HomeMy WebLinkAboutContracts & Agreements_100-2015_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of custody services ("Agreement") is made and entered
in this 19th day of May 2015 ("Effective Date"), by and between the City of Redlands, a
municipal corporation ("City)" and G4S Secure Solutions ("Consultant"). City and Consultant
are sometimes individually referred to herein as a "Party" and, together, as the "Parties." In
consideration of the mutual promises contained herein, City and Consultant agree as follows:
ARTICLE 1 —ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to provide custody services for City's Police Department
(the"Services").
1.2 Provision of the Services shall end on June 30, 2018, unless this Agreement is earlier
terminated as provided herein. Consultant shall complete the Services within the term of
this Agreement, and shall meet any other reasonable schedules and deadlines established
by City.
1.3 The Services shall be performed by Consultant in a professional manner, and Consultant
represents that it has the skill and the professional expertise necessary to provide the
Services to City at a level of competency presently maintained by other practicing
professional consultants in the industry providing like and similar types of Services.
ARTICLE 2—SERVICES OF CONSULTANT
2.1 The Services that Consultant shall perform are more particularly described in Exhibit
"A," entitled"Scope of Services,"which is attached hereto and incorporated herein by
reference.
2.2 Consultant shall comply with all applicable federal,state and local laws and regulations
in the performance of this Agreement including,but not limited to, State prevailing wage
laws.
ARTICLE 3 —RESPONSIBILITIES OF CITY
3.1 City shall make available to Consultant information in its possession that may assist
Consultant in performing the Services.
3.2 City designates Chris Catren, Commander, as City's representative with respect to
performance of the Services, and such person shall have the authority to transmit
instructions, receive information, interpret and define City's policies and decisions with
respect to performance of the Services.
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ARTICLE 4—PERFORMANCE OF SERVICES
4.1 Consultant shall perform and complete the Services in a prompt and diligent manner in
accordance with the schedule set forth in Exhibit"B," entitled"Project Schedule,"which
is attached hereto and incorporated herein by reference. The Services shall commence
within ten(10)days of the Effective Date of this Agreement.
4.2 If Consultant's Services include deliverable electronic visual presentation materials, such
materials shall be delivered in a form, and made available to the City, consistent with
City Council adopted policy for the same. It shall be the obligation of Consultant to
obtain a copy of such policy from City Staff.
4.3 The parties agree that "cause" for replacement of an assigned employee shall be deemed
established when City's Chief of Police, or his designee, provides a written explanation
to Consultant as to the reason why such action is necessary. The determination of the
necessity for such action shall be within the sole and unfettered discretion of the Chief of
Police or his designee.
ARTICLE 5 —PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant's performance of the Services shall not exceed the
amount of one hundred twenty eight thousand, two hundred twenty five dollars
($128,225). City shall pay Consultant on an hourly basis up to the not to exceed amount,
based upon the hourly rates shown in Exhibit "C." Exhibit "C" is attached hereto and
incorporated herein by this reference.
5.2 Consultant shall submit monthly invoices to City describing the Services performed
during the preceding month. Consultant's invoices shall include a brief description of the
Services performed, the dates the Services were performed,the number of hours spent and
by whom,and a description of reimbursable expenses related to the project. City shall pay
Consultant no later than thirty(30)days after receipt and approval by City of Consultant's
invoice.
5.3 Any notice or other communication required, or which may be given, pursuant to this
Agreement, shall be in writing. Any such notice shall be deemed delivered(i) on the date
of delivery in person; (ii) five (5) days after deposit in first class registered mail, with
return receipt requested; (iii) on the actual delivery date if deposited with an overnight
courier; or (iv) on the date sent by facsimile, if confirmed with a copy sent
contemporaneously by first class, certified, registered or express mail; in each case
properly posted and fully prepaid to the appropriate address set forth below,or such other
address as a Party may provide notice in accordance with this section:
city Consultant
Chris Catren, Commander Richard McDowell
City of Redlands Police Department G4S Secure Solutions
30 Cajon Street 1450 Iowa Avenue, Suite 120
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P.O. Box 1025 (mailing) P.O. Box 277469
Redlands, CA 92373 Riverside, CA 92507-0522
ARTICLE 6—INSURANCE AND INDEMNIFICATION
6.1 Insurance required by this Agreement shall be maintained by Consultant for the duration
of its performance of the Services. Consultant shall not perform any Services unless and
until the required insurance listed below is obtained by Consultant. Consultant shall
provide City with certificates of insurance and endorsements evidencing such insurance
prior to commencement of the Services. Insurance policies shall include a provision
prohibiting cancellation or modification of the policy except upon thirty (30) days prior
written notice to City.
6.2 Workers' Compensation and Employer's Liability insurance in the amount that meets
statutory requirements with an insurance carrier acceptable to City, or certification to
City that Consultant is self-insured or exempt from the workers' compensation laws of
the State of California. Consultant shall provide City with Exhibit "D," entitled
"Workers' Compensation Insurance Certification," which is attached hereto and
incorporated herein by this reference prior to occupancy of the Premises.
6.3 Consultant shall secure and maintain comprehensive general liability insurance with
carriers acceptable to City. Minimum coverage of Five Million Dollars ($5,000,000) per
occurrence and Five Million Dollars ($5,000,000) aggregate for public liability, property
damage and personal injury is required. City shall be named as an additional insured and
such insurance shall be primary and non-contributing to any insurance or self-insurance
maintained by City.
6.4 Consultant shall secure and maintain professional liability insurance throughout the term
of this Agreement in the amount of Four Million Dollars($4,000,000)per claim made.
6.5 Consultant shall have business auto liability coverage, with minimum limits of Five
Million Dollars($5,000,000)per occurrence, combined single limit bodily injury liability
and property damage liability. This coverage shall include all Consultant owned vehicles
used in connection with Consultant's provision of the Services, hired and non-owned
vehicles, and employee non-ownership vehicles. City shall be named as an additional
insured and such insurance shall be primary and non-contributing to any insurance or self
insurance maintained by City.
6.6 Consultant shall defend, indemnify and hold harmless City and its elected officials,
employees and agents from and against any and all claims, losses or Iiability, including
attorneys' fees, arising from injury or death to persons or damage to property occasioned
by any negligent act or omission by, or the willful misconduct of, Consultant, or its
officers,employees and agents in performing the Services.
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ARTICLE 7—CONFLICTS OF INTEREST
7.1 Consultant covenants and represents that it does not have any investment or interest in
any real property that may be the subject of this Agreement or any other source of
income, interest in real property or investment that would be affected in any manner or
degree by the performance of Consultant's Services. Consultant further covenants and
represents that in the performance of its duties hereunder, no person having any such
interest shall perform any Services under this Agreement.
7.2 Consultant agrees it is not a designated employee within the meaning of the Political
Reform Act because Consultant:
A. Does not make a governmental decision whether to:
(i) approve a rate, rule or regulation,or adopt or enforce a City law;
(ii) issue, deny, suspend or revoke any City permit, license, application,
certification, approval, order or similar authorization or entitlement;
(iii) authorize the City to enter into, modify or renew a contract;
(iv) grant City approval to a contract that requires City approval and to which
City is a party, or to the specifications for such a contract;
(v) grant City approval to a plan, design,report, study or similar item;
(vi) adopt or grant City approval of, policies, standards or guidelines for City
or for any subdivision thereof
B. Does not serve in a staff capacity with City and in that capacity, participate in
making a governmental decision or otherwise perform the same or substantially
the same duties for City that would otherwise be performed by an individual
holding a position specified in City's Conflict of Interest Code under Government
Code section 87302.
7.3 In the event City determines that Consultant must disclose its financial interests,
Consultant shall complete and file a Fair Political Practices Commission Form 700,
Statement of Economic Interests, with the City Clerk's office pursuant to the written
instructions provided by the City Clerk.
ARTICLE 8—GENERAL CONSIDERATIONS
8.1 In the event any action is commenced to enforce or interpret any of the terms or
conditions of this Agreement the prevailing Party shall, in addition to any costs and other
relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the
use of in-house counsel by a Party.
8.2 Consultant shall not assign any of the Services, except with the prior written approval of
City and in strict compliance with the terms and conditions of this Agreement.
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8.3 Records, drawings, designs, cost estimates, electronic data files, databases and any other
documents developed by Consultant in connection with its performance of the Services,
and any copyright interest in such documents, shall become the property of City and shall
be delivered to City upon completion of the Services, or upon the request of City. Any
reuse of such documents, and any use of incomplete documents, shall be at City's sole
risk.
8.4 Consultant is for all purposes under this Agreement an independent contractor and shall
perform the Services as an independent contractor. Neither City nor its agents shall have
control over the conduct of Consultant or Consultant's employees, except as herein set
forth. Consultant shall supply all necessary tools and instrumentalities required to
perform the Services. Assigned personnel employed by Consultant are for its account
only, and in no event shall Consultant or personnel retained by it be deemed to have been
employed by City or engaged by City for the account of, or on behalf of City. Consultant
shall have no authority, express or implied, to act on behalf of City in any capacity
whatsoever as an agent, nor shall Consultant have any authority, express or implied, to
bind City to any obligation.
8.5 Unless earlier terminated as provided for below, this Agreement shall terminate upon
completion and acceptance of the Services by City. This Agreement may be terminated
by City, in its sole discretion,by providing not less than five(5) days prior written notice
to Consultant of City's intent to terminate. If this Agreement is terminated by City, an
adjustment to Consultant's compensation shall be made, but (1) no amount shall be
allowed for anticipated profit or unperformed Services, and (2) any payment due
Consultant at the time of termination may be adjusted to the extent of any additional costs
to City occasioned by any default by Consultant. Upon receipt of a termination notice,
Consultant shall immediately discontinue its provision of the Services and,within five (5)
days of the date of the termination notice, deliver or otherwise make available to City,
copies (in both hard copy and electronic form, where applicable) of project related data,
design calculations, drawings, specifications, reports, estimates, summaries and such
other information and materials as may have been accumulated by Consultant in
performing the Services. Consultant shall be compensated on a pro-rata basis for Services
completed up to the date of termination.
8.6 Consultant shall maintain books, ledgers, invoices, accounts and other records and
documents evidencing costs and expenses related to the Services for a period of three(3)
years, or for any longer period required by law, from the date of final payment to
Consultant pursuant to this Agreement. Such books shall be available at reasonable times
for examination by City at the office of Consultant.
8.7 This Agreement, including the Exhibits incorporated herein by reference, represents the
entire agreement and understanding between the Parties as to the matters contained
herein,and any prior negotiations, written proposals or verbal agreements relating to such
matters are superseded by this Agreement. Except as otherwise provided for herein, any
amendment to this Agreement shall be in writing, approved by City and signed by City
and Consultant.
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8.8 This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
8.9 If one or more of the sentences, clauses, paragraphs or sections contained in this
Agreement is declared invalid, void or unenforceable by a court of competent
jurisdiction, the same shall be deemed severable from the remainder of this Agreement
and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or
sections contained herein, unless to do so would deprive a Party of a material benefit of
its bargain under this Agreement.
IN WITNESS WHEREOF,duly authorized representatives of City and Consultant have signed
in confirmation of this Agreement.
CITY OF REDLANDS G4S SECURE SOLUTIONS
By: By:
Paul W.Foster,Mayor 'chard McDowell, General Manager
ATTEST:
Sam Irwi ,Ci Clerk
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EXHIBIT "A"
Scope of Services
In accordance with the Professional Services Agreement between the City of Redlands ("City")
and G4S Secure Solutions("Consultant"), Consultant shall:
1. Furnish City with professional, uniformed jail custodial personnel, 18 years of age and
older, licensed to legally operate a vehicle in California, to operate the custody facility
located at 1270 Park Avenue, Redlands, on a one (1) person schedule based on staffing
needs established by the City. Consultant shall fill any vacancies created by sickness,
vacations,required training, etc.Uniforms shall be furnished and uniform upkeep shall be
maintained by Consultant.
2. Furnish City with a copy of all background investigations performed on all personnel
assigned to fulfill this agreement. Background investigations shall include: 7 year
employer review and history revealing meaningful employment; high school diploma or
equivalent; drug screening test; reference check; fingerprint check; credit check;40 hours
of ConsuItant's professional training and a MMPI psychological test.
3. Furnish City with a copy of certificates or other documentation showing that personnel
assigned to fulfill this Agreement have successfully completed the following required
training, furnished at the Consultant's expense:
A. Custodial Officer's Training as required by the California Penal Code Section 831,
which includes eight hours of "court and temporary holding facility" training in
compliance with the California minimum jail standards, California Code of
Regulations, Title 15,section 1024; and
B. American Red Cross First Aid course, including CPR.
4. Comply with all Federal and State laws for the operation of jail facilities. Maintain a
thorough working knowledge of and comply with,Title 15 of the California Code of
Regulations. In addition, all contract personnel assigned to fulfill this Agreement shall be
required to read applicable chapters of the Redlands Police Department Policy Manual
pertaining to Title 15 and the Jail Procedure Manual.
5. Maintain a thorough working knowledge of, and comply with, all sections of the
Redlands Police Department Jail Procedure Manual pertaining to custodial duties and jail
operations. Each contract personnel assigned to fulfill this Agreement shall be required to
read applicable chapters of this manual in full. Consultant shall be provided with one
copy of the required manual.
6. Perforin duties under the guidelines established in the Redlands Police Department Policy
Manual and Jail Procedure Manual relating to the custody and transportation of prisoners,
including but not limited to:
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A. Transportation of prisoners from field locations to the jail facility.
B. Assume all responsibilities for the care and processing of prisoners that would
otherwise be relegated to the arresting or booking officers relating to prisoner
custody and housing.
C. Complete booking of prisoners;
D. Mandated inspections of the jail facility and persons detained therein.
E. Evaluate prisoners for criteria relating to:
1. Admittance to the jail facility;
II. Segregation of prisoners;
III. Need for medical attention;
IV. Feeding schedules and serving of meals;
F. Produce reports relating to incidents they witness or are involved in.
G. Notification of Police Department supervisors.
H. Booking of property into evidence.
1. Fingerprinting applicants and registrants.
J. Testifying in court and/or administrative hearings.
K. Accept bail/bonds and release prisoners.
L. Transportation of prisoners from the jail facility to other locations:
1. County Jail;
11. Ward-B;
III. Hospital;
IV. Other locations as determined by Police Department supervisory
personnel.
7. Comply with the lawful orders directed by any city employee having supervisorial
responsibilities over the lockup. The City assumes the risk and responsibility of G4S
employees in the event the City takes direct control or supervision of a G4S employee by
requiring the employee to perform contrary to this Agreement or to not perform the duties
as contemplated by this Agreement.
8. Comply with minimum pre-service training standards and requirements for all contract
personnel assigned to fulfill this Agreement. Training conducted by City shall include,
but is not limited to: CLETS/NCIC, Spillman Records Management and Booking system,
report writing, and City/ Department Customer Service Policy. Consultant shall make
contract personnel available, at Consultant's expense, in meeting this requirement.
9. Comply with in-service training standards and requirements for all contract personnel
assigned to fulfill this Agreement. Consultant shall make contract personnel available, at
Consultant's expense, in meeting this requirement.
10. Contract personnel are prohibited from carrying a firearm while on-duty with the City.
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The City Shall:
I. Furnish Consultant and contract personnel assigned to fulfill this Agreement with
one copy of the Redlands Police Department Policy Manual Jail Operation Chapter and
Jail Procedure Manual.
2. Furnish all contract personnel assigned to fulfill this Agreement the minimum training in
CLETS, as required by the Department of Justice. Training may be conducted one-on-
one or in a group format depending on training needs and number of personnel.
3. Approve, reject and/or dismiss contract personnel assigned to fulfill this Agreement. City
shall provide written notification to Consultant upon the rejection or dismissal of
contract personnel. City shall not reject or dismiss contract without cause, and shall not
discriminate on the basis of race, creed, color, religion, sex, physical handicap, ethnic
background or country of origin.
4. Supervise and direct contract personnel assigned to fulfill this Agreement. The City
assumes the risk and responsibility of G4S employees in the event the City takes direct
control or supervision of a G4S employee by requiring the employee to perform contrary
to this Agreement or to not perform the duties as contemplated by this Agreement. City,
at City's expense,retains the right to:
A. Fingerprint and photograph contract personnel;
B. Obtain criminal history records on assigned personnel;
C. Verify background information and assigned employee's driver's license status;
D. Discuss contractual agreement with other law enforcement agencies.
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EXHIBIT "B"
Project Schedule
Custody officers will be scheduled at the discretion of the Redlands Police Department,but will
generally be staffed for sixteen(16)hours per day each day of the year.
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EXHIBIT "C"
Rate Schedule
1. Regular,non-holiday,hours will be billed at the rate of$19.71 per hour.
2. Holiday hours wilI be billed at the rate of$27.59 per hour. G4S recognizes six holidays
per year.
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EXHIBIT "D"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of
the following ways:
(a) By being insured against liability to pay compensation by one or more insurers
duly authorized to write compensation insurance in this State.
(b) By securing from the Director of Industrial Relations, a certificate of consent to
self-insure, either as an individual employer, or as one employer in a group of
employers, which may be given upon furnishing proof satisfactory to the Director
of Industrial Relations of ability to self-insure and to pay any compensation that
may become due to his or her employees.
CHECK ONE
—>�I am aware of the provisions of Section 3700 of the Labor Code which requires every
employer to be insured against liability for Workers' Compensation or to undertake self-
insurance in accordance with the provisions of that Code, and I will comply with such provisions
before commencing the performance of the work and activities required or permitted under this
Agreement. (Labor Code §1861).
I affinn that at all times, in performing the work and activities required or permitted under
this Agreement, I shall not employ any person in any manner such that I become subject to the
workers' compensation laws of California. However, at any time, if I employ any person such
that I become subject to the workers' compensation laws of California, immediately I shall
provide the City with a certificate of consent to self-insure, or a certification of workers'
compensation insurance.
I certify under penalty of perjury under the laws of the State of California that the information
and representations made in this certificate are true and correct.
G4S Secure Sol s Date:
B
Richard cDowell
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