrate at least three (3) years of experience performing similar work. Consultant shall provide references that the City may call as part of their proposal. G. COMPENSATION This proposal shall indicate a unit fixed fee for completion of the Fire Hydrant Maintenance Services as outlined in this proposal. The fee shall include the Consultant's personnel including sub consultants, if any, and all direct and indirect expenses to complete the work. Payments shall be made on the basis of work completed as agreed upon by the City. Additional Services, as authorized in writing by the City, will be paid at the unit billing rate. All fees shall be considered full compensation to perform work as outlined in the scope of services and no additional compensation will be allowed therefore. H. TENTATIVE SCHEDULE Issue Request for Proposal (RFP) Submit Notice of Intent Submit Questions to City Submit Proposals to City Evaluation & Consultant Selection Award Contract Begin Work XXXXX, 2010 XXXXX, 2010 XXXXX, 2010 XXXXX, 2010 XXXX - XXXX, 2010 XXXX, 2010 XXXX, 2010 Proposals are due in the office of the Executive Director, Public Works Agency, at 20 Civic Center Plaza, Ross Annex, M-21, 4th Floor, Santa Ana, California, 92701, ATTN: CESAR BARRERA, on or before 4:00 p.m., XXXX, 2010. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa lslc;ATater Resources Page 6of11 ISSUING OFFICE Santa Ana Public Works Agency, Office of the Executive Director, 20 Civic Center Plaza, Ross Annex, 4th Floor, M-21, Santa Ana, California 92701. J. PROPOSAL REJECTION The City reserves the right to reject any or all proposals submitted, and is not liable for any pre-contractual expenses: Pre-contractual expenses are defined as expenses incurred by the offeror in: (a) preparing the proposal in response to this RFP; (b) submitting that proposal to the City; (c) negotiating with the City in any matter related to this proposal; (d) any other expenses incurred by offeror prior to date of award, if any, of the contract. Offeror shall not include any such expenses as part of the price as proposed in response to this RFP. K. ADDENDA Any subsequent changes in the RFP from the date of issuance to the date of submittal will result in an addendum by the issuing office to those parties who have provided the proper notice of interest in responding to the RFP. L. PROPOSAL CONTENT AND SIGNATURE Three (3) copies of the proposal will be required with all copies having been signed by the individual or, if a company, the company official with the power to bind the company in its proposal. The fee schedule, Attachment D (3 copies) and Attachment A shall be sealed in a separate envelope and submitted with the proposal to the City. To be considered, all proposals shall be completely responsive to the RFP. M. ACCEPTANCE OF CONTRACT The contents of the proposal of the successful consultants shall become a contractual obligation if a contract ensues. Failure of a consultant to accept this obligation will result in the cancellation of any award. Any damage accruing to the City as a result of a failure to contract may be recovered from the consultant. A sample agreement is attached for reference (Attachment C). N. PRIME CONSULTANT RESPONSIBILITIES The selected consultant will be required to assume responsibility for all services offered in their proposals. The selected Consultant will be the sole point of contact with regard to contractual matters, including payment of any and all charges resulting from the contracts. 0. DISCLOSURE Any information, other than cost and price, which a consultant does not wish to have disclosed, other than for the purpose of evaluation, should have each applicable sheet CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa1r&?.?ater Resources Page 7 of 11 or part marked "Confidential" - this data shall not be disclosed or duplicated, used or disclosed in whole or in part for any purpose other than to evaluate the response; provided that: the contract is awarded to this offeror, or as a result of or in connection with the submission of such information, the City shall have the right to duplicate, use or disclose this information to the extent provided in this contract. This restriction will not limit the City the right to use information contained herein if it is obtained from another source. P. DELAYS The City reserves the right to delay scheduled dates if it is to the advantage of the City. Q. RULES FOR PROPOSALS The signer of the proposals must declare in writing that the only person, persons, company or parties interested in the proposal as principals, are named therein; that the proposal is made without collusion with any other person, persons, company, or parties submitting a proposal; that it is in all respects fair and in good faith without collusion or fraud, and that the signer of the proposal has fully authority to bind the principal proposer. R. METHOD OF PAYMENT The consultant, shall submit monthly invoices to the City for the services rendered for that month. The invoice shall include a detailed breakdown of the services, limits, the tasks, the hours, and the unit costs. S. REGULATIONS The selected consultant will be expected to comply with all applicable federal, state and local regulations, building codes, and contract provisions. The ensuing contract shall contain such contractual provisions and conditions necessary to define a sound and complete agreement. T. INFORMATION REQUIRED FROM CONSULTANT Proposals shall be submitted in the format as described below: Organization and Credentials The name, address and telephone number of the person of whom correspondence should be directed and who has authority to negotiate on behalf of the firm. Provide a synopsis of the consultant's qualifications and past experience in Fire Hydrant Maintenance Services. Work Plan Provide a narrative rendition of the technical work plan and procedures required to perform the work as described in the Proposed Scope of Services. The following information must be included as a minimum: CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa 19P:A"er Resources Page 8 of 1 1 • Show required task • Employee's designation and man-hours to complete each task • Total number of hours to complete the Scope of Work • Provide detailed information and an outline indicating the specific steps in each of the scope of services items of work to insure quality and control. Contractor shall submit a sample set of most recent Fire Hydrant Maintenance Services, including specific tasks and estimate. Staffing The consultant shall identify their Project Manager, and other key personnel to be assigned to the project, their qualifications, representative experience, and their capability to explore and resolve problems. Consultant shall submit copies of their personnel's Water Operator or Water Treatment Certifications issued by the State of California Department of Health Services. Certified operators are required at the time proposals are due, failure to submit proof of certification will result in disqualification. Once the agreement is executed, the contractor's staff shall not be substituted without the prior written approval of the City of Santa Ana. Sub-consultants The Consultant shall identify any sub-consultants it intends to employ in relation to this contract. The Consultant shall identify sub-consultant's qualifications and key personnel. The Consultant shall be held responsible for any and all work performed by the Consultant's sub-consultant. List any sub-consultants the Consultant intends to utilize and the percentage of work each sub-consultant will perform for each of the task. If the Consultant will not utilize a sub-consultant for any portion of this contract, the Consultant shall utilize this heading to make a statement declaring that no sub-consultants will be employed for this contract. References List a minimum of three (3) references from previous or existing projects in fire hydrant maintenance that the City may contact. Fee Schedule (Attachment D) The Consultant shall complete the fee schedule (Attachment D) for the proposed services. Consultant shall provide a table of total dollars and estimated person- hours for the items listed in Attachment D. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa1191CG l lter Resources Page 9 of 11 Three (3) copies of the fee schedule (Attachment D) and Attachment A shall be separately bound, sealed and submitted to the City. The fee schedule shall include the following: • Rate per hydrant for hydrant refinishing and maintenance. The City reserves the right to increase or decrease the quantity fire hydrants to be maintained based on the unit prices provided. • Rate per hydrant for upper barrel repairs. These will be performed on an as-needed basis and at the discretion of the City • Rate per hydrant for lower barrel repairs. These will be performed on an as-needed basis and at the discretion of the City • Rate per hydrant for upper barrel replacement. These will be performed on an as-needed basis and at the discretion of the City • Rate per hydrant for bonnet repairs or replacements. These will be performed on an as-needed basis and at the discretion of the City Additional Information and Comments The contents under these headings are left to the discretion of the contractor. Material shall be pertinent to the proposal. U. CRITERIA FOR SELECTION The response to this Request for Fire Hydrant Maintenance Service Agreement should contain documentation of consultants and/or consultant's agency's credentials and expertise in this field. Substantial consideration will be given to contractors with demonstrable and documented experience in similar work. Responses will be evaluated on the basis of the qualifications, abilities, responsiveness of the proposing firms and fee schedules. The responses received will be reviewed by an evaluation committee appointed by the Executive Director of the Public Works Agency. All proposals received will be fully reviewed and rated by the Evaluation Committee. The ultimate Consultant selection will be based upon both technical merit and cost competitiveness. V. THE CITY'S AFFIRMATIVE ACTION PROGRAM The City has an affirmative action program. The purpose of the affirmative action program is to encourage certified minority business enterprises and women business enterprises. All submitting firms must have established affirmative action programs approvable by the City. The attached "Certification of Non-Discrimination by Consultants" shall be completed by each submitting firm and included in the proposal (Attachment A). CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa 1191*0* _A?er Resources Page 10 of 1 1 W. INSURANCE REQUIREMENTS A certificate of insurance additional insured endorsement is enclosed for your reference (Attachment B). Please refer to the sample agreement for the necessary amounts of general liability, automotive, worker's compensation and professional liability insurance. The appropriate endorsements are also shown within the sample contract agreement (Attachment C). The certificate shall include the City of Santa Ana, its officers and employees as insured or additional insured. CITY OF SANTA ANA FIRE HYDRANT MAINTENANCE SERVICES City of Santa1 .A er Resources Page i I of 1 I CONTRACTOR AGREEMENT THIS AGREEMENT, made and entered into this day of , 2010 by and between (hereinafter "Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a contractor having special skill and knowledge to provide fire hydrant maintenance services. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall on provide fire hydrant maintenance service as set forth in Contractor's Proposal attached hereto as Exhibit A. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services, at the rates and charges set forth in Exhibit B. The total sum to be expended under this Agreement shall not exceed $ during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on , unless terminated earlier in accordance with Section 12, below. 19C-14 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. 19C-15 (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, Contractors, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 19C-16 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Public Works Agency - Water Division City of Santa Ana 220 South Daisy Avenue Santa Ana, CA 92703 telefacsimile (714) 647-3378 Attn: Cesar Barrera To Contractor: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor nor the City. Each party to this Agreement acknowledges that no representations, inducements, 19C-17 promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 12. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services 19C-18 hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID N. REAM Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney CONTRACTOR RECOMMENDED FOR APPROVAL RAUL GODINEZ II Executive Director Public Works Agency (NAME) (Title) Tax ID# 19C-19 potential impacts created by the use and ensure that the use will not negatively affect the surrounding community. 2. Will the proposed use under the circumstances of the particular case be detrimental to the health, safety or general welfare of persons residing or working in the vicinity? The proposed amendment to allow dancing at the location will not be detrimental to persons residing or working in the area because the use, as conditioned, will not create any negative or adverse impacts. Dancing will occur within the premises and is incidental to the restaurant use. 3. Will the proposed use adversely affect the present economic stability or future economic development of properties surrounding the area? The project site is located within the City Place development and is suitable for the proposed use. The provision of dancing at the Geisha House restaurant will increase the patronage to the restaurant and number of visitors to the development, thereby enhancing the profitability of the business and economic stability of the area. 4. Will the proposed use comply with the regulations and conditions specified in Chapter 41 for such use? As conditioned, the allowance of dancing will be in compliance with all applicable regulations and conditions imposed on a restaurant selling beer, wine and distilled spirits pursuant to Specific Development No. 59 and Chapters 11 and 41 of the Santa Ana Municipal Code. 5. Will the proposed use adversely affect the General Plan or any specific plan of the City? The proposed use will not adversely affect the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. A restaurant with ancillary dancing provides an additional amenity to the existing dining service and the residents of Santa Ana. F. In accordance with the California Environmental Quality Act, the recommended action is exempt from further review pursuant to Section 15301. This Class 1 exemption allows the licensing of an existing use with no expansion. Categorical Exemption No. 2010-xx will be filed for this project. Section 2. The Zoning Adminstrator of the City of Santa Ana hereby, approves the modifications to Conditional Use Permit No. 2008-32 as conditioned in Exhibit "A" attached hereto and incorporated herein. This decision is based upon the evidence 19C _2 Resolution No. 2010-xx Page 2 of 3 CONTRACTOR AGREEMENT THIS AGREEMENT, made and entered into this day of , 2010 by and between (hereinafter "Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a contractor having special skill and knowledge to provide fire hydrant maintenance services. B. Contractor represents that Contractor is able and willing to provide such services to the city. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall on provide fire hydrant maintenance service as set forth in Contractor's Proposal attached hereto as Exhibit A. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services, at the rates and charges set forth in Exhibit B. The total sum to be expended under this Agreement shall not exceed $ during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on , unless terminated earlier in accordance with Section 12, below. 19C-21 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which . Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be fiimished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. 19C-22 (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, Contractors, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 19C-23 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Public Works Agency - Water Division City of Santa Ana 220 South Daisy Avenue Santa Ana, CA 92703 telefacsimile (714) 647-3378 Attn: Cesar Barrera To Contractor: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor nor the City. Each party to this Agreement acknowledges that no representations, inducements, 19C-24 promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 12. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services 19C-25 hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney RECOMMENDED FOR APPROVAL RAUL GODINEZ II Executive Director Public Works Agency CITY OF SANTA ANA DAVID N. REAM City Manager CONTRACTOR (NAME) (Title) Tax ID# 19C-26