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HomeMy WebLinkAboutAGMT - Belfor USA Group, Inc. (Beverly Manor Restoration) BELFOR PROPERTY RESTORATION WORK AUTHORIZATION 2920 E. White Star Ave. Encroachment Agreement Anaheim, CA 92806 CA License No. 810553 (714)632-7685 The undersigned(Insured): City of Seal Beach("City") 211 8th Street Seal Beach CA 90740 Address City State Zip represents that it owns the hereinafter specified property and its contents and hereby authorizes BELFOR USA Group, Inc. ("BELFOR") to access the specified real property or structure commonly known as the Beverly Manor Reservoir, located at: 3101 N. Gate Road Seal Beach CA 90740 Address City State Zip Access to the specified property by BELFOR shall be solely for the purpose of repairing the specific property, for which BELFOR shall provide all required labor, equipment, and materials. Repairs are to be paid by City's insurer: CJPIA/AIG B12841009W13 Insurer Policy Number It is understood and agreed that BELFOR will perform all repair work in a good and workmanlike manner in accordance with our General Conditions, will have a policy of insurance in full force, will comply with local safety standards, and will perform all work according to local building codes. The undersigned hereby transfers, assigns, and conveys to BELFOR its right, title, and interest in and to the insurance policy proceeds and all drafts for work performed or to be performed by BELFOR. Accordingly, City agrees to authorize and direct its insurer (named below) to make BELFOR a payee on all insurance drafts for all insurance work performed by BELFOR on the above damaged property. City also agrees to endorse and tender all drafts as produced to BELFOR,subject to the City's review and approval as specified below. All insurance work performed by BELFOR is subject to the terms of the Insured's policy of insurance which sets the scope and price of the work based upon industry standards. All uninsured work performed, including uninsured code-upgrade work, depreciation, and insurance deductibles are the responsibility of City. City has the right to cancel this Work Authorization prior to midnight of the 3rd business day of signing this agreement by writing and delivering a written cancellation request to BELFOR by such time. BELFOR and City agree to and the General Conditions stated below and the additional terms and conditions in the attached Addendum A, which is hereby incorporated in full as part of this Agreement. BELFOR agrees to perform the insured work as approved by the Insurance Company and accept insurance proceeds as full payment for the insured work. Any uninsured work, which includes but is not limited to code-upgrade work, asbestos removal, or any other form of work not covered under City's insurance policy shall be paid by City. In the event insurance proceeds are not issued, -1- 67296-0001\I 766467v2.doc ■ BELFOR has the right to stop work until such time as the insurance proceeds are released. All work progress invoices must be reviewed and approved by the City of Seal Beach prior to payment. Executed on this date: j i 11 I I`� , by ale a "Ss f• *At !At .ft Belfor Representative C("r epresentative 0 Joseph Ciolino,CFO Jil . Ingram, City Manager BELFOR USA Group, Inc. General Conditions City agrees to allow timely inspections by municipal inspectors and to assist with obtaining any third party payee signatures on all insurance drafts so that BELFOR can be timely paid. BELFOR and City acknowledge and agree that BELFOR shall have no liability to City for claims, damages, liabilities and costs arising out of or relating to the presence, discovery, or failure to discover, remove address, remediate or cleanup environmental or biological hazards including, but not limited to, mold, fungus, hazardous waste,substances or materials,or asbestos unless covered by City's policy of insurance, remediation is part of the scope of work and such work is directed by an Industrial Hygienists protocol and clearance testing. Any controversy or claim arising out of or relating to this agreement, or breach thereof; must be submitted to a court of competent jurisdiction located in the County of Orange, California. This Agreement shall be governed by and construed in accordance with the laws of the State of California. BELFOR is in good standing with the Better Business Bureau. BELFOR reserves their right to terminate this contract should the client breach any of its terms or the assurance of payment. -2- 57296-0001\1766467v2.doc ADDENDUM A BELFOR and City further agree to the following terms and conditions: 1. BELFOR shall deliver two bonds to the City prior to the start of work. Each of the said bonds shall be executed in a sum equal to the contract price. One of the said bonds shall guarantee the faithful performance of the said contract by the Contractor, and the other said bond shall secure the payment of claims for labor and materials. 2. BELFOR shall provide a Certificate of Insurance naming the City of Seal Beach as additional insured prior to commencement of Work. 3. Attached is a copy of the Estimate for Repair totaling $2,700,599.98. The parties agree and understand that any other open items will be determined by the Insurance Company at a later date. 4. City agrees to review BELFOR invoices and request payment to the insurance company within ten(10)working days(10)of the Insured's receipt of BELFOR's invoice. 5. BELFOR is an independent contractor of City's insurer and not an employee or independent contractor of the City. MI services provided and rights exercised pursuant to this Agreement shall be performed by BELFOR or under its supervision. BELFOR will determine the means, methods, and details of performing the services. Any additional personnel exercising BELFOR's rights under this Agreement on behalf of BELFOR shall also not be employees of City and shall at all times be under BELFOR's exclusive direction and control. BELFOR shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of services under this Agreement and as required by law. BELFOR shall be responsible for all reports and obligations respecting such additional personnel, including,but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. BELFOR shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from BELFOR's personnel practices. 6. BELFOR shall defend, indemnify, and hold the City, its officials, officers, employees, volunteers and agents serving as independent contractors in the role of city officials (collectively "Indemnities") free and harmless from any and all claims, demands, causes of action,costs,expenses,liability,loss,damage or injury,in law or equity,to property or persons, including wrongful death, in any manner arising out of or incident to any acts or omissions of BELFOR, its employees, or its agents in connection with the performance of this Agreement, including without limitation the payment of all consequential damages and attorneys' fees and other related costs and expenses, except for such loss or damage arising from the sole negligence or willful misconduct of the City. With respect to any and all such aforesaid suits, actions, or other legal proceedings of every kind that may be brought or instituted against Indemnitees, BELFOR shall defend Indemnitees, at BELFOR's own cost, expense, and risk, and shall pay and satisfy any judgment, award, -3- S7296-0001\1766467v2.doc or decree that may be rendered against lndemnitees. BELFOR shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers,,for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. BELFOR's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by BELFOR, the City, its directors, officials, officers,employees, agents or volunteers. All duties of BELFOR under this Section shall survive termination of this Agreement. 7. The person executing this Agreement on behalf of BELFOR warrants that he or she is duly authorized to execute this Agreement on behalf of said Party and that by his or her execution, BELFOR is formally bound to the provisions of this Agreement. Authorized Representative BELFOR USA Group, Inc. Joseph Ciolino,CFO �• C .!I orized Representative . ity Jill R. Ingram, City Manager -4- S7296-0001\I766467v2.doc