Biohazardous_Cleanup.pdf

CITY OF SANTA MONICA

BIOHAZARDOUS CLEANUP

INVITATION TO BID

Police Department

RELEASE DATE: February 27, 2025

DEADLINE FOR QUESTIONS: March 5, 2025

RESPONSE DEADLINE: March 14, 2025, 3:00 pm

APPROVED FOR ADVERTISEMENT

CITY CONTACT:

Jamie Rodriguez

City of Santa Monica

Invitation To Bid

Biohazardous Cleanup

Table of Contents

1. Introduction

2. Request for Quotation

3. Instructions to Bidders

4. Bid Specification/Scope of Work

5. General Information

6. Terms and Conditions

7. Insurance Requirements

8. Non-Discrimination Policy

9. Oaks Initiative

10. Certification Regarding Debarment

11. Vendor Submission

12. Pricing Proposal

13. Evaluation Phases

Request for Proposals

Biohazardous Cleanup

1 Introduction

1.1 Summary

Vendor to provide biohazard cleaning and removal services as requested by the Santa Monica Police Department.

1.2 Contact Information

Kellee Mac Donald Sr. Buyer 1685 Main St. Mail Stop #9 Santa Monica, CA 90401 Email: kellee.macdonald@santamonica.gov Phone: (310) 458-8797

Department:

Police Department

Department Head:

Ramon Batista Chief of Police

1.3 Timeline

Release Project Date February 27, 2025

Question Submission Deadline March 5, 2025, 3:00pm

Question Response Deadline March 10, 2025, 3:00pm

Bid Submission Deadline March 14, 2025, 3:00pm mailto:kellee.macdonald@santamonica.gov tel:(310)458-8797

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Biohazardous Cleanup

2 Request for Quotation

CITY OF SANTA MONICA IS NOW ONLY ACCEPTING ELECTRONIC BID SUBMITTALS

2.1 Notice

Notice is hereby given that electronic proposals of Bid No.12600076 shall be received to Biohazardous Cleanup, per the attached terms, conditions and specifications. Bids will be electronically opened by the Procurement Office at 3:00 pm (Pacific Time) on Friday, March 14, 2025 viewable on the City's e-Procurement Portal, OpenGov.

2.2 Vendor Queries Due

Questions must be submitted online in the “Q&A” tab. The City will only accept or respond to questions submitted through the online vendor portal. Questions regarding this bid are due Wednesday, March 5, 2025 no later than 3:00 pm Pacific Time.

One question per submittal. (This does not mean one question per vendor.) Submittals containing multiple questions will not be answered.

2.3 Addendum Posted Online

Responses to inquiries received will be posted online by Monday, March 10, 2025, 3:00 pm Pacific Time.

2.4 Bid Package

Bid packages containing all forms, specifications, terms and conditions may be obtained on the City's e-Procurement Portal.

All documents must be downloaded via the OpenGov links.

2.5 Electronic Submissions

Submissions will only be accepted through the City's e-Procurement Portal, OpenGov. They must be received by the specified date and bid opening time.

2.6 Contractor's License

Bidders must possess a valid TBD California contractor’s license at the time the bid is submitted or be otherwise deemed qualified to perform the work specified. Bids submitted using the license name and number of a subcontractor or other person who is not a principal partner or owner of the company making this bid, will be rejected as being non-responsive.

https://procurement.opengov.com/portal/santa-monica-ca https://secure.procurenow.com/portal/santa-monica-ca https://secure.procurenow.com/portal/santa-monica-ca https://procurement.opengov.com/portal/santa-monica-ca

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2.7 Americans with Disabilities Act (ADA) Requirements

If this Request for Quote contemplates the provision of services to the public, bidder shall, in addition to any other requirements under ADA, comply with the Title II requirements of the ADA regarding the accessibility of City services and programs, as an explicit requirement. Bidder assures that, at all times during the performance of any resulting contractual services agreement, no qualified individual with a disability shall, by reason of that disability, be excluded from participation in, or be denied benefits of, services, programs, or activities performed by vendor for the benefit of the City.

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3 Instructions to Bidders

3.1 Bid Award

The City reserves the right to award the bid to separate bidders on any of the items as provided in and set forth in the bidder’s proposal form furnished by the City. It is further understood that if the bidder to whom any award is made fails to enter into a contract with the City, award may be made to the next best bidder, who shall be bound to perform as if she, he or it received the award in the first instance.

3.2 Best Bidder

The award, if any, will be made to the best bidder(s). In evaluating whether a bidder(s) is (are) the best bidder(s) pursuant to the Santa Monica Municipal Code, City may utilize some or all of the following criteria:

(1) Price.

(2) The quality of the material or services offered.

(3) The ability, capacity, and skill of the bidder(s) to perform the contract or provide the materials or services.

(4) The capacity of the bidder(s) to perform the contract or provide the service promptly, within the time specified, and without delay or interference.

(5) The sufficiency of the bidder’s financial resources.

(6) The character, integrity, reputation, judgment, training, experience, and efficiency of the bidder.

(7) The ability of the bidder(s) to provide such future maintenance or service as may be needed.

(8) Any other factor which will further the intent set forth in Section 608 of the City Charter.

The City of Santa Monica (the “City”) shall have absolute discretion in determining the applicability and weight or relative weight of some or all of the criteria listed above and is not required to select the lowest monetary bidder.

3.3 Bid Forms

Bids must be submitted on forms supplied by the City of Santa Monica and in accordance with the specifications, terms and conditions contained therein. Bid packages containing all forms, specifications, terms and conditions may be obtained on the City's e-Procurement Portal.

The website for this Notice of Inviting Bids and related documents is OpenGov.

. All project correspondence will be posted on the website. It is the responsibility of Bidders to check the website regularly for information updates and Bid clarifications, as well as any addenda. There is no charge for bid package and specifications.

All documents must be downloaded via the OpenGov links.

https://secure.procurenow.com/portal/santa-monica-ca

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3.4 Electronic Submissions

Electornic submissions shall only be accepted through the City's e-Procurement Portal and must be submitted no later than Friday, March 14, 2025, 3:00 pm. For instruction on how to submit an electronic bid please refer to the section titled Vendor Submission.

3.5 Bid Results/Recommended Award

A tabulation of bids received and recommended award will be posted on the City's e- Procurement Portal.

3.6 Bid Withdrawal

Bids submitted may be withdrawn through the City's e-Procurement Portal.before the hour set for the opening. After that time, no bidder may withdraw a bid for a period of ninety (90) days from the date of opening. A successful bidder may not withdraw his, her or its bid at any time.

3.7 Informed Bidder

Before submitting bids, bidders shall fully inform themselves as to the conditions, requirements and specifications of the work or materials specified. Failure to do so will be at bidders’ own risk.

Bidders cannot secure relief on the plea of error or mistake.

3.8 Late Bids

It is the bidder's responsibility to ensure that any bid submitted shall have sufficient time to be uploaded into the City's e-Procurement Portal prior to bid opening time. They must be received by the specified date and bid opening time. Late bids will not be accepted.

3.9 No Bid

If unable to bid, please select the "No Bid" option button in OpenGov and provide a brief reason.

3.10 Number of Responses

Bidders may submit multiple bids, if desired. The City is not recommending or suggesting that bidders submit multiple bids. The City is merely stating an available option. If a bidder chooses to submit multiple bids, each must be entirely separate from the others. The City will not collate, merge, or otherwise manipulate the bidder’s bids.

3.11 Oral Changes

Any material changes and addenda will be issued in writing. Do not rely upon oral explanations on the meaning of the specifications or interpretations of the terms.

https://secure.procurenow.com/portal/santa-monica-ca https://secure.procurenow.com/portal/santa-monica-ca/projects/150312/document?section=1361952 https://secure.procurenow.com/portal/santa-monica-ca https://secure.procurenow.com/portal/santa-monica-ca https://secure.procurenow.com/portal/santa-monica-ca

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3.12 Successful Bidder Required Documents

The following documents will only be required from successful bidder:

• Business License (if applicable)

• Payment Bond (if the award amount is >$25,000)

• Certificate of Insurance identifying the specific project or job and naming the City of Santa Monica as additional insured.

3.13 Protest Deadline

All parties wishing to file a protest shall comply with the procedures set forth in Santa Monica Municipal Code section 2.24.105 found here. Bidder may file a written protest with the Director of Finance (mailto:Purchasing.Mailbox@SMGOV.NET) no more than seven calendar days following the posting of award recommendation on the City’s e-Procurement Portal

3.14 Receiving Time

The submit time and date will be the governing time for acceptability of bids. Bids will not be accepted by telephone, email or facsimile machine. They must be received by the specified date and bid opening time.

3.15 Exceptions to Terms and Conditions

Bidders must submit any requested exceptions to the City of Santa Monica’s Terms and Conditions and/or Contractual Services Agreement during the question period. The City may, in it’s sole discretion, elect to allow for exceptions to the standard terms and conditions and/or Contractual Services Agreement through an addendum to this Bid. Any exceptions requested after the bid question period will not be considered.

https://ecode360.com/42719368 http://mailto:Purchasing.Mailbox@SMGOV.NET http://mailto:Purchasing.Mailbox@SMGOV.NET

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4 Bid Specification/Scope of Work

Bidders shall review any plans/specifications prior to submitting a bid AND report any errors and omissions to Purchasing at least three (3) business days prior to due date.

4.1 Scope of Work

Cleaning of Vehicles, Jail Cells, and other Law Enforcement Facilities.

Including but not limited to: Blood, Pathogen, Vomit, and Urine Remediation

Biohazard Removal

Decontamination & Disinfection

Deep Cleaning & Decontamination

Odor Removal & Property Restoration

4.2 Vendor Requirements

Vendor is required to respond to location within 24 hours.

Vendor is required to provide services 24 hours a day 7 days a week.

Vendor is required to provide all personal protective equipment needed to complete the service required.

Vendor is required to have a minimum of 5 years experience in providing services for law enforcement.

Vendor must submit Safety Data Sheets to be approved by the City's Office of Sustainability.

Bids from brokers, agents, or 3rd-party vendors will not be accepted.

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Biohazardous Cleanup

5 General Information

5.1 Compliance or Deviation to Specifications

It is understood that the material, equipment or service offered by the bidder will meet all requirements of the specifications in this Notice Inviting Bids, unless deviations therefrom are clearly indicated in the pages of this Notice Inviting Bids, or in an attachment entitled “Exceptions to Specifications”submitted and signed by bidder or bidder’s authorized representative. In order for the bid to be considered, bidder shall include an explanation for each item to which an exception is taken, giving in detail the extent of the exception and the reason for such exception.

Although submittal of a brochure or other manufacturer literature is desirable as additional information, submittal of a brochure or other manufacturer literature as substitution for the compliance/deviation information described above shall not be deemed to be in compliance with this requirement, and may be grounds for rejection of a bid. Bidder shall submit with his, her or its bid full descriptive data, including make and model specifications, general drawings (if applicable), brochures and any other information on the material specified herein.

5.2 Determination of Substitutions

The City reserves the right to determine as to whether any substitutions or deviations are within the intent of the bid specifications and will reasonably meet the service requirements of the City.

Furnishing catalog sheets with technical data will not be accepted as proper notice of a substitution or a deviation from the specifications.

If the specification allows for “approved equal”, bidder must provide all information with their bid in order for the City to determine if the product offered is an equal to the brand specified and/or meets the technical specifications. The City reserves the right to determine whether the substitution is equal to the brand specified or the stated technical specifications. The decision of the City regarding equality shall be final.

5.3 Delivery Time

Delivery time will be a factor in award of bid, where a maximum time for delivery is stipulated herein. Delivery time must be shown on the Bid Proposal.

5.4 Escalation & De-Escalation of Bid Price

During the life of a contract awarded pursuant to this Notice Inviting Bids, including any extensions thereof, there may be a general published manufacturer’s price change OR a general market change, as evidenced by prices paid by other governmental entities or private organizations, in either the cost of materials or labor of the product or service specified herein.

Within thirty (30) calendar days of a DECREASE in price, a successful bidder shall have an AFFIRMATIVE DUTY to (1) notify the City of market, manufacturer or laborer decreases in

Request for Proposals

Biohazardous Cleanup prices; and (2) to extend the full decrease to the City. Failure of a successful bidder to notify the City and/or extend such decrease(s) may be considered a breach of contract.

In event of an INCREASE in price, the City may allow, upon presentation of suitable proof and thirty (30) calendar days’ advanced written notice, an increase over bid price. Increases will apply only to products or services affected by an increase in raw material, labor, or other like cost factors. No increase will be allowed earlier than sixty (60) calendar days from date of contract award, including thirty (30) calendar days’ advanced written notice.

5.5 Manufacturer's Warranty

Bids shall be accompanied by a copy or description of the manufacturer’s warranty for the item(s) proposed. The description shall include the length and scope of the warranty, and will be evaluated as a factor in award of bid.

5.6 Measurements

It is the responsibility of the bidder to make all measurements to determine contractor’s bid price. The City will not be responsible for determining the quantities of materials necessary to complete the work specified in this Notice Inviting Bids.

5.7 New and Unused

Unless specifically provided to the contrary, all items and material specified are new and unused and have the current production year. Bids which are received for other than the current production year, or for items and materials which have been previously used, will be rejected.

5.8 Rejection of Work

Bidder agrees that the City has the right to make all final determinations as to whether the work contemplated under this Notice Inviting Bids has been satisfactorily completed.

5.9 Santa Monica Name

Successful bidder is specifically denied the right of using in any form or medium the name of the City of Santa Monica for public advertising unless express permission is granted by the City.

5.10 Vendor Warranty

Any successful bidder shall fully warrant all materials, equipment, including, without limitation, any optional equipment purchased by the City under the terms of this Notice Inviting Bids, against poor and inferior quality equipment and materials, for a period of not less than one (1) year from date of the final acceptance by the City.

While under warranty, any successful bidder shall repair or replace inoperable equipment or material in a timely manner so as to minimize the possible disruption of City operations resulting from said inoperable equipment or material.

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5.11 Business License Number

If the successful bidder is required to possess a City of Santa Monica Business License, the successful bidder must obtain the business license prior to performing any work or services, and the City may delay payment of any sums due until such license has been obtained.

5.12 California Sales Tax

The City will pay all applicable taxes.

5.13 Federal Excise Tax

The City is exempt from Federal Excise Tax and an exemption certificate if necessary will be furnished to the successful bidder(s).

5.14 Rights Reserved

The City further reserves the right to reject any or all bids, to waive any informality or irregularity in any bid or the bidding procedure, and to delete any items of work in the award of contract.

5.15 Bid Award

The City reserves the right to increase or decrease the quantity of any item or omit items as may be deemed necessary or to delete any items of work in the award of contract, and the same shall in no way affect or make void the contract, except that appropriate additions or deductions from the contract total price will be made at the stipulated unit price.

5.16 Payment Terms

Goods and/or services are paid within thirty (30) days of delivery and receipt of an appropriate invoice.

5.17 Pricing

Pricing must be submitted through the City's e-Procurement Portal. The City will not accept pricing submitted by any other means.

5.18 Renewal Options

The City desires the right and option to extend any contract hereunder for four additional one-year renewal periods from date of expiration at the same price, terms and conditions.

5.19 Bid Acceptance Period

Unless otherwise specified in this Request for Quotation, prices are firm for a period of ninety

(90) days from the bid opening date.

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5.20 Bidder Agreement

By submitting a signed bid, bidder shall have acknowledged and agreed to all the terms and conditions set forth in all documents which make up this Request for Quotation.

5.21 Bid Award Criteria

Bids are awarded based on the best bidder and may be contingent upon City Council approval.

Bids are evaluated based on pricing, availability, experience, and references.

5.22 Correction of Errors or Discrepancies

The following rules shall apply to the correction of errors or discrepancies in bids:

A. In the event a discrepancy in a bid is discovered prior to the award of the contract, the following rules shall apply to the correction of the discrepancy:

1. In the case of a discrepancy between a unit price and an extended price, the unit price shall prevail and the extended price shall be corrected accordingly.

2. If the total bid price does not equal the sum of the extended prices, the extended prices shall prevail and the total bid price shall be adjusted accordingly.

3. Discrepancies between the unit price and the extended price shall be corrected prior to corrections or adjustments between the extended prices and the total bid price.

4. If the extended prices or the total bid price are adjusted according to these rules, the adjusted total bid price shall prevail over the written or numeric total bid price stated in the bid.

5. In the case of a discrepancy between the numerical bid price and the written bid price, the price that conforms to an accurate sum of the extended prices shall prevail.

6. If the total bid price of any bid is adjusted, the adjusted total bid price shall be used to determine the lowest bid.

B. If no discrepancies are discovered prior to the award of the contract, the contract shall be awarded on the basis of the total bid stated in writing.

5.23 F.O.B. Point & Shipping Charges

All prices shall be quoted F.O.B. destination, Santa Monica, California and all shipping; handling and freight charges shall be shown separately on the Bid Proposal.

5.24 Notice to Proceed

The issuance of a Purchase Order will act as a notice to proceed. Vendor is advised not to perform work or provide materials without first obtaining a Purchase Order. The City will not allow payment for any work performed or goods delivered prior to the execution date of the contract or issue date of the Purchase Order.

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5.25 Rights Reserved

The City reserves the right to award the bid to separate bidders on any of the items as provided in and set forth in the bidder’s proposal. It is further understood that if the bidder to whom any award is made fails to enter into a contract, award may be made to the next best bidder, who shall be bound to perform as if she, he or it received the award in the first instance.

Each bidder may bid on any or all of the above listed items, or any combination of such items, and the City reserves the right to award on the best bid as to each item whether such bid be by the same bidder or different bidders. The City of Santa Monica reserves the right to reject any and all bids and to waive all minor irregularities.

5.26 Fair Employment and Housing Act

Bidder agrees in accordance with California Labor Code sections 1735 and 1777.6, and the California Fair Employment and Housing Act, California Government Code sections 12900 et seq. that in the hiring of common or skilled labor for the performance of any work contemplated under this Request for Quote, no contractor, material supplier or vendor shall, by reason of age (over 40), ancestry, color, mental or physical disability, sex, gender identity and expression, marital status, medical condition (cancer or genetic characteristics), national origin, race, religious belief, or sexual orientation, discriminate against any person who is qualified and available to perform the work to which such employment relates. Bidder further agrees to be in compliance with the City of Santa Monica’s Non-Discriminatory Policy.

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6 Terms and Conditions

6.1 Adherence to All Local, State, and Federal Laws

Contractor must comply with all laws of the State of California and the United States, and all ordinances, rules and regulations enacted or issued by City.

6.2 Cancellation and Termination

The City reserves the right to cancel any portion of this Purchase at any time prior to the delivery of Goods. The City has the option, at its sole discretion and without cause, of terminating this Purchase by giving ten days’ written notice to Vendor.

6.3 Changes

The City has the right, by written notice, to change the quantity or specifications of the Goods ordered and the terms of, shipment or packaging of Goods.

6.4 Delivery & Completion Date

The Goods must be shipped and must arrive at the destination specified on the Purchase Order as “Ship/Bill To” by or before the request date specified therein (“Required Delivery Date”).

Work must be completed by the date specified.

6.5 Delivery Risk of Loss

All orders will be F.O.B. destination if not otherwise specified. Risk of loss or damage to the Goods shall remain with the Vendor until the Goods have been delivered to and accepted by the City. The City may reject any Goods that do not conform to the terms and conditions of the Bid Documents. Any Goods rejected may be returned to the Vendor at the Vendor’s risk and expense.

6.6 Discounts

The date used as the basis for discount calculation shall be computed from the date of receipt of invoice or Goods, whichever is later.

6.7 Discrimination

The Vendor may not discriminate in the provision of services hereunder because of race, color, religion, national origin, ancestry, sex, age, sexual orientation, marital status, AIDS or disability and must comply fully with City’s nondiscrimination policy as set forth in the City’s Bid Documents.

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6.8 Governing Law; Jurisdiction

This Purchase shall be construed in accordance with and governed by the laws of the State of California. The purchase of Goods shall take place in Santa Monica, California.

6.9 Indemnity

The Vendor assumes all responsibility for, and agrees to undertake, to protect, indemnify, defend and hold harmless the City, from any and all liabilities, losses, claims, suits, judgments and causes of action for damage to property and injuries to persons, including death, and from any cost and expense, including recall expenses and attorney fees, arising out of or related to (i) Vendor’s negligence; (ii) allegations that the Goods are defective in manufacture or design; and

(iii) any patent related to the Goods.

6.10 Integration; Amendment

This Purchase represents the entire understanding of the City and the Vendor as to those matters contained herein. No prior oral or written understanding will be of any force or effect with respect to the terms of this Order. The Order may not be modified except in writing through an amended Order.

6.11 Invoices

An invoice must be mailed to the City at the address specified in the Request for Quotation as “Ship/Bill To” no later than the 5th day after shipment is made. Individual invoices must be issued for each shipment against each Purchase. Invoices must contain the description of Goods, unit price, quantities billed, extended totals, and applicable taxes.

6.12 Nontransferability

The Vendor may not transfer or assign the PURCHASE ORDER, without the prior written approval of the Purchasing Agent, which may be withheld in his/her sole discretion.

6.13 Packing and Shipping

All deliveries must be shipped F.O.B. destination. Deliveries must be made as specified, without charge, for boxing, crating or storage unless otherwise specified. Shipments for two or more destinations when so directed by the City will be shipped in separate boxes or containers for each destination, at no charge.

6.14 Purchase of Goods and Services

The City agrees to purchase from Vendor, and Vendor agrees to sell to the City the goods (“Goods”), and Vendor agrees to provide the services (“Services”)set forth in; (i) the City’s written solicitation of bids (“City’s Bid Documents”); and (ii) Vendor’s Bid in response thereto (“Vendor’s Bid”). The Goods shall be in compliance with all of the standards and specifications

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Biohazardous Cleanup set forth in the Bid Documents, and the Services shall be provided in a manner consistent with that level of care and skill ordinarily exercised by members in the same profession, practicing in the same locality under similar conditions. In the event of any conflict, the order of precedence shall be as follows: (i) the City’s Bid Documents; and (ii) Vendor’s Bid. There shall be no substitution

6.15 Waiver

A waiver of any breach of this Purchase may not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition of this Purchase

6.16 Warranty

The Vendor warrants that all Goods will conform to applicable specifications, drawings, description, and samples, and will be merchantable, of good workmanship in material, and free from defect. Unless manufactured pursuant to detailed design furnished by the City, the Vendor assumes design responsibility and warrants the Goods to be free from design defect and suitable for the purposes intended by the City, and that such Goods shall conform to applicable specifications. The Vendor’s warranties, together with its service guarantees, must run to the City and its customers or users of the Goods and must not be deemed exclusive. The City’s inspection, approval, acceptance, use of, and payment for all or any part of the Goods must in no way affect its warranty rights whether or not a breach of warranty had become evident in time.

6.17 Cooperation Between Contractors

When separate contracts are let within the limits of any one project, each contractor shall conduct his, her or its work so as not to interfere with or hinder the progress or completion of the work being performed by other contractors. Contractors working on the same project shall cooperate with each other. Each contractor involved shall assume all liability, financial or otherwise, in connection with his, her or its contract and shall protect and save harmless the City from any and all damages or claims that may arise because of inconvenience, delays, or loss experienced by him or her.

6.18 Damage

Contractor shall be held responsible for any breakage, loss of City’s equipment or supplies through negligence of the contractor or his, her or its employee while working on the City’s premises. Contractor shall be responsible for restoring/replacing any equipment, facilities, etc.

so damaged. Contractor shall immediately report to the City any damages to the premises resulting from services performed under a contract awarded pursuant to this Notice Inviting Bids.

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6.19 Force Majeure (Acts of God)

In the event performance under a contract is be delayed or suspended, and if such failure arises out of causes beyond the control of and without fault or negligence of the successful bidder, the successful bidder shall notify the City, in writing, within twenty-four (24) hours, after the commencement of the delay. Such causes may include, but are not limited to, Acts of God, war, or acts of public enemy, acts of any governmental entity in its sovereign or contractual capacity, fires, floods, epidemics, strikes and unusually severe weather.

6.20 Independent Parties

City and the Vendor will be acting in an independent capacity and not as agents, employees, partners, or joint ventures of one another. Neither the City nor its officers or employees will have any control over the conduct of Vendor or any of Vendor’s agents, employees, nor subcontractors.

6.21 Indemnity

Vendor agrees to defend, indemnify, protect, and hold harmless the City, its agents, officers, boards and commissions, and employees (collectively, “City”) from and against any and all liability, claims, demands, damages, or costs, including but not limited to attorney’s fees, or payments for injury to any person or property (collectively, “Losses”) caused or claimed to be caused by the act, errors, and/or omissions of Vendor, or Vendor’s employees, agents, officers, and subcontractors. Vendor’s responsibilities under this section include liability arising from, connected with, caused by, or claimed to be caused by the active or passive negligent acts or omissions of the City, which may be in combination with the acts or omissions of Vendor, its employees, agents or officers, or subcontractors; provided, however, that Vendor’s duty to defend, indemnify, protect and hold harmless shall not include any Losses arising from the sole negligence or willful misconduct of the City. Notwithstanding Vendor’s obligation to defend City hereunder, City has the right to conduct its own defense and seek reimbursement for reasonable costs of defense from Vendor, if City chooses to do so. Vendor agrees to pay any and all costs the City incurs enforcing the indemnity, defense, and hold harmless provisions set forth this section.

6.22 Licenses, Permits and Certificates

The Vendor, at its sole expense, must obtain, and maintain all required business and professional permits, licenses and certificates.

6.23 Nuisance

The Vendor may not maintain, commit, or permit the maintenance or commission of any nuisance in connection with the performance of Services under the PURCHASE ORDER.

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6.24 Protection of Public

Adequate warning devices, barricades, guards, flagmen or other necessary precautions shall be taken by contractor to give advised and reasonable protection, safety and warning to persons and vehicular traffic concerned in the area.

6.25 Purchase of Services

The City agrees to purchase from Vendor, and Vendor agrees to provide the services set forth in; (i) the City’s written solicitation of bids (“City’s Bid Documents”); and (ii) Vendor’s Bid in response thereto (“Vendor’s Bid”) (“Services”). The Services shall be provided in a manner consistent with that level of care and skill ordinarily exercised by members in the same profession, practicing in the same locality under similar conditions. In the event of any conflict, the order of precedence shall be as follows: (i) the City’s Bid Documents; and (ii) Vendor’s Bid.

There shall be no substitution

6.26 Safety

Items covered by a contractual services agreement issued in connection with this Notice Inviting Bids must conform to the Safety Orders of the State of California, Division of Industrial Safety.

6.27 Subcontractors

If the Vendor proposes to have any subcontractor perform any part of the Services other than those disclosed in Vendor’s Bid Documents, Vendor must submit a request to the Purchasing Agent for approval in writing. The City, in its sole discretion, may grant or deny the request. The Vendor will be responsible for the quality of any subcontractor’s work. Every subcontract of any kind entered into between the Vendor and any subcontractor (or between any subcontractor and others) shall be consistent with the terms and conditions.

6.28 Taxes

The Vendor must separately state on all invoices any taxes imposed by the local, state or federal state government applicable to furnishing of Goods and Services; provided, however, where a tax exemption is available, the tax must be subtracted from the total price and identified.

6.29 Termination

The City reserves the right to cancel any portion of this Purchase Order at any time prior to the delivery of Services. The City has the option, at its sole discretion and without cause, of terminating this Purchase Order by giving ten days’ written notice to Vendor. If Vendor fails or refuses to perform any of the provisions of this Purchase Order, and if the default is not cured within a period of five days after the City’s written notice of default specifying the nature of the default, City may immediately terminate Purchase Order by written notice to Vendor. Upon

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Biohazardous Cleanup termination of this Purchase Order, City will pay Vendor any compensations earned and unpaid up to the effective date of termination.

6.30 Work Product; Reports

Any work product prepared or caused to be prepared by the Vendor or any subcontractor will be the exclusive property of the City. No work product given to or prepared by the Vendor or any subcontractor may be made available to any individual or organization by the Vendor without prior written approval by the City.

6.31 Venue and Jurisdiction

The City and Vendor agree that the Services will take place in Los Angeles County. Any litigation arising out of this Purchase Order may only be brought in either the United States District Court, Central District of California, or the Superior Court of California, County of Los Angeles, West District, as appropriate. The parties agree that venue exists in either court, and each party expressly waives any right to transfer to another venue. The parties further agree that either court will have personal jurisdiction over the parties to this Purchase Order.

6.32 Unknown Obstructions

Should any unknown obstruction be encountered during the course of any contract, such obstruction(s) shall be immediately brought to the attention of the City. Contractor shall be responsible for the protection of all existing equipment, facilities, furniture or utilities encountered within the work area.

6.33 Waiver

A waiver of any breach of this Purchase may not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition of this Purchase Order.

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Biohazardous Cleanup

7 Insurance Requirements

The insurance documentation is only required from the successful bidder

7.1 Insurance Overview

Successful bidders must submit to the Procurement Office prior to the of issuance of a contractual services agreement, AND PRIOR TO START OF WORK, Certificates of Insurance naming the City as Additional Insured in accordance with the attached Insurance Requirements.

7.2 Insurance Requirements for Vendors

Vendor shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Vendor, its agents, representatives, employees or subcontractors.

7.3 Minimum Scope and Limits of Insurance

Coverage shall be at least as broad as:

A. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury, with limits of no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (Insurance Services Office Form CG 25 04) or the general aggregate limit shall be twice the required occurrence limit.

B. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), or if Vendor has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.

C. Workers’ Compensation: Workers’ Compensation insurance as required by the State of California, with Statutory Limits and Employers’ Liability Insurance with limits of no less than $1,000,000 per accident for bodily injury or disease (see footnote #1).

If the Vendor maintains broader coverage or higher limits than the minimums shown above, the City of Santa Monica requires and shall be entitled to the broader coverage or higher limits maintained by the Vendor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Monica.

7.4 Other Insurance Provisions

The insurance policies are to contain, or be endorsed to contain, the following provisions:

A. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Vendor including

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Biohazardous Cleanup materials, parts, or equipment furnished in connection with such work or operations.

CGL coverage can be provided in the form of an endorsement to the Vendor’s insurance (at least as broad as Insurance Services Office Form CG 20 10 11 85, or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38 and CG 20 37).

B. Primary Coverage: For any claims related to this Agreement, the Vendor’s insurance shall be primary coverage at least as broad as Insurance Services Office Form CG 20 01 04 13 as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Vendor’s insurance and shall not contribute with it.

C. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica.

D. Waiver of Subrogation: Vendor hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Vendor may acquire against the City of Santa Monica by virtue of payment of any loss. Vendor 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 of Santa Monica has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Santa Monica for all work performed by the Contractor, its employees, agents and subcontractors.

7.5 Self-Insured Retentions

Self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa Monica may require the Vendor to purchase coverage with a lower retention or provide satisfactory 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 name insured or the City of Santa Monica.

7.6 Acceptability of Insurers

Insurance is to be placed with insurers authorized to conduct business in California with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.

7.7 Verification of Coverage

Vendor shall furnish the City of Santa Monica with original certificates and amendatory endorsements (or copies of the applicable policy language effecting coverage provided by this clause). All certificates and endorsements are to be received and approved by the City of Santa Monica before work commences. However, failure to obtain required documents prior to the work beginning shall not waive the Vendor’s obligation to provide them. The City of Santa

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Monica reserves the right to require complete, certified copies of all required insurance policies, including the endorsements required herein, at any time.

7.8 Failure to Maintain Insurance Coverage

If Vendor, for any reason, fails to maintain insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. The City of Santa Monica, at its sole option, may terminate this Agreement and obtain damages from the Vendor resulting from said breach.

7.9 Subcontractors

Vendor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. All exceptions must be approved in writing by the Risk Manager.

7.10 Footnotes

# 1:Workers’ Compensation insurance coverage is not required if the Vendor does not have employees. The Vendor must, however, execute the City’s Workers’ Compensation Coverage Exemption Declaration Form.

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Biohazardous Cleanup

8 Non-Discrimination Policy

8.1 City of Santa Monica Non-Discrimination Policy

Acknowledgment

A. Discrimination.

B. Discrimination in the provision of services may include, but not be limited to the following:

C. (a) Denying any person any service, or benefit or the availability of a facility.

D. (b) Providing any service, or benefit to any person which is not equivalent, or in a non-equivalent manner or at a non-equivalent time, from that provided to others.

E. (c) Subjecting any persons to segregation or separate treatment in any manner related to the receipt of any service.

F. (d) Restricting any person in any way in the enjoyment of any advantage or privilege enjoyed by others receiving any service or benefit.

G. (e) Treating any person differently from others in determining admission, enrollment, quota, eligibility, membership, or any other requirement or condition which persons must meet in order to be provided any service or benefit.

H. (1) Contractor shall take affirmative action to ensure that intended beneficiaries of this Agreement are provided services without regard to race, color, religion, national origin, ancestry, sex, age, gender, gender identification, gender expression, sexual orientation, marital status, AIDS or disability.

I. (2) Contractor shall further establish and maintain written procedures under which any person applying for or receiving services hereunder, may seek resolution from Contractor of a complaint with respect to any alleged discrimination in the provision of services by Contractor's personnel.

J. At any time any person applies for services under this Agreement, he or she shall be advised by Contractor of these procedures. A copy of these procedures shall be posted by Contractor in a conspicuous place, available and open to the public, in each of Contractor's facilities where services are provided hereunder.

K. B. Non-discrimination in Employment

L. (1) Contractor certifies and agrees that it will not discriminate against any employee or applicant for employment because of race, color, religion, national origin, ancestry, sex, age, sexual orientation, gender, gender identification, gender expression, marital status, AIDS or disability in accordance with the requirements of City, State or Federal law.

Contractor shall take affirmative action to ensure that qualified applicants are employed, and that employees are treated during employment, without regard to race, color, religion, national origin, ancestry, sex, age, sexual orientation, gender, gender identification, gender expression, marital status, AIDS or disability, in accordance with

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Biohazardous Cleanup the requirements of City, State and Federal law. Such shall include, but not be limited to, the following:

M. (a) Employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation.

N. (b) Selection for training, including apprenticeship.

O. (2) Contractor agrees to post in conspicuous places in each of Contractor's facilities providing services hereunder, available and open to employees and applicants for employment, notices setting forth the provisions of this non-discrimination policy.

P. (3) Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, national origin, ancestry, sex, age, sexual orientation, gender, gender identification, gender expression, marital status, AIDS or disability, in accordance with the requirements of City, State or Federal law.

Q. (4) Contractor shall send to each labor union or representative coworkers with which it has a collective bargaining agreement or other contract or understanding a notice advising the labor union or workers' representative of Contractor's commitments under this non-discrimination policy.

R. (5) Contractor certifies and agrees that it will deal with its sub-Contractors, bidders, or vendors without regard to race, color, religion, national origin, ancestry, sex, age, sexual orientation, gender, gender identification, gender expression, marital status, AIDS or disability, in accordance with the requirements of City, State and Federal law.

S. (6) In accordance with applicable State and Federal law, Contractor shall allow duly authorized representatives of the County, State, and Federal government access to its employment records during regular business hours in order to verify compliance with this non-discrimination policy. Contractor shall provide other information and records as the representatives may require in order to verify compliance with this non-discrimination policy.

T. (7) If City finds that any of the provisions of this non-discrimination policy have been violated, the same shall constitute a material breach of agreement upon which City may determine to cancel, terminate, or suspend this Agreement. While City reserves the right to determine independently that this nondiscrimination policy has been violated, in addition, a determination by the California Fair Employment and Housing Commission or the Federal Equal Employment Opportunity Commission that Contractor has violated State or Federal non-discrimination laws shall constitute a finding by City that Contractor has violated the provisions of this non-discrimination policy.

U. (8) The parties agree that in the event Contractor violates any of the non-discrimination policies set forth herein, City shall be entitled, at its option, to the sum of five hundred dollars ($500) pursuant to Civil Code Section 1671 as liquidated damages in lieu of canceling, terminating or suspending this Agreement.

V. (9) Contractor hereby agrees that it will comply with Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), all requirements imposed by applicable Federal Regulations, and all guidelines and interpretations issued pursuant thereto, to the end

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Biohazardous Cleanup that no qualified disabled person shall, on the basis of disability, be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination under any program or activity of the Contractor receiving Federal Financial Assistance.

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Biohazardous Cleanup

9 Oaks Initiative

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS AND OTHERS SEEKING

DISCRETIONARY PERMITS, CONTRACTS, OR OTHER BENEFITS FROM THE CITY OF

SANTA MONICA

Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.

This information is required by City Charter Article XXII—Taxpayer Protection. It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after the official votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of Santa Monica.

All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest.