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8/10/2021 - ITEM 2 - CONSIDERATION OF CONTINUED CROSSING GUARD SERVICESAGENDA ITEM NO.2 AGENDA STAFF REPORT City of West Covina I Office of the City Manager DATE: August 10, 2021 TO: Mayor and City Council FROM: David Carmany City Manager SUBJECT: CONSIDERATION OF CONTINUED CROSSING GUARD SERVICES RECOMMENDATION: It is recommended that the City Council take the following actions: 1. Approve, by a majority vote of the entire City Council, dispensing with formal bidding procedures and requirements in connection with the procurement of crossing guard services, in accordance with the requirements of Section 2-330(b) of the West Covina Municipal Code; and 2. Authorize the City Manager to negotiate and execute an agreement with All City Management Services for crossing guard services, for a term through June 30, 2024; and 3. Adopt the attached resolution authorizing the necessary budget amendment: RESOLUTION NO.2021-88 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2021, AND ENDING JUNE 30, 2022 (CROSSING GUARD SERVICE) DISCUSSION: On 2014, after the conclusion of an open, competitive Request for Proposal (RFP) bid process, the City Council approved an agreement with All -City Management Services (ACMS) to provide school crossing guard services at specific locations within West Covina. The only bidder for that RFP was ACMS, the foremost provider of these services in our region. The company has over 150 contract cities and school districts (including Azusa, Baldwin Park, Covina, El Monte, and Glendora), and employs over 3,000 crossing guards. Staff has been highly pleased with ACMS' crossing guard services. On September 18, 2018 (agenda item #13), the City Council approved an agreement to extend ACMS' crossing guard services at those 20 locations for three (3) years, through the 2020-21 school year that recently concluded. For most of the past school year, school campuses were closed due to the Coronavirus pandemic, so there was no crossing guard service. However, in April, school locations started reopening, and crossing guard services resumed. Staff recommends approving a new three (3)-year contract agreement with ACMS for crossing guard services, before the next school year begins later this month. 1 /3 Having already completed an RFP process in the past, which resulted in only one bid (from ACMS, the industry leader), staff believes it would be impracticable to re -bid these services. Therefore, staff recommends that the City Council dispense with formal bidding requirements and procedures, in accordance with the requirements of Section 2-330(b) of the West Covina Municipal Code, based upon a finding that following such requirements would be impracticable and dispensing with such requirements would promote the public welfare. The City Attorney's Office drafted a new Professional Service Agreement (PSA) (Attachment No. 1). ACMS's updated pricing is outlined in Attachment No. 2. Staff recommends that the City Council authorize the City Manager to execute the PSA with ACMS for crossing guard services through the 2023-24 school year. LEGAL REVIEW: The City Attorney's Office has reviewed the agreement and approved it as to form. OPTIONS: The City Council has the following options: 1. Approve staff's recommendation; or 2. Provide alternative direction. Prepared by: Alex B. Houston, Police Administrative Services Manager Additional Richard Bell, Chief of Police Approval: Additional Robbeyn Bird, Finance Director Approval: Fiscal Impact FISCAL IMPACT: Funds for these services are included in the Police Department's General Fund, in account # 110.31.3110.6120, which also funds several other contractual services. The school year/Fiscal Year 2021-22 costs of this crossing guard service are a projected $251,424, and costs will increase in the following year, due to an upcoming minimum wage increase mandated by the State of California (Attachment No. 2). The FY 2021-22 cost is about $35,000 more than what is currently budgeted (as a roll-over amount from previous fiscal years), so an expenditure budget amendment is required —however, this will be more than offset by a larger increase in revenue. In recent years, staff have secured agreements from local school districts to pay for half of the costs of the crossing guards at their school sites: West Covina Unified School District pays 50% of the costs at their 11 locations; Covina Valley Unified School District pays 50% of the costs at their 4 locations; and San Jose Edison Charter School pays 75% of the costs at their 2 locations. As shown in the attached Budget Amendment (Exhibit A to Attachment No. 3), that revenue will more than offset the increased expenditure. Attachments Attachment No. 1 - PSA with All -City Management Services Attachment No. 2 - Pricing Letter from ACMS Attachment No. 3 - Resolution 2021-88 Exhibit A - Budget Amendment 2/3 CITY Protect Public Safety COUNCIL GOALS & OBJECTIVES: 3/3 ATTACHMENT NO.1 CITY OF WEST COVINA PROFESSIONAL SERVICES AGREEMENT WITH ALL -CITY MANAGEMENT SERVICES, INC. FOR SCHOOL CROSSING GUARD SERVICES THIS AGREEMENT is made and entered into this 10th day of August, 2021 ("Effective Date"), by and between the CITY OF WEST COVINA, a municipal corporation ("City"), and ALL - CITY MANAGEMENT SERVICES, INC., a California corporation ("Contractor'). WITNESSETH: A. WHEREAS, City proposes to utilize the services of Contractor as an independent contractor to City to provide school crossing guard services, as more fully described herein; and B. WHEREAS, Contractor represents that it has that degree of specialized expertise contemplated within California Government Code Section 37103, and holds all necessary licenses to practice and perform the services herein contemplated, except that if Contractor is required to but does not yet hold a City business license, it will promptly obtain a business license and will not provide services to the City until it has done so; and C. WHEREAS, City and Contractor desire to contract for the specific services described in Exhibit "A" and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONTRACTOR 1.1. Scope of Services. Contractor shall provide the school crossing guard services described in the Scope of Services, attached hereto as Exhibit "A" and incorporated herein by this reference. Said services shall be provided at the twenty (20) locations designated by the City, as set forth in Exhibit "B," attached hereto and incorporated herein. City may add or remove locations by providing written notice to Contractor of any addition or removal. 1.2. Professional Practices. All professional services to be provided by Contractor pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional contractors in similar fields and circumstances in accordance with sound professional practices. Contractor also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Contractor's performance of this Agreement. Contractor shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Contractor shall at all times observe All -City Management Services, Inc. Form Revised November 2020 and comply with all such laws and regulations. City officers and employees shall not be liable at law or in equity for any claims or damages occurring as a result of failure of the Contractor to comply with this section. 1.3. Subcontracting. Contractor shall not subcontract any portion of the services without prior written approval from the City. City may, in its sole discretion, approve or deny any request for subcontracting. 1.4. Performance to Satisfaction of Citv. Contractor agrees to perform all the work to the reasonable satisfaction of the City. Evaluations of the work will be conducted by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to: (a) Meet with Contractor to review the quality of the work and resolve the matters of concern; (b) Require Contractor to repeat the work at no additional fee until it is satisfactory; and/or (c) Terminate the Agreement as hereinafter set forth. 1.5. Warranty. Contractor warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers' compensation; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. 1.6. Non-discrimination. In performing this Agreement, Contractor shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical or mental disability, medical condition, genetic information, pregnancy, marital status, sex, gender, gender identity, gender expression, sexual orientation, or military or veteran status, except as permitted pursuant to Section 12940 of the Government Code. 1.7. Non -Exclusive Agreement. Contractor acknowledges that City may enter into agreements with other contractors for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.8. Public Records Act Disclosure. Contractor has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Contractor, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in California Government Code Section 6254.7, and of which Contractor informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the court. 2 All -City Management Services, Inc. Form Revised November 2020 2.0. COMPENSATION AND BILLING 2.1. Compensation. City shall pay Contractor in accordance with the following fee schedule: (a) For the 2021-2022 school year, City agrees to pay Contractor at a rate of Twenty - Three Dollars and Twenty -Eight Cents ($23.28) per hour, per crossing guard. Contractor's compensation for the period commencing on the Effective Date and ending June 30, 2022 shall not exceed Two Hundred Fifty -One Thousand Four Hundred Twenty -Four Dollars ($251,424.00). (b) For the 2022-2023 school year, City agrees to pay Contractor at a rate of Twenty - Four Dollars and Forty -Two Cents ($24.42) per hour, per crossing guard. Contractor's compensation for the period commencing July 1, 2022 and ending June 30, 2023 shall not exceed Two Hundred Sixty -Three Thousand Seven Hundred Thirty -Six Dollars ($263,736.00). (c) For the 2023-2024 school year, City agrees to pay Contractor at a rate of Twenty - Four Dollars and Forty -Two Cents ($24.42) per hour, per crossing guard. Contractor's compensation for the period commencing July 1, 2023 and ending June 30, 2024 shall not exceed Two Hundred Sixty -Three Thousand Seven Hundred Thirty -Six Dollars ($263,736.00). Contractor shall not request any price increases during the term of this Agreement unless such request is as a result of a legally mandated increase in wages or benefits imposed by the State of California. In such event, Contractor shall provide City with sixty (60) days' written notice of its request to increase pricing. City agrees to review and response to said notice within thirty (30) days of receipt. 2.2. Additional Services. Contractor shall not receive compensation for any services provided outside the scope of services specified herein unless the City, prior to Contractor performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. Should the City request in writing additional services that increase the Scope of Services, an additional fee based upon the Contractor's standard hourly rates shall be paid to the Contractor for such additional services. Such increase in additional fees shall be limited to 25% of the total contract sum or to the maximum total contract amount of $25,000, whichever is greater. The Department Head or City Manager is authorized to approve a Change Order for such additional services. 2.3. Method of Billing. Contractor may submit invoices to the City for approval on a monthly basis. Said invoice shall be based on the total of all Contractor's services which have been completed to City's sole satisfaction. City shall pay Contractor's invoice within thirty (30) days from the date City receives said invoice. Each invoice shall describe in detail the names of individuals and number of hours worked at each designated location and the total number of hours of service provided. Any additional services approved and performed pursuant to this Agreement shall be designated as "Additional Services" and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Contractor's services relating to this Agreement All -City Management Services, Inc. Form Revised November 2020 shall be maintained in accordance with generally recognized accounting principles and shall be made available to City for inspection and/or audit at mutually convenient times from the Effective Date until three (3) years after the termination or expiration of this Agreement. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. Unless otherwise agreed to by the parties, the professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of the Contractor is encountered, a time extension may be mutually agreed upon in writing by the City and the Contractor. The Contractor shall present documentation satisfactory to the City to substantiate any request for a time extension. 4.0. TERM AND TERMINATION 4.1. Term. This Agreement shall commence on the Effective Date and continue through June 30, 2024, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. 4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Contractor. In the event of such termination, Contractor shall immediately stop rendering services under this Agreement unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder of this Agreement. If the Contractor defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that the Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement. The City also shall have the right, notwithstanding any other provisions of this Agreement, to terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on the Contractor, if the latter should: Be adjudged a bankrupt; Become insolvent or have a receiver of its assets or property appointed because of insolvency; 4 All -City Management Services, Inc. Form Revised November 2020 C. Make a general assignment for the benefit of creditors; d. Default in the performance of any obligation or payment of any indebtedness under this Agreement; e. Suffer any judgment against it to remain unsatisfied or unbonded of record for thirty (30) days or longer; or f. Institute or suffer to be instituted any procedures for reorganization or rearrangement of its affairs. 4.3. Compensation. In the event of termination, City shall pay Contractor for reasonable costs incurred and professional services satisfactorily performed up to and including the effective date of the City's written notice of termination, within forty-five (45) days after the effective date of the notice of termination or the final invoice of the Contractor, whichever occurs last. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Contractor in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of the effective date of the notice of termination, at no cost to City. 5.0. INSURANCE 5.1. Minimum Scope and Limits of Insurance. Contractor shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverages with an insurance company authorized to do business in California, with a current A.M. Best's rating of no less than A:VII, and approved by City: (a) Broad -form commercial general liability, including premises -operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than Two Million Dollars ($2,000,000.00), combined single limits, per occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or shall be twice the required occurrence limit. (b) Business automobile liability for owned vehicles, hired, and non -owned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00), combined single limits, per accident for bodily injury and property damage. (c) Workers' compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with a limit of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury or disease. Contractor agrees to waive, and to obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City, its officers, All -City Management Services, Inc. Form Revised November 2020 agents, employees, and volunteers for losses arising from work performed by Contractor for the City and to require each of its subcontractors, if any, to do likewise under their workers' compensation insurance policies. By execution of this Agreement, the Contractor certifies as follows: I am aware of, and will comply with, Section 3700 of the Labor Code, requiring every employer to be insured against liability of Workers' Compensation or to undertake self-insurance before commencing any of the work. The Contractor shall also comply with Section 3800 of the Labor Code by securing, paying for and maintaining in full force and effect for the duration of this Agreement, complete Workers' Compensation Insurance, and shall furnish a Certificate of Insurance to the City before execution of this Agreement by the City. The City, its officers and employees shall not be responsible for any claims in law or equity occasioned by failure of the Contractor to comply with this section. If the Contractor maintains higher limits or has broader coverage than the minimums shown above, the City requires and shall be entitled to all coverage, and to the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. 5.2. Endorsements. The insurance policies are to contain, or be endorsed to contain, the following provisions: (a) Additional Insureds: The City of West Covina and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Contractor pursuant to its contract with the City; products and completed operations of the Contractor; premises owned, occupied or used by the Contractor; automobiles owned, leased, hired, or borrowed by the Contractor. (b) Notice of Cancelation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (c) Primary Coverage: The Contractor's insurance coverage shall be primary insurance as respects the City of West Covina, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of West Covina shall be excess and not contributing with the insurance provided by this policy. (d) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 6 All -City Management Services, Inc. Form Revised November 2020 (e) Coverage Not Affected: Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of West Covina, its officers, officials, agents, employees, and volunteers. (f) Coverage Applies Separately: The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self -insured retention to provide such coverage, the amount of such deductible or self -insured retention shall be approved in advance by City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. 5.4. Certificates of Insurance. Contractor shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 5.5. Non -limiting. Nothing in this Section shall be construed as limiting in any way the indemnification provision contained in this Agreement. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Contractor shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Contractor called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S. mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by Email; and c) 72 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. All -City Management Services, Inc. Form Revised November 2020 IF TO CONTRACTOR: IF TO CITY: All City Management Services City of West Covina 10440 Pioneer Blvd. Suite 5 1444 West Garvey Ave. South Santa Fe Springs, CA 90670 West Covina, CA 91790 Tel: (800) 540-9290 Tel: (626) 939-8536 Email: david@thecrossingguardcompany.com Email: ahouston@wcpd.org Attn: David Mecusker Attn: Alex Houston 6.4. Attorneys' Fees. If litigation is brought by any party in connection with this Agreement against another party, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.5. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California. 6.6. Assignment. Contractor shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Contractor's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Contractor of Contractor's obligation to perform all other obligations to be performed by Contractor hereunder for the term of this Agreement. 6.7. Indemnification and Hold Harmless. Contractor agrees to defend, with counsel of City's choosing, indemnify, hold free and harmless the City, its elected and appointed officials, officers, agents and employees, at Contractor's sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings brought against the City, its elected and appointed officials, officers, agents and employees arising out of the performance of the Contractor, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Contractor, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Contractor, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected and appointed officials, officers, agents and employees based upon the work performed by the Contractor, its employees, and/or authorized subcontractors under this Agreement, whether or not the Contractor, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. Notwithstanding the foregoing, the Contractor shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. Without limiting the foregoing indemnification obligations, in the event that a court determines that fault can be attributed to the joint or concurrent negligence of City and Contractor, liability, if any, will be apportioned between Contractor and City based upon the parties' respective degrees of negligence or fault in accordance with the laws of the State of California, with each party bearing 8 All -City Management Services, Inc. Form Revised November 2020 the proportionate share of liability attributable to that party's negligence or fault, as determined by the court. In such event, the parties agree that the resolution of each party's respective level of fault will be delayed until after the resolution of the underlying claim or claims. 6.8. Independent Contractor. Contractor is and shall be acting at all times as an independent contractor and not as an employee of City. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor's employees, except as set forth in this Agreement. Contractor shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City. Contractor shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Contractor and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Contractor shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Contractor further agrees to indemnify and hold City harmless from any failure of Contractor to comply with the applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. 6.9. PERS Eligibility Indemnification. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement claims or 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 the City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor 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. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits. 6.10. Cooperation. In the event any claim or action is brought against City relating to Contractor's performance or services rendered under this Agreement, Contractor shall render any reasonable assistance and cooperation which City might require. 6.11. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Contractor or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Contractor agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to 9 All -City Management Services, Inc. Form Revised November 2020 Contractor. City shall indemnify and hold harmless Contractor from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or resulting from City's use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Contractor. Contractor shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other related items as requested by City or its authorized representative, at no additional cost to the City. Contractor or Contractor's agents shall execute such documents as may be necessary from time to time to confirm City's ownership of the copyright in such documents. 6.12. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information that could result in the unauthorized disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall regularly assess the sufficiency of any safeguards and information security awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light of the assessment. 6.13. Conflict of Interest. Contractor and its officers, employees, associates and subcontractors, if any, will comply with all conflict of interest statutes of the State of California applicable to Contractor's services under this agreement, including, but not limited to, the Political Reform Act of 1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Contractor covenants that none of Contractor's officers or principals have any interest in, or shall acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of the services hereunder, including in any manner in violation of the Political Reform Act. Contractor further covenants that in the performance of this Agreement, no person having such interest shall be used by Contractor as an officer, employee, agent, or subcontractor. Contractor further covenants that Contractor has not contracted with nor is performing any services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants and agrees that Contractor and/or its subcontractors shall provide no service or enter into any agreement or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the City prior to the completion of the work under this Agreement. 6.14. Prohibited Employment. Contractor will not employ any regular employee of City while this Agreement is in effect. 6.15. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.16. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.17. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 10 All -City Management Services, Inc. Form Revised November 2020 6.18. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.19. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement and have had an adequate opportunity to review each and every provision of the Agreement and submit the same to counsel or other consultants for review and comment. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 6.20. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. 6.21. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 6.22. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.23. Counterparts and Electronic Signatures. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or other electronic means and have the same legal effect as if they were original signatures. 6.24. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement. 6.25. Taxpayer Identification Number. Contractor shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue Service. [SIGNATURE PAGE FOLLOWS.] 11 All -City Management Services, Inc. Form Revised November 2020 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CITY OF WEST COVINA, A municipal corporation Date David Carmany City Manager CONTRACTOR Date Signature Name and Title Date Signature Name and Title ATTEST: Lisa Sherrick Assistant City Clerk APPROVED AS TO FORM: Date: Thomas P. Duarte City Attorney APPROVED AS TO INSURANCE: Date: Helen Tran H.R. and Risk Management Director 12 All -City Management Services, Inc. Form Revised November 2020 EXHIBIT A SCOPE OF SERVICES CONTRACTOR'S DUTIES AND RESPONSIBILITIES 1. Contractor shall provide school crossing guard services at the school districts within West Covina City limits, at locations designated by the City, as detailed in Exhibit B. 2. Contractor shall monitor, supervise and assure the safety of all school children who utilize intersections and crosswalks while moving to and from school zones. 3. Contractor shall perform all work to the highest professional standard and in a manner deemed reasonably satisfactory by the Chief of Police or the Chief of Police's designee. 4. Contractor shall provide crossing guard services in accordance with the schedule agreed upon by City and Contractor. Notwithstanding the foregoing, Contractor shall coordinate with the schools and school districts to ensure coverage is provided at designated locations when school schedules are modified and/or changed for any reason that requires children to arrive or depart at a time that is different than the norm. 5. Contractor shall provide personnel equipped and trained in in all laws applicable to pedestrian safety in school crossing areas and appropriate procedures for crossing pedestrians in marked crosswalks. In the performance of their duties, Contractor and its employees shall conduct themselves in accordance with the conditions of this Agreement and all applicable laws and ordinances of the State of California and the City of West Covina. 6. Contractor shall provide supervisory personnel to see that crossing guard activities are taking place at the required places and times, and in accordance with the terms of this Agreement. 7. Contractor shall utilize only its employees to provide crossing guard services. Contractor shall provide for the supervision of all employees associated with providing crossing guard services, including the recruitment, pre -employment screening, hiring, training, discipline, and termination of employees. The pre -employment screening shall include: (a) an employment reference check; (b) a criminal background check and fingerprinting at a place designated by the City; (c) a drug and alcohol screening test; and (d) Social Security verification. Contractor shall provide to City fingerprints and a current photograph of each employee providing services on an annual basis. 8. Contractor shall provide all facilities, vehicles, and other associated equipment related to providing crossing guard services. 9. Contractor shall provide all personnel providing crossing guard services under this Agreement with apparel by which they are readily visible and easily recognized as crossing guards. Such apparel shall be uniform for all persons providing the duties of crossing guards and shall be worn at all times while performing said duties. Such apparel must also be appropriate for weather conditions. Contractor shall also provide all crossing guard personnel with equipment that complies with all applicable laws and established safety standards, including, but not limited to, hand held Stop signs. All apparel and equipment shall be pre -approved by the Chief of Police or the Chiefs designee. 10. Contractor shall maintain adequate reserve personnel to be able to immediately furnish alternative crossing guards in the event that any person fails to report to work. Contractor shall arrange for and provide all substitute employees, ensuring that all designated locations are staffed during the required time periods. Contractor shall contact the West Covina Police Department immediately if a position cannot be filled by Contractor. The West Covina Police Department will staff the position and bill the Contractor for the period of time spent covering the post in accordance with staff cost recovery procedures. 11. Contractor shall verify that all employees providing crossing guard services under this Agreement have never been convicted of, or pled nolo contendere to, any felony, crime of moral turpitude, or any crime against children. 12. Upon request from the City, Contractor shall remove any employee whose conduct is determined to be not satisfactory by the City from providing crossing guard services for the City. 13. Contractor shall investigate all public complaints regarding crossing guard services. In the event of a complaint, Contractor shall contact the West Covina Police Department by telephone within two (2) hours of receipt of the complaint to advise the nature of the complaint and the course of action to resolve the complaint. Contractor shall furnish a written report detailing the incident, actions taken in response to the complaint, and whether the complaint was resolved within five (5) business days from the date of the complaint. Contractor shall provide such additional information as may be requested by City in connection with any complaints. 14. Contractor shall maintain detailed records and reports of the total number of hours of service provided. Such records shall list the names of individuals and number of hours work at each location. Such records shall be made available for inspection and audit by the City upon request. EXHIBIT B DESIGNATED LOCATIONS z LL x H i W 3 m 0 N X 4� Ln a N c }J N W U a 2 O cN LU _U LU W u z cn a � m z o W Z L /W V N Q z Q I— U J Z J 0 Q vi AM L S 2 a Q a Q a Q a s a s a d a s ti ti N cd .a co .i uo cd '+ 6d ni co ni ro M Q Q a Q Q Q Q Q a s Q d Q d O O O O O O 0 0 in M 0 0 O O m .i m .y m .y m 71 'I rl rl 'I a s a¢ a¢ a s a s a d a s .. . 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In in .. in .. < < < < < < < ¢ n ¢ n ¢ n ¢ d ¢ d ¢ n ¢ n M g � o o �n M Ln o o �n o M 0 0 0 .-i m m Ln m Ln .. m .. m ¢ n a n ¢ n a n ¢ n ¢ n ¢ n M O M O O of M O of O N O of (R m o m �n .� .+ T 7+ m Ln .m+ Ln .7+ Q 6 ¢ n Q n Q 6 ¢ n Q n Q n Vf M b M O m b M O N O O M O V O a M M V1 M Ln n M M I� N r N n fi n 'i r .4 r rl n fl m `w `a `v e w e i o a o w o ry m W O ro O m O ti � M 0 M ry M ry M N M ry M ry M v s v z v z v z v z v rc v z w w w b .-. z V V0 ozais E w t w m y c L v L v E E E o a W n C y v m C N n C Nw n C a m C 0 d p C E W UP y� 2 CI c U U O U a v C C C U U ` U 3 = 3 .. v E .. .. .. .. - v m xo z M i c I i K LL H C w 3 X 4 J V) a N V }J N W U d 2 0 cN LU _U LU W U z (n Q m z o W z L x< /W V N Q z Q � U o J Q Z J o Q J VI w S 2 a d a d a d d d a d a d of m a m $ .l m .�.i m O] N W M M N O] M W N CO N Q d Q d Q d Q d Q d Q d O M to O O M Oa M to M M ul m y� O m m in a d Q d Q d d d Q d Q d o,7! of m a m $$ , i In ti m O] N W m OJ N O] m O] N M N a d Q d Q d a d Q d Q d m m�n o m�n v c n e1 W N r e� 1� N r e1 n eY ¢ d ¢ d ¢ d d d ¢ d ¢ d o o � V1 In a 7i m v$ m m io .ti ao ry �u .ti io ri co .-i � .ti a d a d a d a d a d a d O v1 yr O o v+ O yr v+ in m �n o m m Ln v, %I � a .� 7 a Q d Q d Q d d 6 Q d Q d o M V1 0 0 In o o V1 o V1 0 .i m a .! .+ In v O .! In.4 In O] N M m CO N M ttl M N N N ¢ d ¢ d ¢ d ¢ d Q d Q d m L v mLn o m v 7ii ¢ d ¢ d ¢ d a d ¢ d ¢ d O v1 v1 O O N O V1 O v1 O O] (V M M W N O] M M N CO fV Q d Q d Q d 6 Q d Q d M pQ N a M a M V1 O M kn V "� m m L L Oi O Oi O Di O � O Oi O Di O O m m m m m m ry M N M ry M ry M N M ry M N K {U K W K N C UI K W K UI K = z ti z 3 y w c a 3 Z a w c a E E 2 n o SCc w c i > o p 3 o p 3 O a o o > o w u m u m u w u o u o u W ATTACHMENT NO. 2 yI,>I, (:II', M1.A.1GI.M1:AT MI'ZW(;E5 June 17, 2021 Mike Weathermon City of West Covina 1444 W. Garvey West Covina, CA 91790 Dear Corporal It is once again the time of the year when many agencies are formulating their budgets for the coming fiscal year. Toward that end, please allow this letter to serve as confirmation of our interest in extending our agreement for providing School Crossing Guard Services. As you may know the California mandated minimum wage increases continue to drive pricing. Effective, January 1, 2021 minimum wages increased $1.00 and effective January 1, 2022 they will increase another $1.00. For each dollar of wages paid there is approximately .35 cents in variable cost associated with the wages, this includes Employer Taxes, Work Comp Insurance and Liability Insurance. To keep pace with these mandated increases we must request an increase in your billing rate from $21.35 to $23.28 for the 2021-2022 fiscal year. To facilitate the calculation of the annual program cost we have developed and included with this letter a Client Worksheet. This Worksheet is our best estimation of the hours and cost of your program based on the current schedules and the proposed price increase. Below I have listed the rates for the next three (3) years: • 2021/2022 - $23.28 • 2022/2023 - $24.42 • 2023/2024 - $24.42 While we remain committed to providing a safe, cost-effective and professional School Crossing Guard Program we hope you will find this new pricing acceptable. If you have any questions or need additional information, please contact me at (800) 540-9290. Take care. Sincerely, Baron Farwell, General Manager 10440 Pioneer Blvd Suite 5 0 Santa Fe Springs, Ca 90670.310-202-8284.800-540-9290 • FAX 310-202-8325 All City Management Services Inc. Department: 5603 Billing Rate for 2021/2022: $23.28 Client Worksheet 2021-2022 City of West Covina 1444 W. Garvey Ave. West Covina, CA 91790 KEY: Traditional Calendar: For sites with no regularly scheduled early release days, use 180 regular days For sites with one regularly scheduled early release day/week, use 144 regular days and 36 minimum days Sites with traditional calendar: 60 180 $23.28 = $251,424.00 20 Sites at 3 hrs Der day Total Hrs/day X days/yr X Hourly Billing Rate TOTAL PROJECTED HOURS 10800 TOTAL ANNUAL PROJECTED COST $251,424.00 All City Management Services Inc. Client Worksheet 2022-2023 Department: 5603 Billing Rate for 2022/2023: $24.42 City of West Covina 1444 W.Garvey Ave. West Covina, CA 91790 KEY: Traditional Calendar: For sites with no regularly scheduled early release days, use 180 regular days For sites with one regularly scheduled early release day/week, use 144 regular days and 36 minimum days Sites with traditional calendar: 60 180 F $24.42 = $263,736.00 20 Sites at 3 hrs per day Total Hrs/day X days/yr X Hourly Billing Rate TOTAL PROJECTED HOURS 10800 TOTAL ANNUAL PROJECTED COST $263,736.00 All City Management Services Inc. Client Worksheet 2023-2024 Department: 5603 Billing Rate for 2023/2024: $24.42 City of West Covina 1444 W. Garvey Ave. West Covina, CA 91790 KEY: Traditional Calendar: For sites with no regularly scheduled early release days, use 180 regular days For sites with one regularly scheduled early release day/week, use 144 regular days and 36 minimum days Sites with traditional calendar: 60 180 $24.42 = $263,736.00 20 Sites at 3 hrs Der day Total Hrs/day X days/yr X Hourly Billing Rate TOTAL PROJECTED HOURS 10800 TOTAL ANNUAL PROJECTED COST $263,736.00 ATTACHMENT NO.3 RESOLUTION NO. 2021-88 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WEST COVINA, CALIFORNIA, ADOPTING A BUDGET AMENDMENT FOR THE FISCAL YEAR COMMENCING JULY 1, 2021 AND ENDING JUNE 30, 2022 (CROSSING GUARD SERVICE) WHEREAS, the City Manager, on or about June 15, 2021, submitted to the City Council a proposed budget for the appropriation and expenditure of fiords for the City for West Covina for Fiscal Year 2021-2022; and WHEREAS, following duly given notice and prior to budget adoption, the City Council held public meetings, receiving, considering and evaluating all comments, and adopted a budget for the fiscal year commencing July 1, 2021 and ending June 30, 2022; and WHEREAS, amendments must periodically be made to the budget to conform to changed circumstances following adopting of the budget. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WEST COVINA DOES RESOLVE AS FOLLOWS: SECTION 1. The City Council hereby approves Budget Amendment No. 011, attached hereto as Exhibit A, related to Crossing Guard Services. SECTION 2. The City Clerk shall certify to the adoption of this resolution and shall enter the same in the book of original resolutions and it shall become effective immediately. APPROVED AND ADOPTED this 1Oth day of August, 2021. APPROVED AS TO FORM Thomas P. Duarte City Attorney Letty Lopez-Viado Mayor ATTEST Lisa Sherrick Assistant City Clerk I, LISA SHERRICK, Assistant City Clerk of the City of West Covina, Calfomia, do hereby certify that the foregoing Resolution No. 2021-88 was duly adopted by the City Council of the City of West Covina, California, at a regular meeting thereof held on the 10th day of August, 2021, by the following vote of the City Council: AYES: NOES: ABSENT: ABSTAIN: Lisa Sherrick Assistant City Clerk CITY OF WEST COVINA BUDGET AMENDMENT BA # 011 Posted By: Date Posted: Date: 8/10/2021 Fiscal Year: 2021-2022 Requested by: Alex Houston Amount: $35,000 exp.; $66,000 rev. Dept/Div: Police Description: Crossing Guard Services EXPENDITURES Account Number Dept/Account Description Current Budget Proposed Amendment Amended Budget 110.31.3110.6120 Other Contractual Services 308 600.00 35 000.00 343 600.00 REVENUES Account Number Account Description Current Budget Proposed Amendment Amended Budget 110.31.4571 Crossing Guard Aid 64,000.00 66,000.00 130,000.00 REASON/JUSTIFICATION (Please be specific) To appropriate revised revenues and expenditures for Crossing Guard Services. APPROVALS City Council Approval Date (if required, attach minutes): 8/10/2021 ❑ Approval Not Required Dept Head Approval: see attached Date: Finance Director: Date: Funds Available? ❑ Yes ❑No City Manager: see attached Date: (if over $100,000) ❑ Approved ❑ Denied