HomeMy WebLinkAboutReso 102-2018 (18-548)City of South San Francisco P.O. Box 711 (City Hall,
400 Grand Avenue)
South San Francisco, CA
City council
Resolution: RES 102 -2018
File Number: 18 -548 Enactment Number: RES 102 -2018
RESOLUTION APPROVING THE SECOND AMENDMENT TO A
CONSULTING SERVICES AGREEMENT WITH DU -ALL SAFETY
EXTENDING THE TERM FOR A THIRD YEAR AND INCREASING
THE CONTRACT AMOUNT BY $125,000 FOR A TOTAL AMOUNT
NOT TO EXCEED $375,000, AND AUTHORIZING THE CITY
MANAGER TO EXECUTE THE AGREEMENT.
WHEREAS, on July 13, 2016, the City Council of the City of South San Francisco approved a
consulting services agreement ( "Agreement ") with Du -All to provide safety program consulting
services in an amount not to exceed 125,000, attached hereto and incorporated herein as Exhibit A; and
WHEREAS, on September 6, 2017 the City Council approved the first amendment to the agreement
( "First Amendment") to include a second year and to increase the amount by $125,000 for a total not to
exceed $250,000, attached hereto and incorporated herein as Exhibit B.
WHEREAS, in order to assist with staffs efforts to provide on -site safety services, including further
development and updates to safety programs, policies and procedures, performance of risk assessments
and inspections, and provision of on -site safety training, staff has prepared an amendment ( "Second
Amendment ") to the Agreement to extend the term for a third year and to increase the contract amount
by $125,000, for a total not to exceed amount of $375,000, attached hereto and incorporated herein as
Exhibit C; and
WHEREAS, staff recommends that the City Council approve the Second Amendment.
NOW THEREFORE BE IT RESOLVED, that the City Council of the City of South San Francisco
hereby takes the following actions:
Approves the Second Amendment to the Agreement extending the term for a second year and increasing
the not to exceed amount to $375,000, attached hereto and incorporated herein as Exhibit C.
Authorizes the City Manager to execute the First Amendment and to make any revisions, amendments,
or modifications, deemed necessary to carry out the intent of this resolution which do not materially alter
or increase the City's obligations thereunder, subject to approval as to form by the City Attorney.
City of South San Francisco Page 1
File Number. 18 -548
Enactment Number., RES 102 -2018
At a meeting of the City Council on 6/27/2018, a motion was made by Mark Addiego, seconded by Pradeep
Gupta, that this Resolution be approved. The motion passed.
Yes: 4 Mayor Normandy, Mayor Pro Tern Matsumoto, Councilmember Gupta, and
Councilmember Addiego
Absent: 1 Councilmember Garbarino
Attest by
Z---
City of South San Francisco Page 2
RESOLUTION NO. 30-2016
CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA
A RESOLUTION APPROVING THE MID -YEAR 2015 -16
BUDGET AMENDMENT CHANGES, AMENDING THE
CITY'S 2015 -16 OPERATING BUDGET IN. ORDER TO
ADJUST REVENUES AND EXPENDITURES AT MID - YEAR..
WHEREAS, staff has presented the South San Francisco City Council 't "City Council ")
with a review of the City of South San Francisco's ( "City ") finances for the Mid -Year of fiscal
year 2015 -16; and
WHEREAS, it is recommended that the City Council review the 2015 -16 Mid -Year
Financial Report and approve the Mid -Year 2015 -16 Budget Amendment Changes as shown in
the Mid -Year 2015 -16 Budget Update Summary, attached hereto as "Attachment A" and
incorporated into this Resolution by reference; and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San
Francisco that the City Council hereby takes the following actions:
I. Approves the Mid -Year 2015 -16 Budget Amendment Changes as shown in the
Budget Update Summary, attached hereto as "Attachment A," and incorporated
into this Resolution by reference; and
2. Amends the City's 2015 -16 Operating Budget consistent with the Mid -Year
Budget Update Summary, attached hereto as "Attachment A" and incorporated
into this Resolution by reference; and
I hereby certify that the foregoing Resolution was regularly introduced and ado�ted by
the City Council of the City of South San Francisco at a regular meeting held on the 24 day of
February, 2016 by the following vote:
AYES: Councilmembers Karyl Matsumoto, Richard A. Garbarino, and Liza Normandy
Vice Mayor PradW Gugta and Mayor Mark N. Addiego
NOES: None
ABSTAIN: None
ABSENT: Non
ATTES .
nelli, City Clerk
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
DU ALL SAFETY
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco ( "City ") and Du -AII Safety ( "Consultant ") (together sometimes referred to as the "Parties ") as of
July 1. 2016 (the "Effective Date ").
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached as Exhibit A. attached hereto
and incorporated herein, at the time and place and in the manner specified therein. In the event of a
conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on July 1, 2017, the date of completion specified in Exhibit A, and Consultant shall
complete the work described in Exhibit A prior to that date, unless the term of the
Agreement is otherwise terminated or extended, as provided for in Section 8. The time
provided to Consultant to complete the services required by this Agreement shall not affect
the City's right to terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all services required pursuant to this
Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Consultant is engaged in the geographical area in
which Consultant practices its profession. Consultant shall prepare all work products
required by this Agreement in a substantial, first -class manner and shall conform to the
standards of quality normally observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1_2 above and to satisfy Consultant's obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed 5125,000
notwithstanding any contrary indications that may be contained in Consultant's proposal, for services to be
performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this
Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the
Agreement shall prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the
time and in the manner set forth herein. The payments specified below shall be the only payments from
City to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to
City in the manner specified herein. Except as specifically authorized by City, Consultant shall not bill City
for duplicate services performed by more than one person.
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Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant's estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties
further agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once per month during
the term of this Agreement, based on the cost for services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain the following information:
Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice,
etc.);
The beginning and ending dates of the billing period;
A task summary containing the original contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
• At City's option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
• The total number of hours of work performed under the Agreement by Consultant
and each employee, agent, and subcontractor of Consultant performing services
hereunder, as well as a separate notice when the total number of hours of work by
Consultant and any individual employee, agent, or subcontractor of Consultant
reaches or exceeds eight hundred (800) hours, which shall include an estimate of
the time necessary to complete the work described in Exhibit A;
The amount and purpose of actual expenditures for which reimbursement is
sought;
The Consultant's signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. City shall have no obligation to pay invoices
submitted ninety (90) days past the performance of work or incurrence of cost.
2.3 Final Payment. City shall pay the last ten percent (10 %) of the total sum due pursuant to
this Agreement within sixty (60) days after completion of the services and submittal to City
of a final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement.
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In no event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a properly
executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown in Exhibit A.
2.6 Reimbursable Expenses. Reimbursable expenses are included in the full -day and half -
day rate as expressed in Exhibit C. Reimbursable expenses are included in the total
amount of compensation provided under this Agreement that shall not be exceeded.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes. Contractor
represents and warrants that Contractor is a resident of the State of California in
accordance with California Revenue & Taxation Code Section 18662, as may be
amended, and is exempt from withholding. Contractor accepts sole responsible for
verifying the residency status of any subcontractors and withhold taxes from non - California
subcontractors as required by law.
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets in order to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant's use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and
amounts of insurance listed below against claims for injuries to persons or damages to property that may
arise from or in connection with the performance of the work hereunder by the Consultant and its agents,
representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall
provide Certificates of Insurance, attached hereto and incorporated herein as Exhibit B, indicating that
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Consultant has obtained or currently maintains insurance that meets the requirements of this section and
under forms of insurance satisfactory, in all respects, to the City. Consultant shall maintain the insurance
policies required by this section throughout the term of this Agreement. The cost of such insurance shall be
included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any
subcontract until Consultant has obtained all insurance required herein for the subcontractor(s).
4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any
and all persons employed directly or indirectly by Consultant. The Statutory Workers'
Compensation Insurance and Employer's Liability Insurance shall be provided with limits of
not less than ONE MILLION DOLLARS ($1,000,000) per accident. In the alternative,
Consultant may rely on a self- insurance program to meet those requirements, but only if
the program of self - insurance complies fully with the provisions of the California Labor
Code. Determination of whether a self- insurance program meets the standards of the
Labor Code shall be solely in the discretion of the Contract Administrator (as defined in
Section 10.9). The insurer, if insurance is provided, or the Consultant, if a program of self -
insurance is provided, shall waive all rights of subrogation against the City and its officers,
officials, employees, and volunteers for loss arising from work performed under this
Agreement.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00)
per occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be
performed under this Agreement or the general aggregate limit shall be at least
twice the required occurrence limit. Such coverage shall include but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting there from, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non -
owned automobiles.
4.2.2 Minimum scope of covera e. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Liability and Insurance Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability. Automobile coverage shall be at least as
broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90)
Code 8 and 9. No endorsement shall be attached limiting the coverage.
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
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a. The insurance shall cover on an occurrence or an accident basis, and not
on a claims -made basis.
Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverage provided to City and its officers, employees,
agents, and volunteers.
4.3 Professional Liability Insurance.
4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional liability insurance for
licensed professionals performing work pursuant to this Agreement in an amount
not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed
professionals' errors and omissions. Any deductible or self- insured retention shall
not exceed ONE HUNDRED FIFTY THOUSAND DOLLARS $150,000 per claim.
4.3.2 Claims -made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims -made form:
The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
C. If coverage is canceled or not renewed and it is not replaced with another
claims -made policy form with a retroactive date that precedes the date of
this Agreement, Consultant must provide extended reporting coverage for
a minimum of five (5) years after completion of the Agreement or the work.
The City shall have the right to exercise, at the Consultant's sole cost and
expense, any extended reporting provisions of the policy, if the Consultant
cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
prior to the commencement of any work under this Agreement.
4.4 All Policies Requirements.
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all policies delivered to
Consultant by the insurer, including complete copies of all endorsements attached
to those policies. All copies of policies and certified endorsements shall show the
signature of a person authorized by that insurer to bind coverage on its behalf. If
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the City does not receive the required insurance documents prior to the Consultant
beginning work, it shall not waive the Consultant's obligation to provide them. The
City reserves the right to require complete copies of all required insurance policies
at any time.
4.4.3 Notice of Reduction in or Cancellation of Coveracle . A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be suspended, voided, canceled by either party, or reduced in
coverage or in limits, except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City. In the event that any
coverage required by this section is reduced, limited, cancelled, or materially
affected in any other manner, Consultant shall provide written notice to City at
Consultant's earliest possible opportunity and in no case later than ten (10)
working days after Consultant is notified of the change in coverage.
4.4.4 Additional insured; primary insurance. City and its officers, employees, agents,
and volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on behalf of Consultant,
including the insured's general supervision of Consultant; products and completed
operations of Consultant, as applicable; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant in the
course of providing services pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or volunteers.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to the City and its officers, officials, employees and
volunteers, and that no insurance or self - insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self- Insured Retentions. Consultant shall disclose to and
obtain the approval of City for the self - insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
Further, if the Consultant's insurance policy includes a self- insured retention that
must be paid by a named insured as a precondition of the insurer's liability, or
which has the effect of providing that payments of the self- insured retention by
others, including additional insureds or insurers do not serve to satisfy the self -
insured retention, such provisions must be modified by special endorsement so as
to not apply to the additional insured coverage required by this agreement so as to
not prevent any of the parties to this agreement from satisfying or paying the self -
insured retention required to be paid as a precondition to the insurer's liability.
Additionally, the certificates of insurance must note whether the policy does or
does not include any self- insured retention and also must disclose the deductible.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self - insured retentions with respect to City, its officers, employees, agents, and
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volunteers. The Contract Administrator may condition approval of an increase in
deductible or self- insured retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting_ Policy. No insurance policy required by Section 4 shall include a
"wasting" policy limit.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City's interests
are otherwise fully protected.
4.5 Remedies. In addition to any other remedies City may have if Consultant 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 exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant's breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof, and/or
c. Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. Consultant shall
indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers,
employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions,
damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to
property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole
or in part, by the willful misconduct or negligent acts or omissions of Consultant or its employees,
subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character
of their work. The foregoing obligation of Consultant shall not apply when (1) the injury, loss of life, damage
to property, or violation of law arises wholly from the gross negligence or willful misconduct of the City or its
officers, employees, agents, or volunteers and (2) the actions of Consultant or its employees,
subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or
violation of law. It is understood that the duty of Consultant to indemnify and hold harmless includes the
duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance
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certificates and endorsements required under this Agreement does not relieve Consultant from liability
under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall
apply to any damages or claims for damages whether or not such insurance policies shall have been
determined to apply. By execution of this Agreement, Consultant acknowledges and agrees to the
provisions of this Section and that it is a material element of consideration.
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services
under this Agreement is determined by a court of competent jurisdiction or the California Public Employees
Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall
indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions
for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the
payment of any penalties and interest on such contributions, which would otherwise be the responsibility of
City.
Section 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims 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.
6.2 Consultant No Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent or to bind City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws applicable to the performance of the work hereunder.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to which City is bound by the terms of
such fiscal assistance program.
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7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approvals, including from City, of what -so -ever nature that are legally required to
practice their respective professions. Consultant represents and warrants to City that
Consultant and its employees, agents, any 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 to practice their respective professions. In
addition to the foregoing, Consultant and any subcontractors shall obtain and maintain
during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and E_ uq al Opportunity. Consultant shall not discriminate, on the
basis of a person's race, religion, color; national origin, age, physical or mental handicap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement for cause upon 30 days' written notice to City and
shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the date of notice of termination; City, however, may condition payment of
such compensation upon Consultant delivering to City all materials described in Section
9.1.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
written amendment to this Agreement, as provided for herein. Consultant understands and
agrees that, if City grants such an extension, City shall have no obligation to provide
Consultant with compensation beyond the maximum amount provided for in this
Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no
obligation to reimburse Consultant for any otherwise reimbursable expenses incurred
during the extension period.
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8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assienment and Subcontracting City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant's unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not assign or subcontract any
portion of the performance contemplated and provided for herein, other than to the
subcontractors noted in the proposal, without prior written approval of the Contract
Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City's remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant's Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. It is understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
Consulting Services Agreement between [Rev:2.13.2014] June 6, 2016
City of South San Francisco and Du-All Safety Page 10 of 14
confidential and will not be released to third parties without prior written consent of both
parties unless required by law.
9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and /or copying at any time during regular business hours, upon oral or written request of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the
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 the City, for a period of three (3) years after final
payment under the Agreement.
9.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals. All
responses to a Request for Proposals (RFP) or invitation to bid issued by the City become
the exclusive property of the City. At such time as the City selects a bid, all proposals
received become a matter of public record, and shall be regarded as public records, with
the exception of those elements in each proposal that are defined by Consultant and
plainly marked as "Confidential," "Business Secret" or "Trade Secret."
The City shall not be liable or in any way responsible for the disclosure of any such
proposal or portions thereof, if Consultant has not plainly marked it as a "Trade Secret" or
"Business Secret," or if disclosure is required under the Public Records Act.
Although the California Public Records Act recognizes that certain confidential trade secret
information may be protected from disclosure, the City may not be in a position to establish
that the information that a prospective bidder submits is a trade secret. If a request is
made for information marked "Trade Secret" or "Business Secret," and the requester takes
legal action seeking release of the materials it believes does not constitute trade secret
information, by submitting a proposal, Consultant agrees to indemnify, defend and hold
harmless the City, its agents and employees, from any judgment, fines, penalties, and
award of attorneys fees awarded against the City in favor of the party requesting the
information, and any and all costs connected with that defense. This obligation to
indemnify survives the City's award of the contract. Consultant agrees that this
indemnification survives as long as the trade secret information is in the City's possession,
which includes a minimum retention period for such documents.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attorneys' Fees. If a party to this Agreement brings any action, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
Consulting Services Agreement between [Rev:2.13.2014j June 6, 2016
City of South San Francisco and Du-All Safety Page 11 of 14
.i
prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief
to which that party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County San Mateo or in the United States District Court for
the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a "conflict of interest," as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000 et seq.
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve (12) months,
Consultant warrants that it did not participate in any manner in the forming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090 et.seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
Consulting Services Agreement between [Rev:2.13.2014] June 6, 2016
City of South San Francisco and Du-All Safety Page 12 of 14
*I
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by LaTanya Bellow
( "Contract Administrator "). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
10.10 Notices. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when
received if personally delivered; (ii) when received if transmitted by telecopy, if received
during normal business hours on a business day (or if not, the next business day after
delivery) provided that such facsimile is legible and that at the time such facsimile is sent
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case notice shall be sent to the respective Parties as follows:
City:
Du -AII Safety
45950 Hotchkiss Street
Fremont, CA 94539
safetvpdu- all.com / (510) 651 -8289
City Clerk
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped /sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp /seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including all Exhibits attached hereto, and incorporated
herein, represents the entire and integrated agreement between City and Consultant and
supersedes all prior negotiations, representations, or agreements, either written or oral
pertaining to the matters herein.
Consulting Services Agreement between [Rev:2.13.2014] June 6, 2016
City of South San Francisco and Du -AII Safety Page 13 of 14
10.13 Coun$groarts. This Agreement may be executed to multiple counterparts, each of which
shah be an original and all of which together shall constitute one agreement.
10.14 Construction. The headings In this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
The Parties have executed this Agreement as of the Effective Date.
CITY OF S UTH SAN FRANCISCO
Manager
Attest: -
KrIsta M , C Clerk
Approved as to Form:
20516$8.4
Consultants
Mike Connelly
DU-ALL SAFETY
Consulting Services Agreement between (Rev:2.13.2014j June 6, 2016
City of South San Francisco and Du -All Safety Page 14 of 14
DU -ALL SAFETY
EXHIBIT A
SCOPE OF SERVICES
MEMORANDUM of AGREEMENT
for
Environmental Health & Safety Maintenance
This Agreement is entered into by and between The City of South San Francisco, with its principal offices at
400 Grand Ave., So. San Francisco CA (Client) and Du -All Safety, LLC, located at 45950 Hotchkiss St,
Fremont, CA (Du -All Safety) for the purpose of providing environmental health and safety consultation. The
undersigned party (hereafter referred to as "Client ") hereby agrees to the development and implementation of
safety programs, employee training and compliance services by Du All Safety, not to exceed 103 hours per
month, as directed by the Client, based on Services Summary below:
I. Services Summary.:
The following service summary is a menu of support services available to be provided, as requested by the
client:
a) Provide assessments of, development of, or updates to, written safety programs, policies, and
procedures. Including, but not limited to:
• Aerosol Transmissible Diseases (ATD), 8 CCR 5199.
• Asbestos, 8 CCR 1529.
• Bloodborne Pathogen, 8 CCR 5193.
• Chemical Hygiene Plan, 8 CCR 5191
• Codes of Safe Practices, 8 CCR 1509
• Confined Space, 8 CCR 5157.
• Emergency Action Plan, 8 CCR 3220.
• Ergonomics, 8 CCR 5110.
• Electrical Safety, NFPA 70E.
• Fall Protection, 8 CCR 1669.
• Fire Prevention Plan, 8 CCR 3221
• Hazard Communication, 8 CCR 5194.
• Heat Illness Prevention, 8 CCR 3395.
• Hearing Conservation, 8 CCR 5099.
• Hotwork, 8 CCR 4848.
• Injury & Illness Prevention, 8 CCR 3203.
• Lockout & Tagout, 8 CCR 3314.
• Personal Protective Equipment (PPE), 8 CCR 3380.
• Respiratory Protection, 8 CCR 5144.
• Rigging, 8 CCR 4999
• Workplace Violence, 8 CCR 3203.
45950 HOTCHKISS STREET • FREMONT, CA 94539 • TEL: (510) 651 -8289 • FAX: (510) 651 -8937
http: / /www.du- all.com • E -mail: safety @du - all.com
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit A Page 1 of 5
b) Assist with the following safety recordkeeping requirements:
• Accident Investigations
• Required Posting
• Inspections & Assessments
• Safety Training Records
• Industrial Hygiene Surveys
• CAL /OSHA 300 Log
• Employee Communications
• Safety Committee Meeting
Minutes
• Medical Surveillance
c) Provide assessments of, development of, or updates to, written environmental health programs and
related permits. The environmental services and written programs that are available include:
• Air Quality Management District Air Permits, Local Regulation.
• Hazardous Materials Business Plan, CH &SC 25500.
• Hazardous Waste Management, 22 CCR 66261— 66280.
• Medical Waste Management, CH&SC 117935 & 117960.
• Spill Prevention and Countermeasures Plan, 40 CFR 112
• Storm Water Pollution Prevention Program, Order 97- 03 -DWQ.
• Underground Storage Tank Management, 23 CCR 2600 -2715.
d) Assist with the following environmental health recordkeeping requirements:
• Chemical Inventory • MSDS Procurement
• Spill Response Systems • Facility Mapping
• CFC -12 & HFC -134 • Hazardous Material Placarding
compliance
e) Perform risk assessments and job hazard analysis (JHA) of hazardous operations as required.
f) Conduct periodic facility EH &S inspections. Inspection findings of the hazards observed are provided
in a checklist format with recommended corrective actions. Reports are sent to the client within a week
of the inspection.
g) Provide regular on -site training at the direction of the client. Topics include:
• ATD Standard"'
• Fall Protection 1
•
Lane Closure'
• Automotive Lift Safety
• Fire Extinguisher 1,2
•
Lead Handling 1
• Asbestos 1,2
• First Aid/CPR/AED 1
•
Lockout /Tagout 1,2
• Back Safety
• First Responder 1,2
•
Machine Tools 1
• Bloodborne Pathogen
• Forklift Certification'
•
Utility Location ,2
• Bug bites & Animals
• Hazard Communication)
•
PPE'
• Confined Spaces 1
• Hazardous Waste 1,2
•
Lawn Mowers'
• DOT Requirements 1
• HAZWOPER1,2
•
Respiratory Protection 1,2
• Driver Safety
• Heat Illness 1
•
Rigging
• OSHA 10/30 hour
• Hearing Conservation 1,2
•
Scaffolding Safety 1,2
• Electrical Safety 1
• Hot Work 1
•
Spill Response
• Emergency Response
• Injury & Illness Prev.1
•
Trenching & Shoring 1
• Ergonomics
• Ladder Safety 1
•
Workplace Violence
1 Indicates required training.
2 Indicates annual training requirement.
72 hours advanced notice is required to cancel any scheduled training.
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit A Page 2 of 5
Client has an irrevocable license to reproduce all Du -All Safety copy written materials, including
training materials developed by Du -All Safety, for the Client's internal use only.
h) Required signs, labels, tags, placards, certificates, licenses, posting, etc. are provided at a reduced rate
during the course of this agreement.
i) Online safety training will be available at the preferred client maintenance rate during the course of this
agreement.
j) Open enrollment classes held regularly at Du -All Safety, LLC in Fremont, CA will be provided at the
reduced client maintenance rate, most classes are 50% off the standard rate.
k) The Du -All Safety electronic newsletter, the Buzz on Safety, will be provided at no additional charge
during the course of this agreement to keep client up -to -date with the changes to EH &S laws that affect
them.
1) Provide the following general EH &S consultation services upon request and direction by the client:
• Develop and maintain a EH &S training matrix that identifies each employee group and the required
training and refresher frequency for each subject.
• Develop and maintain an annual EH &S plan of action that identifies the compliance tasks targeted
for each month.
Run or assist with regular scheduled safety committee meetings and/or tailgate meetings.
• Conduct JSA's and/or AHA's.
• Conduct and evaluate emergency drills.
• Maintain copies of all training records.
• Prepare safety training outlines, materials and schedule for client approval.
• Prepare materials and have specialists available to assist at special management meetings as needed.
• Assist with any regulatory agency inspection (i.e. EPA, CUPA, County Health Dept., Fire Dept.,
Cal/OSHA, BAAQMD, DTSC, USACE, etc.).
• Du -All Safety consultants will be available for special meetings with managers /supervisors to
support the EH &S compliance progress.
• Conduct ergonomic workstation evaluations.
• Prepare a monthly status report of the above activities.
III. Terms and Conditions
Billing Procedure:
a) Client agrees to pay a total monthly cost of $10.302 for services as requested from the services
summary.
b) Additionally requested monthly service hours beyond on hundred and three (103) will be charged at the
preferred client rate o£ $100. per hour.
c) All safety equipment, medical surveillance, and other compliance items are the Client's responsibility to
purchase. These items, however, can be purchased and /or coordinated through Du -All Safety.
d) All time is charged at one hourly rate. This includes correspondence, preparation, report writing,
training, travel, etc.
e) Payment for all services and equipment will be remitted by Client to Du All Safety upon receipt of any
services or merchandise.
f) Cancellation of any schedule service requires minimum of 72 hours notice.
g) All invoices are due net 30 days from receipt.
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit A Page 3 of 5
h) Any additions to this memorandum of agreement will be attached to the back of the agreement. Initial
here if additions are so attached:
(Client initials)
IV. Duration
a) Both parties are bound to this agreement for no less than one (1) year.
b) Client may request a one (1) year extension of this contract, at the current contracted rate, if requested
on or before April 1 s', 2017.
V. Integrated Contract
This written agreement is the complete and entire understanding between the parties and supersedes any oral
agreements made prior to the signing of this agreement. Any changes to this agreement can only be made with
the consent of both parties.
VI. Bankruptcy
In the event that either party shall cease conducting business in the normal course, become insolvent, make a
general assignment for the benefit of creditors, suffer or permit the appointment of a receiver for it's business or
assets or shall avail itself of, or become subject to, any proceeding under the Federal Bankruptcy Act or any
other statute of any state relating to insolvency or the protection of rights or creditors, then at the option of the
other party, this Agreement shall terminate and be of no further force and effect, and any property or rights of
such other party, tangible or intangible, shall forthwith be returned to it.
III. Responsibili ,
Client accepts full responsibility for the environmental health and safety (EH &S) of their employees and
facilities. Du -All Safety will provide best efforts to provide consultation services to assist the Client in
achieving and maintaining EH &S compliance.
IV. Inducing Employees to Leave Du -All Safety or Attempt to Hire Employees of Du -All Safety
Any attempt on the part of Client or former Client to induce employees to leave Du -All Safety's employ, or any
effort by Client or former Client to interfere with Du -All Safety's relationship with its employees would be
harmful and damaging to Du -All Safety. Client agrees that during the term of employment and for a period of
three (3) years thereafter, Client or former Client will not in any way, directly or indirectly (i) induce or attempt
to induce any employee of Du -All Safety to quit employment with Du -all Safety; (ii) otherwise interfere with or
disrupt Du -All Safety's relationship with its employees; (iii) solicit , entice, or hire away an Employee of Du-
All Safety; or (iv) hire or engage any employee of Du -all Safety or any former employee of Du -all Safety
whose employment with Du -All Safety ceased less than one year before the date of such hiring or engagement.
V. Acceptance
I accept the terms of this agreement. I hereby authorize Du -A11 Safety to perform the work stated and I further
agree to remit the amounts stated for any services performed by, or equipment provided by Du A11 Safety, in a
timely manner. This proposal is valid for 30 days.
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit A Page 4 of 5
EXHIBIT B
INSURANCE CERTIFICATES
0171
COMMERCIAL GENERAL LIABILITY
NAMED INSURED ENDORSEMENT EFFECTIVE POLICY NUMBER
DU ALL SAFETY LLC 01 -12 -16 49- 57878 -05
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS /COMPLETED OPERATIONS LIABILITY COVERAGE PART
SCHEDULE
Name of Person or Organization: CITY OF SOUTH SAN FRANCISCO
400 GRAND AVE
SOUTH SAN FRANCISCO, CA 94080
(CERT #0171)
The following is added to Paragraph 8. TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US of SECTION IV - CONDITIONS:
We waive any right of recovery we may have against the person or
organization shown in the schedule above because of payments we make for
injury or damage arising out of your ongoing operations or "your work"
done under a contract with that person or organization and included in
the "products- completed operations hazard ". This waiver applies only
to the person or organization shown in the Schedule above.
CG 24 04 05 09
Copyright Insurance Services Offices, Inc., 1992
DU 49- 57878 -05 40 151
06 -06 -16
PAGE 001
#21
0171
WORKERS' COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY
POLICY NUMBER: 49- 57878 -03 00 151
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an
injury covered by this policy. We will not enforce our right against the
person or organization named in the Schedule. (This agreement applies
only to the extent that you perform work under a written contract that
requires you to obtain this agreement from us.)
This agreement shall not operate directly or indirectly to benefit any
one not named in the Schedule.
Schedule
CITY OF SOUTH SAN FRANCISCO
400 GRAND AVE
SOUTH SAN FRANCISCO, CA 94080
(CERT #0171)
WC 00 03 13 (Ed. 04 -84)
Copyright 1983 National Council on Compensation Insurance.
DU 49- 57878 -03 00 151 DU ALL SAFETY LLC
06 -06 -16
PAGE 001
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit B Page 1 of 1
EXHIBIT B
INSURANCE CERTIFICATES
CNS0171
SENTRY INSURANCE A MUTUAL COMPANY THE SENTRY PLAN
STEVENS POINT, WISCONSIN POLICY
(A PARTICIPATING MUTUAL COMPANY)
A MEMBER OF THE SENTRY FAMILY OF INSURANCE COMPANIES
GENERAL LIABILITY DECLARATIONS POLICY NUMBER 49- 57878 -05
NAME INSURED: DU ALL SAFETY LLC
ADDITIONAL INSURED
SCHEDULE
The following information is required to complete the accompanying
additional insured endorsement which forms a part of the Named Insured's
COMMERCIAL GENERAL LIABILITY COVERAGE PART.
ADDITIONAL
INSURED ENDORSEMENT EFFECTIVE
CITY OF SOUTH SAN FRANCISCO CG 20 10 04 13 FROM JANUARY 12, 2016
400 GRAND AVE TO NOVEMBER 01, 2016
SOUTH SAN FRANCISCO, CA 94080
(CERTIFICATE NUMBER 0171)
LOCATION (S)_OF_COVERED_OPERATIONS
400 GRAND AVE
SOUTH SAN FRANCISCO, CA 94080
OTHER ADDITIONAL INSUREDS: CITY AND ITS OFFICERS, EMPLOYEES, AGENTS
AND VOLUNTEERS.
FOR—ENDORSEMENT—TEXT,
SEE—OVER.
CG 89 01 11 85 (MECH)
DU 49- 57878 -05 40 151
06 -06 -2016
(000 0171)
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit B Page 2 of 2
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CERTIFIC11TE HOLDER CANCELLATION
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SNOULDANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
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Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY- Exhibit B Page 3 of 3
,---i s, AGENCY CUSTOMER 1D:
LOC #:
- ADDITIONAL REMARKS SCHEDULE Page _j__ of ?
AGENCY — -
NAMEDINSURED
Sentry Inaurance Company • OU ALL SAFETY LLC
POLICY NUMBER
49- 57878 -OS
CARRIER NAIL CODE
EFFECTIVE DATE: 11!01/2015
AIJNI I IVKAL KCMAKKU
THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,
FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liabili , Insu
Description of Operations / Locations / Vehicles
GL COVERAGE PROVIDED IS PRIMARY AND NON - CONTRIBUTORY PER THE TERMS OF
ENDORSEMENT CG 2001. WE WAIVE ANY RIGHT OF SUBROGATION AGAINST THE
NAMED CERTIFICATE HOLDER IN ACCORDANCE WITH GENERAL LIABILITY
ENDORSEMENT CG 24 04 AND MRKERS COMPENSATION ENDORSEMENT WC 00 0313.
Workers Compensation Excluded Officials
TERRY MCCARTHY
MIKE O'CONNELLY
ACORD 101 (2008101) C 2008 ACORD CORPORATION. All rights reserved.
4957878 The ACORD name and logo are registered marks of ACORD
06/06/2016
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit B Page 4 of 4
EXHIBIT C
_ __.. <.. _ .....__.
DU-ALL SAFETY
2016 Support Pricing Levels*
Level A — 60+ hours per month- $1401hr
The typical Level A client has over 100 employees, working multiple shifts, with little or no
safety program documentation in place. At the conclusion of the first year, contracts usually
drop to a Level B, dependent upon management participation and training needs.
Level B — 40 hours per month- $1551hr
The typical Level B client has between 50 and 100 employees, working more than one shift, with
little or no safety program documentation in place. Level B clients often times have experienced
quick growth, beyond their own safety management capabilities and may be experiencing
employee accidents or near misses.
Level C — 24 hours per month- $1701hr
Level C support has a wide range of useful applications. From larger clients that have an
implemented safety program but need assistance with certain areas of compliance (e.g. training,
general consultation), to the start-up company wanting to expedite compliance.
Level D — 8 to 24 hours per month- $1851hr
Level D is often utilized by clients with between 15 and 100 employees, with limited budget,
wanting to become compliant over a 12 to 24 month timeline. Program development is
scheduled over the first 9 to 12 months, with actual support activity beginning during the second
year.
*Support Clients are not charged for administrative time, copies, certificates, mileage, etc.
Above pricing levels are based on an annual service agreement. 72 hours advanced notice is
required to cancel and scheduled service.
2016 Project Rates
$1,925 Full- Day Rate (Includes preparation, travel time, and mileage)
$1,050 Half- Day Rate (Includes preparation, travel time, and mileage)
Multi Day Project Rate Available Upon Request
45950 HOTCHKISS ST. • FREMONT, CA 94539 • TEL: (510) 651 -8289 • FAX: (510) 651 -8937
htti): / /www.du- aU.com • E -mail: safety@du- all.com
Rev. 01 -11 -2016
Consulting Services Agreement between JUNE 6, 2016
City of South San Francisco and DU -ALL SAFETY - Exhibit C Page 1 of 1
EXHIBIT A
EXHIBIT B
2017 Du-All Safety, LLC (510) 651-8289 www.du-all.com
City of South San Francisco
Safety Plan of Action
July 2017-June 2018
Rev. 7.13.2017
Month Topic
July 2017
Finalize Bloodborne Pathogens Programs
Finalize Aerosol Transmissible Diseases Program
Finalize Heat Illness Program
Safety Committee Meeting
Conduct Field Crew Assessments
August 2017
Conduct Confined Space Assessments
Conduct Confined Space training
Finalize Fall Protection Program
Conduct Accident Investigation training
Conduct IIPP training
Conduct Field Crew Assessments
September 2017
Develop Emergency Action Plans
Develop Confined Space Program
Develop Hazard Communication Program
Conduct ATD training
Safety Committee Meeting
Conduct Field Crew Assessments
October 2017
Conduct Noise Measurements
Develop Emergency Action Plans
Develop Hearing Conservation Program
Conduct Field Crew Assessments
November 2017
Conduct Hazard Communication training
Conduct Hearing Conservation training
Conduct Hearing Tests
Develop Personal Protective Equipment Program
Safety Committee Meeting
2017 Du-All Safety, LLC (510) 651-8289 www.du-all.com
Conduct Field Crew Assessments
December 2017
Conduct Emergency Action Plan training
Start Respiratory Protection Program
Conduct Field Crew Assessments
January 2018
Finalize Respiratory Protection Program
Conduct Personal Protective Equipment training
Safety Committee Meeting
Facility Inspections
Conduct Field Crew Assessments
February 2018
Conduct Respiratory Protection training
Conduct FIT tests
Develop Equipment Specific Lockout/Tagout Procedures
Facility Inspections
Conduct Field Crew Assessments
March 2018
Develop Hotwork Program
Develop Code of Safe Practices
Develop Equipment Specific Lockout/Tagout Procedures
Safety Committee Meeting
Conduct Field Crew Assessments
April 2018
Conduct Evacuation Drills
Conduct Hotwork training
Develop Code of Safe Practices
Develop Equipment Specific Lockout/Tagout Procedures
Conduct Field Crew Assessments
May 2018
Conduct Hazardous Waste Management classes
Conduct Hazardous Waste Operations Emergency Response
(HazWoper)
Safety Committee Meeting
Conduct Field Crew Assessments
June 2018
Develop Code of Safe Practices
Develop Equipment Specific Lockout/Tagout Procedures
Conduct Field Crew Assessments
Exhibit C
SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SOUTH
SAN FRANCISCO AND DU-ALL SAFETY
THIS SECOND AMENDMENT TO THE CONSULTING SERVICES AGREEMENT is made
at South San Francisco, California, as of July 1, 2018 by and between THE CITY OF SOUTH
SAN FRANCISCO (“City”), a municipal corporation, and DU-ALL SAFETY (“Contractor”),
(sometimes referred together as the “Parties”) who agree as follows:
RECITALS
A. On July 17, 2016, City and Contractor entered that certain Consulting Services
Agreement (“Agreement”) whereby Contractor agreed to provide safety consulting services and
training for the City. A true and correct copy of the Agreement and its exhibits is attached as
Exhibit A.
B. On September 6, 2017, City and Contractor amended the Consulting Services
Agreement (“First Amendment”) to provide for an additional year of Consultant services. A
true and correct copy of the First Amendment and its exhibits is attached as Exhibit B.
C. City and Contractor now desire to amend the Agreement.
NOW, THEREFORE, for and in consideration of the promises and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and
Contractor hereby agree as follows:
1. All terms which are defined in the Agreement shall have the same meaning when used in this
Amendment, unless specifically provided herein to the contrary.
2. Section 1. The July 1, 2018 end date for the term of services identified in Section 1
of the Agreement is hereby replaced with July 1, 2019.
3. Section 2. Section 2 of the Agreement shall be amended such that the City agrees to pay
Contractor a sum not to exceed $375,000, with the understanding that up to $238,964 has
already been paid to Contractor.
Contractor agrees this is the City’s total contribution for payment of costs under the
Agreement unless additional payments are authorized in accordance with the terms of the
Agreement and said terms of payment are mutually agreed to by and between the parties in
writing.
4. Scope of Services. The Scope of services is amended and attached as Exhibit C to this
Amendment.
All other terms, conditions and provisions in the Agreement remain in full force and effect. If
there is a conflict between the terms of this Amendment and the Agreement, the terms of the
Agreement will control unless specifically modified by this Amendment.
[SIGNATURES ON THE FOLLOWING PAGE]
Exhibit C
Dated:
CITY OF SOUTH SAN FRANCISCO CONTRACTOR
By: By:
City Manager DU-ALL SAFETY
Approved as to Form:
By:____________________________
City Attorney
EXHIBIT C
City of South San Francisco
DU-ALL
Safety Scope of Work
July 2018 – June 2019
Action Item Timeframe
Safety Committee Meetings
Every two months
Conduct Facility Inspections
Monthly
Continue regular and periodic inspections of field crews
and work areas
Monthly
Conduct Hotwork Training
Conduct Portable Ladder Training
Develop Emergency Action Plan for FD
August 2018
Finalize Written lockout/tagout procedures
Conduct Lockout/Tagout Training
Finalize Facility Specific Emergency Action Plans
September, 2018
Conduct ATD, BBP and Respiratory Protection Training
for PD and FD
Develop Hotwork Plan
October, 2018
Develop Spill Prevention Control and Countermeasures
Plan (SPCC)
Conduct ATD, BBP and Respiratory Protection Training
for PD and FD
November, 2018
Conduct Fire Extinguisher Training
Develop Respiratory Protection Plan
December, 2018
Develop audiometric testing and fit testing plan January, 2019
Refresher training on previously OSHA classes:
[BBP, HazWOPER, Heat Illness, Confined Space,
Forklift, Hearing, Ergonomics, Fall Protection, Traffic
Control]
January – June, 2019
Conduct New Classes:
[Workplace Violence, Arc Flash, Asbestos/Lead,
Cranes, Heavy Equipment, HazWaste, Hazard Materials
Business Plans]
January-June, 2019
Conduct evacuation drills for all facilities
January – April 2019