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HomeMy WebLinkAboutAGMT - Mr. C's Towing tc CITY OF SEAL BEACH, CALIFORNIA NON - EXCLUSIVE AGREEMENT FOR OFFICIAL, POLICE TOWING SERVICES. THIS AGREEMENT is made this / day , 95, by and between the CITY OF SEAL BEACH, a municipal corporation, hereinafter referred to as "CITY," and MR. C'S TOWING, hereinafter referred to as "OPERATOR." RECITALS A. CITY requires the services of official police towing services on a rotating basis to respond to police requests for emergency towing. B. Pursuant to established CITY procedures, CITY has solicited appications and statements of facilities and qualifications from area towing services. Personnel from CITY's Police Department reviewed the information and applications submitted by towing services, inspected facilities, and contacted other law enforcement agencies. C. Based upon said review, OPERATOR is duly licensed and qualified to perform emergency towing services that are initiated at police request. D. ,OPERATOR has been selected by the City Council to perform official police towing services on a non - exclusive basis. NOW, THEREFORE, the parties hereto do agree as follows: 920602 pr 1680012 (4) • • 1.00 AUTHORIZATION. OPERATOR is authorized to respond to and undertake police requests, on a non - exclusive basis along with other duly authorized official police towing operators for emergency towing services, as prescribed in the CITY's Police Tow Truck Service Standard Rules and Regulations, attached hereto and incorporated herein as Exhibit "A ". 2.00 COMPENSATION. OPERATOR shall provide such emergency towing service throughout the term of this Agreement in accordance with the fee schedule set forth in Exhibit "B ". 3.00 INDEPENDENT CONTRACTOR. At all times during the term of this Agreement, OPERATOR shall act hereunder as an independent contractor. This Agreement shall not and is not intended to constitute OPERATOR as an agent, servant, or employee of CITY and shall not and is not intended to create the relationship of partnership, joint venture or association between the CITY and OPERATOR. CITY shall have the right to exercise control over business of OPERATOR only as to the conduct of OPERATOR's services rendered pursuant to this Agreement, and as provided by the CITY's Police Tow Truck Services Standard Rules and Regulations, attached hereto as Exhibit "A ", the California Vehicle Code, and other applicable laws and regulations. OPERATOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. This Agreement shall not give OPERATOR any authority, either express 920602 pr 1680012 (4) or implied, to bind CITY to any obligation whatsoever other than to the terms of this Agreement. 4.00 EQUIPMENT. OPERATOR shall, at its own expense, provide all facilities and equipment which may be required for performance of the services required by this Agreement and by CITY's Police Tow Truck Services Standard Rules and Regulations, attached hereto as Exhibit "A ", the California Vehicle Code, and other . applicable laws and regulations. 5.00 INDEMNIFICATION. OPERATOR agrees to indemnify, defend, and hold harmless the CITY, its. officers, agents, and employees from and against any and all liability or expense, including defense costs and legal fees, and claims for damages of any nature whatsoever, including but not limited to, bodily injury, death, personal injury, or property damage arising from or connected with OPERATOR's operations or services hereunder. OPERATOR agrees that CITY shall have the right to choose its counsel in the event of suit. 6.00. INSURANCE. OPERATOR shall maintain at all times during the term of this Agreement not less than the types and amounts of insurance coverage listed below issued by insurers listed "B +" or better in Best's Insurance Guide. OPERATOR shall submit to CITY certificates indicating compliance with the following 920602 pr 1680012 (4) • • minimum insurance requirements not Tess than one (1) day prior to the beginning of performance under this Agreement. 1. Worker's Compensation Insurance to cover OPERATOR'S employees as required by the California Labor Code. 2. Commercial general and automobile liability insurance with policy limits not Tess than $1,000,000 for personal injury to any one person, $1,000,000 for injuries arising out of any one occurrence, and $500,000 for property damages or a combined single limit of $1,000,000. Such policy of insurance shall: a) Be issued by an insurance company which is admitted to do business in the State of California. b) Be primary to any other similar insurance and shall name the CITY, its officers, agents and employees, as additional insureds. c) Contain a provision that prohibits cancellation, modification, or lapse without thirty (30) days' prior written notice from insurer to CITY. d) Indemnify CITY from all liability from Toss, damage or injury to persons or to property arising from or in connection with the performance of services under this Agreement. e) Include a severability of interests clause substantially similar to the following: "The insurance afforded by this policy applies separately to each insured against whom a claim or suit is made or suit is brought, except with respect to the limit of the insurer's liability." 920602 pr 1680012 (4) , • • f) Contain a clause substantially in the following words: "It is hereby understood and agreed that this policy shall not be canceled nor materially changed except upon thirty (30) days' prior written notice to the CITY of such cancellation or material change as evidenced by a return receipt for a registered letter." g) Cover the operations of OPERATOR pursuant to the terms of this Agreement. The insurance certificate evidencing such insurance shall be submitted to the CITY for prior review and thereafter the CITY shall have the right to approve or disapprove any insurance procured by OPERATOR under the standards of this section. Procurement of insurance by OPERATOR shall not be construed as a limitation of OPERATOR's liability or as full performance of OPERATOR's duties to indemnify, hold harmless, and defend under this Agreement. OPERATOR shall not commence the performance of its services under this contract until the above insurance has been obtained and Certificates of Insurance have been filed with CITY. 7.00 TERMINATION. This Agreement may be terminated by CITY with or without cause on thirty (30) days prior written notice provided to OPERATOR, and for reasons and by procedures otherwise provided in Exhibit "A" to this Agreement, entitled "Seal Beach Police Tow Truck Service Standard Rules and Regulations." 920602 pr 1680012 (4) • 8.00 ASSIGNMENT. This Agreement covers services of a specific and unique nature. OPERATOR shall not sell, transfer, or assign this contract in whole or in part, by forced or involuntary sale, voluntary sale, merger, consolidation, or otherwise without the prior written approval of CITY. 9.00 NOTICE. Whenever it shall be necessary for either party to serve notice on the other respecting this Agreement, such notice shall be served by certified mail addressed to: CITY: The City of Seal Beach 911 Seal Beach Boulevard Seal Beach, California 9 -3699 attn: City Manager OPERATOR: 10821 Bloomfield Street, Unit C Los Alamitos, California 90720 Unless and until different addresses may be furnished in writing by either party to the other, such notice shall be deemed to have been served within seventy -two (72) hours after the same has been deposited in the United States Post Office by certified mail. This shall be valid and sufficient service of notice for all purposes. 10.00 TERM. This Agreement shall have a term of two (2) year, commencing on the day and year first above written. 920602 pr 1680012 (4) • • 11.00 ATTORNEYS' FEES. In the event that either party to this Agreement shall commence any legal action or proceeding against the other to enforce or interpret the provisions of the Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit including actual attorneys fees. 12.00 EXTENT OF AGREEMENT. This Agreement, together with the provisions contained in the CITY's Police Tow Truck Service Standard Rules and Regulations, attached hereto as Exhibit "A ", represents the entire and integrated Agreement between CITY and OPERATOR and supersedes any and all prior negotiations, representations or agreements, written or oral. This Agreement may be amended only by written instrument signed by both CITY and OPERATOR. 13.00 SEVERABILITY. In the event that any provision, of this Agreement shall be held to be invalid by a court of appropriate jurisdiction, the remaining provisions of this Agreement shall remain in full force and effect. [CONTINUED] Executed the day and year first above stated. CITY OF SEAL BEACH A Munic Corporation ATT T: , M \ A.,, • - .V ca% Mayor Ct Clerk 9 0602 pr 1680012 (4) • J r ' OPERATOR: By: )4,..c. Approved as to form: Approved a to content: 1 ity Attorney City Manager Police Chief tL /Ca- ri Directotf Finance 920602 pr 1680012 (4) AGREEMENT B EEN/////�5HE$C ,.TY OF SEAL BEACH AND ,Q. (� Z /ets& , FOR PO ICE TOWING SERV CES . THIS AGREEMENT is made in the City of Seal Beach, California, and entered into this day of (4 4(,/ ., 1992 , by and between the City OF SEAL BEACH, a municipal corporation, hereinafter referred to as "City, " and ,, 69.14k /,(J� , hereinafter referred to as "OPERATOR. " R E C I T A L S A. The City of Seal Beach requires the services of official police towing services on a rotated basis to respond to police requests for emergency towing. B. The Operator is duly licensed and qualified to perform emergency towing services that are initiated at police request. C. The operator has been selected by the City Council to perform official police towing services . NOW, THEREFORE, the parties hereto do agree as follows: 1 . 00 AUTHORIZATION. Operator is authorized to respond to and undertake police requests, on a non-exclusive basis along with other authorized official police towing operators for emergency towing services, as prescribed in the City ' s Police Tow Truck Service Standard Rules and Regulations, attached hereto and incorporated herein as Exhibit "A" . Operator hereby agrees to provide such emergency towing service in accordance with the fee schedule set forth in Exhibit "B" . 2 . 00 INDEPENDENT CONTRACTOR. At all times during the term of this Agreement, Operator shall be an independent con- tractor and shall not be an employee of City. City shall have the right to control Operator only as to the results of Operator' s services rendered pursuant to this Agreement, and as 920602 pr 1680012 (4) - 1 - ,\ • provided by the City's Police Tow Truck Services Standard Rules and Regulations, attached hereto as Exhibit "A", the California Vehicle Code, and other applicable laws and regulations. Operator shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. This Agreement shall not give Operator any authority, either express or implied, to bind City to any obligation whatsoever other than to the terms of this Agreement. 3. 00 EQUIPMENT. Operator shall, at its own costs and expense, provide all facilities and equipment which may be required for performance of the services required by this Agreement. 4 . 00 INDEMNIFICATION. Operator agrees to indemnify and hold harmless the City, its officers, agents, and employees from and against any and all liability or expense, including defense costs and legal fees, and claims for damages of any nature whatsoever, including but not limited to, bodily injury, death, personal injury, or property damage arising from or connected with Operator's operations or services hereunder. Operator agrees that City will have the right to choose its counsel in the event of suit. 5. INSURANCE. Operator shall maintain at all times during the term of this Agreement not less than the following types and amounts of insurance coverage with insurers listed "B+" or better in Best's Insurance Guide: A. Comprehensive General Liability Insurance with minimum combined single limit coverage of One Million Dollars ($1, 000, 000) . A minimum of $600, 000 coverage shall be provided by a company authorized to do business in California, provided that Operator obtains a minimum of $400, 000 in additional coverage from an 920602 pr 1680012 (4) - - 2 - • • insurer authorized to dc business in any state of the United States. B. Automobile Liability Insurance with minimum combined single limit coverage of Five Hundred Thousand Dollars ($500, 000) for injury or death and Fifty Thousand Dollars ($50, 000) for damage to property. C. Workers ' Compensation Insurance as required by law. The Operator' s Comprehensive General Liability and Automobile Liability insurance policies shall contain an endorsement extending coverage to the City of Seal Beach as an additional insured, in the same manner as the named insured, as to liability arising out of the performance of any work authorized to be performed under this Agreement. These Insurance policies shall also contain endorsements providing that written notice shall be given to City at least thirty (30) calendar days prior to termination, cancellation or reduction. A Certificate or Certificates of Insurance with the above mentioned endorsements thereon shall be attached to this Agreement as Exhibit "B" as evidence of the above required insurance coverage. Such insurance policies shall include severability of interests clauses substantially similar to the following: "The insurance afforded by this policy applies separately to each insured against whom a claim or suit is made or suit is brought, except with respect to the limit of the insurer' s liability. " The insurance certificates evidencing such insurance shall be submitted to the City for review within thirty (30) days of the effective date hereof and thereafter the City shall have the right to approve or disapprove any insurance procured by Operator under the standards of this section. 920602 pr 1680012 (4) - 3 - • • Procurement of insurance by Operator shall not be construed as a limitation of Operator's liability or as performance of Operator's duties to indemnify, hold harmless, and defend under this Agreement. 6. 00 TERMINATION. This Agreement may be terminated by City with or without cause on thirty (30) days prior written notice provided to Operator, and for reasons and by procedures otherwise provided in Exhibit "A" to this Agreement, entitled "Seal Beach Police Tow Truck Service Standard Rules and Regulations. " 7. 00 ASSIGNMENT. This Agreement covers services of a specific and unique nature. Operator shall not sell, transfer, or assign this contract in whole or in part, by forced or involuntary sale, voluntary sale, merger, consolidation, or otherwise without the prior written approval of City. 8 . 00 NOTICE. Whenever it shall be necessary for either party to serve notice on the other respecting this Agreement, such notice shall be served by certified mail addressed to the City Manager of the City of Seal Beach, 911 Seal Beach Boulevard, Seal Beach, California 90740-3699; or to Operator, at A) • A until different addresses may be furnished in writing by either party to the other, and such notice shall be deemed to have been served within seventy-two (72) hours after the same has been deposited in the United States Post Office by certified mail. This shall be valid and sufficient service of notice for all purposes. 9. 00 TERM. This Agreement shall have a term of f W O year(s) , commencing on the day and year first above written. 920602 pr 1680012 (4) - 4 - - ° , , • • 10.00 ATTORNEYS ' FEES. In the event that either party to this Agreement shall commence any legal action or proceeding against the other to enforce or interpret the provisions of the Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit including actual attorneys fees. 11.00 EXTENT OF AGREEMENT. This Agreement, together with the provisions contained in the City's Police Tow Truck Service Standard Rules and Regulations, attached hereto as Exhibit "A" , represents the entire and integrated Agreement between City and Operator and supersedes any and all prior negotiations, representations or agreements, written or oral. This Agreement may be amended only by written instrument signed by both City and Operator. Executed the day and year first above stated. CITY OF SEAL BEACH A Municipal Corporation .4,a�.r _, • . . Mayo TES : C AT I --0 (SEAL) OPERATOR Ci Clerk �By: / // (l.Yir(.LL ;Ka gf/S �Y% c�.eoy Approved as to form: /oz- pproved as to content: ity Attorney Cry Man. der Police Chief I } Direc r of Finance 920602 pr 1680012 (4) - 5 - 0 0 EXHIBIT "B" TOW SERVICE FEES 1987/1988 Recommended ( for 1992 } REGULAR $ FLAT BED TOW (COLLISIONS & IMPOUNDS) MOTORCYCLES, CARS & TRUCKS UP TO 1 TON $60. 00 $75. 00 HEAVY DUTY TOW ---- 130. 00 hr . DOLLIES 25. 00 35. 00 R & R DRIVE SHAFT 15. 00 20. 00 EXTRA MAN & TRUCK (PER HOUR) 60. 00 60. 00 HOOK-UP & RELEASE AT SCENE 35. 00 35. 00 OPEN LOT AFTER HOURS (RELEASES) 25. 00 30. 00 WINCHING & RECOVERY ---- 60. 00 (min. 1 hr) STORAGE PER DAY: MOTORCYCLES, CARS & TRUCKS UP TO 1 TON 10. 00 17 . 00 1 TON TO 2 TONS 12. 00 19. 00 2 TONS AND OVER 18. 00 25. 00 COVERED STORAGE (ONLY IF SPECIFICALLY REQUESTED) 12. 00 20. 00 TO CITY VEHICLES UP TO 5 MILES OUTSIDE OF THE CITY N/C TO CITY VEHICLES FROM MORE THAN 5 MILES OUTSIDE OF THE CITY LIMITS 17. 50 hook-up plus $1 per mile COST OF ALL SPECIAL EQUIPMENT AND LABOR REQUIRED TO TOW ANY UNUSUALLY LARGE, OVERSIZED OR HEAVY VEHICLE SHALL BE SET BY THE TOW SERVICE, HOWEVER, THE COST SHALL NOT EXCEED THE USUAL AND CUSTOMARY RATES AVAILABLE WITHIN 20 MILES OF THE CITY OF SEAL BEACH.