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Troy Alarm, Inc. A2015-193 MAINTENANCE AGREEMENT BETWEEN THE CITY OF CHINO HILLS AND TROY ALARM, INC. THIS MAINTENANCE AGREEMENT ("Agreement") is made and entered into on the date last signed below, by and between the CITY OF CHINO HILLS, a general law city and municipal corporation ("CITY") and TROY ALARM, INC,, ("CONTRACTOR"). The Parties agree as follows: 1, CONSIDERATION A. As partial consideration, CONTRACTOR agrees to perform the work listed in the EXHIBIT A, below; B. As additional consideration, CONTRACTOR and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONTRACTOR an annual amount not to exceed $7,500.00 on the terms set forth in the attached "Exhibit B," which is incorporated by reference, for CONTRACTOR's services. Payments shall be made within thirty (30) clays after receipt of each invoice as to all undisputed fees, If the City disputes any of CONTRACTOR's fees it shall give written notice to Consultant within 30 days of receipt of an invoice of any disputed fees set forth on the invoice. 2. TERM The term of this Agreement will be from September 1, 2015 to August 31, 2017. The Agreement may be renewed in advance and in writing by the City Manager for one additional one-year term. 3, SCOPE OF SERVICES A. CONTRACTOR will perform services listed in the attached Exhibit A. B. CONTRACTOR will, in a workmanlike manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONTRACTOR by this Agreement. 4. PREVAILING WAGES A. Pursuant to Labor Code § 1720, and as specified in 8 California Code of Regulations § 16000, CONTRACTOR must pay its workers prevailing wages. it Page 1 of 8 is CONTRACTOR's responsibility to interpret and implement any prevailing wage requirements and CONTRACTOR agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. B. In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at http://www.dir.ca.gov/DLSR/PWD. CONTRACTOR must post a copy of the prevailing rate of per diem wages at the job site. C. CITY directs CONTRACTOR's attention to Labor Code §§ 1777.5, 1777.6 and 3098 concerning the employment of apprentices by CONTRACTOR or any subcontractor. D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing tradesmen in any apprenticeship occupation to apply to the joint apprenticeship committee nearest the site of the public works project and which administers the apprenticeship program in that trade for a certificate of approval. The certificate must also fix the ratio of apprentices to journeymen that will be used in the performance of the contract. The ratio of apprentices to journeymen in such cases will not be less than one to five except: i. When employment in the area of coverage by the joint apprenticeship committee has exceeded an average of 15 percent in the 90 days before the request for certificate, or ii. When the number of apprentices in training in the area exceeds a ratio of one to five, or Hi. When the trade can show that it is replacing at least 1/30 of its membership through apprenticeship training on an annual basis state-wide or locally, or iv. When CONTRACTOR provides evidence that CONTRACTOR employs regis- tered apprentices on all of his contracts on an annual average of not less than one apprentice to eight journeymen. v. CONTRACTOR is required to make contributions to funds established for the administration of apprenticeship programs if CONTRACTOR employs registered apprentices or journeymen in any apprenticeable trade on such contracts and if other contractors on the public works site are making such contributions. vi. CONTRACTOR and any subcontractor must comply with Labor Code §§ 1777.5 and 1777.6 in the employment of apprentices. Page 2 of 8 vii. Information relative to apprenticeship standards, wage schedules and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. E. CONTRACTOR and its subcontractors must keep an accurate certified payroll records showing the name, occupation, and the actual per diem wages paid to each worker employed in connection with this Agreement. The record will be kept open at all reasonable hours to the inspection of the body awarding the contract and to the Division of Labor Law Enforcement. If requested by CITY, CONTRACTOR must provide copies of the records at its cost. 5. FAMILIARITY WITH WORK A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has i. Thoroughly investigated and considered the scope of services to be performed; ii. Carefully considered how the services should he performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONTRACTOR warrants that CONTRACTOR has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONTRACTOR discover any latent or unknown conditions that may materially affect the performance of the services, CONTRACTOR will immediately inform CITY of such fact and will not proceed except at CONTRACTOR's own risk until written instructions are received from CITY. 6. INSURANCE A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONTRACTOR will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Type of Insurance limits (combined single] Commercial general liability: $1,000,000 Business automobile liability $1,000,000 Workers compensation Statutory requirement. B. Commercial general liability insurance will meet or exceed the requirements of ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth Page 3 of 8 above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name City, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any ocher insurance that may be carried by City will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to City. C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto). D. CONTRACTOR will furnish to City duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "AMI." Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. CONTRACTOR will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. E. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at CONTRACTOR's expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate, • 7. TIME FOR PERFORMANCE CONTRACTOR will not perform any work under this Agreement until CONTRACTOR furnishes proof of insurance as required under Section 6 of this Agreement; and 8. TERMINATION A. Except as otherwise provided, CITY may terminate this Agreement upon providing written notice to CONTRACTOR at least thirty (30) days before the effective termination date. Notice of termination will be in writing. In the event of such termination, CONTRACTOR shall be compensated for non-disputed fees under the terms of this Agreement up to the date of termination. B. CONTRACTOR may terminate this Agreement upon providing written notice to CITY at least thirty (30) days before the effective termination date, C. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. Page 4 of 8 D. By executing this document, CONTRACTOR waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 9. INDEMNIFICATION A. CONTRACTOR indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, reasonable attorney's fees and penalties), injuries, or liability, arising out of this Agreement, or its performance including, without limitation, damages or penalties arising from CONTRACTOR's removal, remediation, response or other plan concerning any Hazardous Waste resulting in the release of any hazardous substance into the environment, except for such loss or damage arising from CITY's sole negligence or willful misconduct, Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONTRACTOR will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B, For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and volunteers. C. CONTRACTOR expressly agrees that this release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. E. The requirements as to the types and limits of insurance coverage to be maintained by CONTRACTOR as required by this Agreement, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONTRACTOR pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 10. INDEPENDENT CONTRACTOR CITY and CONTRACTOR agree that CONTRACTOR will act as an independent contractor and will have control of all work and the manner in which is it performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. CONTRACTOR is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work or to exercise a measure of control over the work means Page 5 of 8 IN WITNESS WHEREOF the parties hereto have executed this contract the day and year last signed below, TROY ALARM, INC. CITY OF CHINO HILLS By _/� ;X� C—>4 Nadeem Majaj, Public Works Director /�'�� Title P���� Date 74//5 Date (I-/-Ir By . dy Title S-e crP,, / Date /- Page 8 of 8 Exhibit A Scope of Work for: Central Station Alarm Monitoring and Testing Services Facilities The following table lists the buildings to he monitored and the corresponding alarm panel(s). Approximate Number Building Square of �IYlae► Alarm Panel Model Footage Floors City Hall 58,826 2 Security - Bosch I Unknown Fire Honeywell NFW2-100 Police Station I 29,777 I 1 I Fire I Honeywell I NFW2-100 Library (Annual 28,224 1 Fire Honeywell NFW2-100 Testing Only, No Monitoring) 'Parking 144,261 5 Fire Honeywell NWF-50 Structure Community 21 ,174 1 Security Bosch I Unknown Center - Fire Potter PFC-6030 McCoy Equestrian 3,823 1 Fire Fire Lite MS-9200 Center Sleepy Hollow Community 3,180 2 Fire DMP XR200F Building Public Works 11,724 1 Security First Alert FA560 Yard Alarms Notification The vendor will be responsible for programming/reprogramming all alarm panels to dial to the appropriate central station. All fire alarms and security alarms shall be Immediately reported to the Public Works Department. Main Line: 909-364-2800 After-Hours: 909-364-2860 The vendor shall automatically dispatch the police for all security alarms. Fire alarm faults and supervisory alarms only need to be reported to the Public Works Department, The vendor shall keep a record of all alarms; the record shall Include the time received, the time that the City was notified and any other pertinent Information such as the time of police dispatch, etc. Testing and Maintenance The annual required testing of the fire alarm panels and related equipment shall be in accordance with NFPA 72 test methods and the 2013 California Flre Code. In addition, the City currently has four (4) elevators In operation. Vendors shall also Include pricing • for the annual elevator recall testing with the City's elevator contractor, Vendors shall include in their proposals a brief description of their testing methodology and the estimated time frame to perform the testing. The vendor wilt be responsible for notifying and coordinating all of the required testing with the City in advance. • The vendor shall respond to all the City's on-call maintenance requests for the listed alarms for the hourly cost listed in Exhibit B. Requests may Include but are not limited to: repair/updating of the existing security alarm control panels, communicators and associated control equipment, power supplies, standby batteries and chargers, intrusion system key pads, motion detectors, glass break sensors, audible devices and other pertinent equipment to the security alarm system. Also included is the repair/updating of the existing fire alarm control panels, communicators and associated control equipment, power supplies, standby batteries and chargers, annunciator stations, equipment sensors, heat detectors, duct detectors, smoke detectors, fire dampers and • related sensors, tamper sensors and other pertinent equipment, The vendor shall respond to maintenance requests from the City within 24 hours of notification. 2 City of Chino Hills,: Alarm Cost EXHIBIT 13 Mnnitor Monitor Pull tiro Water Now& Location Monthly Annually Alarm Test Tamper Test Elevator Test Total Annual Cost • •—-- ...ter..—� f City Hall(Security&Fire) ,$49.90 $598.80 $680,00 $125.00 $'150.00 $1 ,553.80 Pallce Sbst(on ;'; __ _$24,95 $299.40 $500.00 $125.00 ;„ 'i .f` $924,40 - `- "Vi�t:;::,:,�.9::�>,i;;:i:,t`,�;,om,llao•J;:�{%:,-_�i,^1.�::{-t[-`•"x�':"�%..,f:L::..�^,,l`i�ii%=.:',az�y��.a--,ite,ha< �-•-•---_—_—_'^.-- C r•�iit,;z^`, ,1 bti ± 9ftMLibrary(test only) KP $680 00 ; myc'Aq ---•$-�680.00ra...-..-_ Parking Structure $24:95 $299.40 $160.00 $125.00 $150.00 $734.40 Community Center (Security&P rn) $49,90 $598.80 $203,00 $125.00 �'•`' 11``. McCoyEquestrian n Center quest 40$299$24.95 5 $ $160.00 459.40 Sleepy Hollow Community Building $24.95 $299.40 $165.00 $150.00 , $614.40 Public Works Facility t ` '�>� °<� .��,:-;:, 299.40 --- � 299.40 tA:c:;,.:•� :-:> Total: $224.55 ;2694.6042548.00 $625.00 $450.00 I $6,192.6() Hourly Price for on-call Services: $1 .oçc time s Full Business Name; r),zoo pia }� enc, Signature: Print Signature: Greg Hillman/President