HomeMy WebLinkAboutContracts & Agreements_79-2023AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of professional security services ("Agreement") is made
and entered in this 16th day of May, 2023 ("Effective Date"), by and between the City of Redlands,
a municipal corporation ("City") and Assertive Security Services & Consulting Group, Inc., a
California corporation ("Contractor"). 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 CONTRACTOR
1.1 City hereby engages Contractor to perform professional security services for City (the
"Services").
1.2 The Services shall be performed by Contractor in a professional manner, and Contractor
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 Contractors in the industry providing like and similar types of Services.
ARTICLE 2 — SERVICES OF CONTRACTOR
2.1 The Services that Contractor shall perform are more particularly described in Exhibit "A,"
titled "Scope of Services," which is attached hereto and incorporated herein by this
reference.
2.2 Contractor shall comply with applicable federal, state and local laws and regulations in the
performance of this agreement including, but not limited to, any applicable State prevailing
wage laws.
ARTICLE 3 — RESPONSIBILITIES OF CITY
3.1 City shall make available to Contractor information in its possession that may reasonably
assist Contractor in performing the Services.
3.2 City designates Christopher Boatman, Assistant City Manager, 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.
ARTICLE 4 — PERFORMANCE OF SERVICES
4.1 Contractor shall perform and complete the Services in a prompt and diligent manner in
accordance with the schedule set forth in Exhibit "A," titled "Scope of Services," which is
attached hereto and incorporated herein by this reference.
4.2 The term of this Agreement shall be for a period of one (1) year from the Effective Date of
this Agreement (the "Initial Term").
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4.3 If Contractor's Services include deliverable electronic visual presentation materials, such
materials shall be delivered in a form, and made available to City, consistent with City
Council -adopted policy for the same. It shall be the obligation of Contractor to obtain a
copy of such policy from City staff.
ARTICLE 5 — PAYMENTS TO CONTRACTOR
5.1 The compensation for Contractor's performance of the Services shall be in the amount of
one hundred five thousand three hundred forty-three dollars and sixty-eight cents
($105,343.68). For the Initial Term, City shall pay Contractor on a time and materials basis
up to the not to not -to -exceed amount in accordance with the rates specified in Exhibit "B,"
titled "Price and Fee Bid," which is attached hereto and incorporated herein by reference.
5.2 Contractor shall submit monthly invoices to City describing the Services performed during
the preceding month. Contractor'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. City shall pay Contractor no later than thirty (30) days after receipt and approval
by City of Contractor'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 or electronic mail transmission (including PDF), 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
City Clerk
City of Redlands
35 Cajon Street
P.O. Box 3005 (mailing)
Redlands, CA 92373
jdonaldson@cityofredlands.org
(909) 798-7531
CONTRACTOR
Maryam Ayam, President/CEO
Assertive Security Services & Consulting
Group, Inc.
20525 Nordoff Street #116
Chatsworth, CA 91311
maryam@assertivenow.com
(855) 482-7355
ARTICLE 6 — INSURANCE AND INDEMNIFICATION
6.1 The following insurance coverage required by this Agreement shall be maintained by
Contractor for the duration of its performance of the Services. Contractor shall not perform
any Services unless and until the required insurance listed below is obtained by Contractor.
Contractor 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.
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A. 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 Contractor is self -insured or exempt from the workers' compensation laws of
the State of California. Contractor shall execute and provide City with Exhibit "C,"
titled "Workers' Compensation Insurance Certification," which is attached hereto and
incorporated herein by this reference, prior to performance of the Services.
B. Comprehensive General Liability insurance with carriers acceptable to City in the
minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million
Dollars ($2,000,000) 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.
C. Business Auto Liability coverage, with minimum limits of One Million Dollars
($1,000,000) per occurrence, combined single limit bodily injury liability and property
damage liability. This coverage shall include all Contractor owned vehicles used in
connection with Contractor'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.
6.2 Contractor shall defend, indemnify, and hold harmless City and its elected and appointed
officials, employees, and agents from and against any and all claims, losses, and liability,
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, Contractor,
or its officers, employees, and agents in perfoiming the Services.
ARTICLE 7 — CONFLICTS OF INTEREST
7.1 Contractor 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 Contractor's Services. Contractor further covenants and represents that
in the performance of its duties hereunder, no person having any such interest shall perfoum
any Services under this Agreement.
7.2 Contractor agrees it is not a designated employee within the meaning of the Political
Reform Act because Contractor:
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 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;
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(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 Contractor must disclose its financial interests, Contractor
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 Contractor 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. Any
assignment or attempted assignment without such prior written consent may, in the sole
discretion of City, results in City's immediate termination of this Agreement.
8.3 Contractor is for all purposes under this Agreement an independent contractor and shall
perform the Services as an independent contractor. Neither City nor any of its agents shall
have control over the conduct of Contractor or Contractor's employees, except as herein
set forth. Contractor shall supply all necessary tools and instrumentalities required to
perform the Services. Assigned personnel employed by Contractor are for its account only,
and in no event shall Contractor 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. Contractor
shall have no authority, express or implied, to act on behalf of City in any capacity
whatsoever as an agent, nor shall Contractor have any authority, express or implied, to bind
City to any obligation.
8.4 This Agreement may be terminated by City, in its sole discretion, by providing not less
than ten (10) days prior written notice to Contractor of City's intent to terminate. If this
Agreement is terminated by City, an adjustment to Contractor's compensation shall be
made, but (1) no amount shall be allowed for anticipated profit or unperformed Services,
and (2) any payment due Contractor at the time of termination may be adjusted to the extent
of any additional costs to City occasioned by any default by Contractor. Upon receipt of a
termination notice, Contractor 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, drawings, specifications, reports, summaries and such other
information and materials as may have been accumulated by Contractor in performing the
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Services. Contractor shall be compensated on a pro-rata basis for Services completed up to
the date of termination.
8.5 Contractor 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 Contractor
pursuant to this Agreement. Such books shall be available atreasonable times for
examination by City at the office of Contractor.
8.6 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 Contractor.
8.7 This Agreement shall be governed by and construed in accordance with the laws of the
State of California, without regard to its conflicts of laws provisions. The Parties agree that
all actions or proceedings arising in connection with this Agreement shall be tried and
litigated only in the state courts located in San Bernardino County, California, and the
federal courts located in Riverside County, California.
8.8 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 Contractor have
signed in confirmation of this Agreement.
CITY OF RED NDS
ddie Tejeda, May
ATTEST:
e Donaldson, City Clerk
ASSERTIVE SECURITY SERVICES &
CONSULTING GROUP, INC.
By:
Maryam Ayam, President/CEO
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EXHIBIT "A"
SCOPE OF SERVICES
The Scope of Services will consist of Contractor traveling between the California Street Landfill
(2151 Nevada St.) and the Wastewater Treatment Facility (1950 Nevada St.) (collectively the
"Subject Locations") and performing the following:
• Days of Service: Seven (7) days/week from 7:00 p.m. to 05:30 a.m. including holidays.
• Recognize and respond to security threats or breaches at the Subject Locations.
• Immediately contact Redlands Police Department (contact information set forth below) if
any security or emergencies occur at the Subject Locations.
• Patrol assigned territory to protect and guard properties at the Subject Locations.
• Provide all necessary equipment to perform security services of the highest quality.
• Prevent trespass, damage, or theft of property and equipment at the Subject Locations by
implementing proper security procedures.
• Make continuous rounds and inspections of the Subject Locations to ensure that all gates,
doors, and windows are properly closed and secured. Maintain a visible presence at the
Subject Locations.
• At all times, while onsite and working, unarmed security guards are to be in unifoini and
drive vehicles clearly identified as a "security" vehicle.
ADDITIONAL PROVISIONS
CONTACT INFORMATION
Police Emergency:
Police Non -Emergency Dispatch:
Police Non -Emergency:
Fire Non -Emergency Dispatch:
LABOR
911
(909) 798-7681 ext.1
(909) 798-7681
(909) 798-7600
Contractor shall furnish all labor in the perfoiinance of this Agreement and establish and maintain
an accurate timekeeping and payroll system to ensure that its personnel are paid in accordance with
this Agreement. Contractor is required to maintain insurance as outlined in this Agreement.
Contractor is responsible for paying its employees all earned wages, salary, shift pay, taxes,
overtime, and benefits pursuant to state and federal law. Contractor shall maintain accurate
records of the hours worked and timesheets for each employee shall be submitted with the proper
invoice. Contractor employees shall be paid in full for hours worked at the end of the pay period.
Contractor shall maintain adequate staff to assure that all posts are covered according to the post
assignments. No post shall ever go dark due to lack of manpower.
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Contractor's employees shall not reproduce, transmit or remove records, files, documents, or
drawings related to the City's business without the written consent of the City.
Contractor's employees shall meet high standards of appearance and demeanor, and shall at all
times treat employees of the City with the utmost courtesy and respect.
As set forth herein, Contractor shall ensure that all logs, incidents, and daily reports shall be
submitted to the City. Contractor shall notify the City of hazards, safety violations, or other
conditions that pose an unsafe condition at the Subject Locations.
The City may request additional security services for the protection of a specific location,
equipment, material, or person outside the Subject Locations with an amendment to this
Agreement.
As set forth herein, Contractor will ensure that all personnel are properly trained for the scope of
work they are assigned, as well as the equipment they will be utilizing. Documentation of all
training shall be on file with the City prior to Effective Date of this Agreement. Personnel
missing training documentation shall not be permitted to perform the services under this
Agreement. Contractor will establish and maintain, for the duration of this Agreement, all
required basic and annual training programs.
Contractor shall ensure that all personnel are aware of federal, state, and municipal laws
governing or potentially involving security officers assigned to the City. Officers shall be required
to understand laws relative to questioning, detaining, search and arrest. Officers should be trained
in Avoiding Sexual Harassment, Workplace Violence Awareness, and Basic Hazardous Materials
Awareness.
REPORTS
Daily Activity Report: This daily report shall be completed by each security officer showing a
summary of incidents for the reporting period. This report shall provide a summary of hours of
service number and rank of personnel involved in providing that service, critical incidents,
problem areas, and any other information that would clearly identify the quality of service
provided by Contractor.
Security Notice or Courtesy Report: This report is to be used by all Contractor personnel to
advise the City of potential security concerns. This form is integral to security operations as a
way of keeping the City informed of these areas.
Incident Report: This report shall provide a summary and information, including photographs
when necessary, of actual events/incidents that may occur. These reports will be submitted on an
as -needed basis.
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RECRUITMENT AND SELECTION
Contractor shall maintain manpower levels capable of meeting the call-back requirements without
regard to riot, war, the enactment, issuance, or operation of any municipal, county, state, or federal
law, ordinance or executive, administrative or judicial regulation, order, or decree, or any local or
national emergency, or any other similar cause outside of the control of Contractor.
Contractor shall be responsible for maintaining satisfactory standards of employee competency,
conduct, appearance, integrity, and shall be responsible for taking disciplinary action with respect
to its employees.
The City reserves the right to refuse the assignment of any Contractor employee it determines
will create a liability for the City.
CONTRACTOR PERSONNEL SELECTION REQUIREMENTS
Contractor personnel shall meet the following minimum requirements before being assigned to
the CITY:
a) Possess a valid hard guard registration issued by the State of California. A temporary card
is not acceptable.
b) Proof of IRCA eligibility, e.g., Social Security card and immigration documentation.
c) Acceptable comprehensive background check relative to criminal history, including
felonies, misdemeanor convictions for drugs and alcohol, convictions for violence or
hate -related crimes, reckless driving, or driving while under the influence of alcohol or
drugs, and driving record check, and drug screening.
d) Posses a valid California Motor Vehicle Operators License.
e) One (1) year of experience in security, customer service, loss control, emergency
services, public safety, military service, or other related fields.
f) Posses valid First Aid and CPR certifications.
g) Have a high school diploma or equivalent.
TRAINING
Basic Training
Contractor shall, within 30 days following the award of this Agreement, certify to the City as to
the satisfactory completion of Basic Training of each of its employees assigned to the City. Basic
training shall be completed by the Contractor prior to assignment. Required training for all
security officers shall include the following:
a) Orientation: To include the Contractor's Security Program, organisational protocols,
public relations, depot anent and appearance, reporting and note taking, hazardous
materials orientation, review of duties and responsibilities, emergency response
overview, and incident reporting and investigation.
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b) Access Control and CCTV Systems (as made available by the City): Proper methods of
identifying and verifying employees and visitors.
c) Reporting: Types of reports used by the Contactor, where these reports are sent and why
they are necessary.
d) Legal powers and limitation: California Penal Code, use of force, search and seizure,
arrest powers. Observation and Patrol: Patrol procedures, crime prevention principles,
inspections, and liaison with law enforcement officials.
e) Emergency Response: Bomb, contamination, and terrorist threats, fire safety and
evacuation, procedures during earthquakes, and medical emergencies.
f) Communications Systems: The Contractor and allied radio systems, the Contractor
telephone system, and telephone etiquette.
g) Traffic Control and Parking: Access control for vehicles, vehicle identification, and on -site
parking control.
h) Report Writing: Basic report writing techniques.
i) Plus additional training, as required.
UNIFORMS/EQUIPMENT/VEHICLES
Contractor shall be responsible for providing all equipment, uniforms, and transportation in
performance of this Agreement. Contractor shall supply each security officer with complete
uniforms at no cost to Contractor employee. Contractor personnel shall wear the security badge of
the firm for whom they work, along with a nameplate. Dress uniforms shall be of a color and style
that easily distinguishes the security officers from any police personnel and must be approved by
the City.
Contractor will monitor the cleanliness and serviceability of officer uniforms.
Contractor shall provide a vehicle (i.e. bicycle, golf cart, automobile, etc.) for mobility throughout
the Subject Locations.
a) Equipment: Contractor shall provide the necessary equipment such as flashlights,
clipboards, reflective vests, hand-held radios/cellular phones, and other equipment
as approved by the City.
b) Firearms: Contractor personnel assigned to this Agreement are not authorized to
carry or have firearms in their possession.
All vehicles, radios, and other required equipment shall be maintained in good working
order throughout the length of the contract and shall be replaced when it is deemed
necessary by the City.
COMPENSATION AND BENEFITS
Contractor shall be required to pay all wages, salary, shift pay, taxes, and benefits pursuant to
state and federal law. Contractor shall maintain accurate records of the hours worked and
timesheets for each employee shall be submitted with the proper invoice. Contractor employees
shall be paid in full for hours worked at the end of the pay period.
All overtime shall have prior approval from the CITY before assigning overtime hours.
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LAWS
Contractor shall comply with and shall cause all its agents and employees to observe and apply
all applicable laws, ordinances, regulations, orders, and decrees in effect or which may become
effective during the term of the agreement.
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EXHIBIT "B"
PRICE AND FEE BID
Location
Days
Hours
Weekly Lump Sum
Weeks in 1 year
Total Price
California Street Landfill
Monday- Sunday
7:00 pm to 05:30 am
$ 1,012.92
52
$ 52,671.84
Wastewater Treatment
Facility
Monday- Sunday
7:00 pm to 05:30 am
$ 1,012.92
52
$ 52,671.84
Total
$ 105,343.68
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EXHIBIT "C"
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 affirm 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.
ASSERTIVE SECURITY SERVICES & CONSULTING GROUP, INC.
By:
Maryam Ayam, President/CEO
Date: 0£f61 /ao-A3
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