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HomeMy WebLinkAboutAgenda Report - June 20, 2018 C-14CITY OF LODI COUNCIL COMMUNICATION AGENDA ITEM C-14 TM AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Amendment No. 2 to Professional Services Agreement with Bagley Enterprises, Inc., of Lodi, for Fuel Island Repair and Maintenance ($15,000) MEETING DATE: June 20, 2018 PREPARED BY: Public Works Director RECOMMENDED ACTION: Adopt resolution authorizing City Manager to execute Amendment No. 2 to Professional Services Agreement with Bagley Enterprises, Inc., of Lodi, for fuel island repair and maintenance, in the amount of $15,000. BACKGROUND INFORMATION: On November 23, 2015, the City entered into a Professional Services Agreement with Bagley Enterprises, Inc., to perform monthly inspections and maintenance on the Municipal Service Center fuel island. The agreement for the monthly inspections and maintenance includes labor and materials needed to perform the maintenance, and also includes on-call repairs. On October 4, 2017, the City extended the agreement for one additional year. The additional funds requested in Amendment No. 2 are needed due to unexpected repairs and mandated upgrades to perform fuel island maintenance and repairs for the duration of the agreement. If approved, Amendment No. 2 will add $15,000 to the current agreement amount of $30,000, for a total not -to -exceed amount of $45,000. Staff recommends authorizing City Manager to execute Amendment No. 2 to Professional Services Agreement with Bagley Enterprises Inc., for fuel island repair and maintenance, in the amount of $15,000. FISCAL IMPACT: Routine monthly maintenance will reduce long-term repair costs. FUNDING AVAILABLE: Funding is budgeted in Fleet Services Operating account (65055000). Andrew Keys Deputy City Manager/Internal Services Director Charles E. Swimley, Jr. Public Works Director Prepared by Randy Laney, Fleet Superintendent CES/RLJtw Attachment cc: Lyman Chang, City Engineer/Deputy Public Works Director APPROVED: tep en Schwab 1 City Manager R:\GROUP\ADMIN\Council\2018\06202018\Bagley\CC Bagley Amend No 2.doc 6/5/2018 AMENDMENT NO. 2 BAGLEY ENTERPRISES, INC. Professional Services Agreement THIS AMENDMENT NO. 2, made and entered this day of July, 2018, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and BAGLEY ENTERPRISES, INC., a California corporation (hereinafter called "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Professional Services Agreement (the "Agreement") on November 23, 2015 and Amendment No. 1 on October 4, 2017, attached hereto as Exhibit 1 and 1A respectively, and made a part hereof; and 2. WHEREAS, CITY requested to increase the fees by $15,000, for a total not to exceed amount of $45,000, within the existing fee schedule for the purpose of unexpected updates, equipment repairs, and unscheduled testing; and 3. WHEREAS, CONTRACTOR agrees to said amendment; and NOW, THEREFORE, the parties agree to amend the not to exceed amount under the Agreement as set forth above. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 2 on the date and year first above written. CITY OF LODI, a municipal corporation Herein above called "CITY" By: STEPHEN SCHWABAUER City Manager Attest: JENNIFER M. FERRAIOLO City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney BAGLEY ENTERPRISES, INC., a California corporation Hereinabove called "CONTRACTOR" By: JOSEPH BAGLEY General Manager Exhibit 1 AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into on Moutrnkl 2-3 , 2015 , by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and BAGLEY ENTERPRISES, INC. (hereinafter "CONTRACTOR"). Section 1.2 Purpose, CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for designated operator duties, maintenance, and repairs for City Municipal Utility Services Fuel Island (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A, CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scope of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A. Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services, CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall 1 remain in contact with reviewing agencies and make all efforts to review and retum all comments. Section 2.3 Meetings CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Staffing CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and ori the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession: and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.5 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences an November 1, 2015 and terminates upon the completion of the Scope of Services or on October 31, 2017, whichever occurs first. Section 2.7 Option to Extend Term of Agreement At its option, City may extend the terms of this Agreement for an additional two (2) one (1) -year extensions; provided, City gives Contractor no less than thirty (30) days written notice of its intent prior to expiration of the existing term. In the event City 2 exercises any option under this paragraph, all other terms and conditions of this Agreement continue and remain in full force and effect. The total duration of this Agreement, including the exercise of any option under this paragraph, shall not exceed four (4) years, ARTICLE 3 COMPENSATION Section 3.1 Compensation CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Prevailing Wage The Contractor agrees to conform to the provisions of Chapter 1, Part 7, Division 2 of the Labor Code. The Contractor and any Subcontractor will pay the general prevailing wage rate and other employer payments for health and welfare, pension, vacation, travel time, and subsistence pay, apprenticeship or other training programs. The responsibility for compliance with these Labor Code requirements is on the prime contractor. Section 3.3 Contractor Registration — Labor Code §1725.5 No contractor or subcontractor may be awarded a contract for public work on a public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5, This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Section 3.4 Method of Payment CONTRACTOR shall submit invoices for completed work an a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal. Section 3.5 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs 3 considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.6 Auditing CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Indemnification and Responsibility for Damage CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), arising out of performance of the services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any 4 subcontractor employed directly by CONTRACTOR, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negligence, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers. CITY may, at fts election, conduct the defense or participate in the defense of any claim related In any way 10 this indemnification. If CITY chooses at its own election to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification, CONTRACTOR shall pay all of the costs related thereto, including without limitation reasonable attorney fees and costs. The defense and indemnification obligations required by this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations set forth herein. Section 4.4 No Personal Liability Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. Section 4.5 Responsibility of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein, Section 4.6 Insurance Requirements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Successors and Assigns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: 5 To CITY To CONTRACTOR: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 95241-1910 Attn: Rndy Laney Bagley Enterprises, Inc 2370 Maggio Circle #4 Lodi, CA 95240 Attn: Joseph Bagley Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTOR is Not an Employee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required concerning whether to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend ail work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confldentlatity CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidential" or 'Proprietary', except to the extent otherwise required by law or permitted in writing by CONTRACTOR. CONTRACTOR acknowledges that CITY is subject to the California Public Records Act. 6 Section 4.13 Applicable Law, Jurisdiction, Severability, and Attorney's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 Citv Business License Reauirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Captions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder, Section 4.16 integration and Modification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior orat or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.1T Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document, Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severability 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. Section 4.19 Ownership of Documents All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of 7 CITY. Upon CITY's request, CONTRACTOR shall allow CITY to inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any liability resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. Section 4.20 Authority The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 Federal Transit Funding Conditions ❑ If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. ATTEST } r? d NINIFErg M. FERRAIOLO tlty Clerk APPROVED AS TO FORM: JANICE D. MAGDICH, City Attorney CITY OF LODI, a municipal corporation STE=PHEN SCI143AUER City Manager BAGLEY ENTERPRISES, INC. By Name J1 =SEPH BAGLEY Title: General Manager Attachments: Exhibit A - Scope of Services Exhibit B - Fee Proposal Exhibit C - Insurance Requirements Exhibit D - Federal Transit Funding Conditions (if applicable) Funding Source: 65055000.12499 (Business Unit & Account No.) Doc ID: R:\GROUP\Project File\Fleet\2015\Bagley PSA.dac CA:Rev.01.2015 8 'MEMORANDUM, City of Lodi, Public Works Department To: Prospective Bidder From: City of Lodi Date: September 11, 2015 Subject: Designated operator duties, maintenance and repairs for MSC Fuel Island Pease fully complete the information below: Company -Name: BAGLEY ENTERPRISES, INC Address: 2370 Maggio Circle:0, Lodi, CA 95240 Date: 9/117/15 Contractor's License No,: 774802 B C-81 (021, O34, D40) DIRfk 1 O00012BSO Labor Rate: $1 BD.O0Ihr prevailing wage on site /f $85.00/hr oft: site Overtime Rate: '$270.II0 prevailing mage Parts and materials plus 20 a/Li markup 'ruck charge_ 11.00/Mete: No other charges apply Cali out minimum: half hour (.5) (hours) Other: USTDO Monthly Inspection = $150.00 per inspection VR 'Monthly inspection $100.00 per inspection Items requires upon award of contract: 1. Insurance requirements per the attached Exhibit C. 2. Workers' compensation insurance coverage. 3. City of Lodi business license. 4. W-9 forrn per current IRS requirements. 5 Registered with -the Department of industrial Relations. Customer's Signature ti -f_.� it -)4„../:;.) a•. i..� s Title: General Manager .,'.LSE 'MAS\ OF 7-C.0 `f,EMO A'_U ;Fs. D1N0_ cS.(.riOPOI,-I_...-:CC Exhibit A/B EXHIBIT C meteor( c2 ItQr,LuirOrhmonro for Cntemerer The Contractor shell take out and maintain during the Yea of this Agreement, Insurance coverage as listed below. These insurance policies shalt protect Contractor and achy subcontractor performing work covered by this Aprsnment from claims for damages for personal injury, Including accidental death, as wel as from claims for property damages, which may arise riom Contractors eparationa under this Agreement, whether such opereOona be by Contractor, or by any subcontractor, or by anyone directly or indirectly employed by &ewe of tem, and the rnaunt of such insurance shall be ea follows: 1. COMPREHENSIVE GENERAL LfAl3Ii IT'( $2,000,000 Each Oocunsnoe $4,000,000 General Aggregate 2. COMPREHENSIVE AUTOMOBILE LIARILLII $1,000,000 Combined Single Umit Such insurance shall cover liability arising out of any vehicle (including, owned, hired and non-hirod vehicles) opereted in performing any and ell services pursuant to this Agreement Coverage shell be written on ISO form CA 00 01 12 90, or a later version, that provides liability coverage at least as broad as this form. 3. POLLUTION LIABILITY $2,000,000 Each Occunenoe Ali limits are to be designated strictly for ;hu City of Lodi, lb (Aided ahtd appointor) IIQartia, cwnmiaalone, ofllcem, agoras, employees, and volunteers. Ail deductibles or self-insured retenik ns (SiR) moat be dleclased to City's Rlek Manager for approval and Miall not reduce the limits of liability set forth herminabovo. Insurance policies containing any deductible or SIR provision shah provide, or be endorsed to provide. that the deductible or SIR may be satisfied by either the Named Insured(s) or the City of Lodi. It is required that any available insurance proceeds broader Than or in excess of the specified minimum Insurance cavaragu regrsir*hmenta andior Smite set forth above, shall be available to City as an additional insured, Furthermore, the roqutremonta for coverage and !mita shell be (i) the minimum coverage end limits specified in these insurance requirements; or (H) the broader coverage end maximum limits of coverage of any insurance policy or pmoeeds available to the Contractor, whichever Is greater. contractoragrees and stipulates that any insurance coverage provided to the City of Lodl shall provide for a derma period following termination of coverage which is el least consistent with the claims period or statutes of limitations found in the Califilmin Tort Claims Act (California Government Code Seaton 810 et seq.). A copy of the certfecate(s) of insurance with the following endorsements shall be famished to the Clty7 (a) Addflianol Named Imams! FEtorq ne_q( Pursuant to a separate endorsement (150 form CG 2010 (11185) or a later version, that prevldos liability coverage et least as broad ahs this form) aucth insurance as Is afforded by tails policy shall also apply to the City of Lodi, fin erected and appointed boards, commissions, attars, egents, employees, and volunteers as addltfanal named insureds. An additional named Insuredendoreement la also required for Auto Liability. (b) Prlrriam,/ and NQih-Cone utgriln urilnry F,Lid 4arment Additional Insurance coverage under the Contractor's policy shall be 'primary and non-contrlbutary" and will riot seek contribution from City's Insurance or self-insurance and shall be at least as broad as ISO form CG 20 01 0413. A primary and non-contributory insurance endorsement Is also required for Auto Liability. NOTE: (1) The street address of the CITY OP LODI must be shown along with (a) and (b) above: 221 West Pine Street, Lodi, Catfornla, 95240; (2) The Insurance cerfillcate must state, on Its face or ae an endorsement, a description of the prefer/ that it Is insuring. Waiver of Subroaallon Include a waiver of eubrogallon against the City of Lodi, its elected and appointed boards, commiesians, officers, agents, employees, and volunteers. A waiver is required for General LisbIHty end Auto Liability. (c) Page 1 l of 2 pages Risk: rev.00.2015 I I idur;11leo floc rlirnrlinll is air Contractor (continued) (d) Limits of Cnveracte The limits of insurance coverage required may be satisfied by a cmmnination of primary and umbrella or excess insurance. Any Jmbrell.a or excess insurance of Contractor snail contain, or be criticised to contain, a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City before the City's own insurance or self-insurance shall be called upon to protect the City an a named insured. Comfrlcstad 0Pnrations Tndornomon( For threo years after completion of project, a certificate of insurance with a Completed Operations Endorsement, CG 20 37 07 04, will be provided to the City of Lodi. 1,irsveraftiliLy of ImploSJ Cloth& The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability. (e) (f) (9) Not sir a of Cancellation or Chairge in Coverage 4:ndorsr:m e This policy may not be canceled nor the coverage reduced by tho company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodl, CA 95240 (hl Continuity rat CovenUUJO All policies Oa tie in affect on or asfore the ties! day of the Terni of this Agreement. At least thirty (30) days prior to the expiration of each inetiranocr policy, Contractor shall furnish a cediffcate(s) showing that a new or extended policy ha:; been obtained which rots. the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at loast an annual basis during the Term. If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance (i) 1=odure to Comply If Contractor fails or refuses to obtain and maintain the required insurance, or falls to provide proof of coverage, the City may obtain the insurance Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City al the maximum allowable legal rate `.hen in effect in California, The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the names) of the insurer(s), and rale of interest. Contractor shall pay such reimbursement and interest on the first (1s1) day of the month following the City's notice. Notwithstanding and other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, tho City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities (I) �tlalilic rf I1121r0lj_.1 Ail insurance required oy the teirns of this Agieemeiit must be provided by insurers licensed to do business in tho State of California which are rated at least "A-, VI" by the AM Bost Ratings Guide: and which are accaptab''e to the City Nun -admitted surplus lines carrers may bo accepted providod they are included on the most recent list of Calffoinia eligible surplus lines insurers (LESLI ist) and othorwiso pleat City requirements in/or/wadi Calttpnn511tun1 Insurance The Contractor. shall take curt and maintain during the life of this Agreement, Workers Coropensation Insurance for all of Contractor's employees employed at the situ of the project and, if any work is sublet, Contractor shall require the subcontractor similarly to provide 'Worker's Compensation Insurance for all of 3e 'titter's employees unless sucn employees Are covered by the protection afforded by the Contractor In case any class of emoloycos engaged in hazardous work under this Agrcemrnt et the alto o' the project is riot protected under the Worker's Compensation Statute, the Contractor shall orovide and shall pause each subcontractor to provide insurance for the protection of said arnpioyees, A waiver' nr ubrorfaedmi is ruqurrert for workers .�in+�,;:ftp at1en 1101 1r:,ncr� This policy may not nn ranee lad nor the coverage reduced without 30 days' error written notion of such aancellation rr reduction in coverage to the Risk Manager, City of Lodi, 22•I West Pine St, Lodi, CA 05240. blOTl_: The City reserves the right to obtain a hull certified copy of any insurance policy or endorsements required. Failure to exercise this right shall not rnnstitute a waiver of the City's right to exercise after the effective date. Risk: rev 08 2015 Exhibit 1A AMENDMENT NO. 1 Bagley Enterprises, Inc. Professional Services Agreement THIS AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT, is made and entered this day of October, 2017, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and BAGLEY ENTERPRISES, INC. (hereinafter "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Professional Services Agreement (Agreement) on November 23, 2015, attached hereto as Exhibit 1; 2. WHEREAS, CITY requested to add funds in the amount of $10,000 to the original not to exceed amount of $10,000- for pot mount of $-2Q-00©; as set forth in Exhibit 2; attached hereto and made prt� herel3o oo 3. WHEREAS, CITY requested to amend the term of the Agreement through October 31, 2018; and 4. WHEREAS, CONTRACTOR agrees to said amendments. NOW, THEREFORE, the parties agree to amend the fees and Term as set forth in Exhibit 2. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 1 on the date and year first above written. CITY OF LODI, a municipal corporation BAGLEY ENTERPRISES, INC. Herein above called "CITY" Hereinabove called "CONTRACTOR" CHARLES E. SWIMLEY, JR. Public Works Director Attest: JENNIFER M. FERRAIOLO City Clerk Approved as to Form JANICE D. MAGDICH City Attorney JOSEPH BAGLEY General Manager RESOLUTION NO. 2018-122 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE PROFESSIONAL SERVICES AGREEMENT WITH BAGLEY ENTERPRISES, INC., OF LODI, FOR FUEL ISLAND REPAIR AND MAINTENANCE WHEREAS, on November 23, 2015, the City entered into a Professional Services Agreement with Bagley Enterprises, Inc., to perform monthly inspections and maintenance on the Municipal Service Center fuel island; and WHEREAS, on October 4, 2017, the City extended the agreement for one additional year; and WHEREAS, additional funds requested in Amendment No. 2 are needed due to unexpected repairs and mandated upgrades to perform fuel island maintenance and repairs for the duration of the agreement; and WHEREAS, staff recommends authorizing the City Manager to execute Amendment No. 2 to the Professional Services Agreement with Bagley Enterprises, Inc., of Lodi, for fuel island repair and maintenance, in the amount of $15,000. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute Amendment No. 2 to the Professional Services Agreement with Bagley Enterprises, Inc., of Lodi, California, for fuel island repair and maintenance, in the amount of $15,000, for a total not -to -exceed amount of $45,000 through the October 31, 2018 term of the agreement. Dated: June 20, 2018 I hereby certify that Resolution No. 2018-122 was passed and adopted by the City Council of the City of Lodi in a regular meeting held June 20, 2018, by the following vote: AYES: COUNCIL MEMBERS — Johnson, Kuehne, Mounce, and Mayor Nakanishi NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — Chandler ABSTAIN: COUNCIL MEMBERS — None 2018-122 t �_.e.iT NNIFEFERRAIOLO ity Clerk