HomeMy WebLinkAbout24P372 - Adlerhorst International, LLCCONTRACT ABSTRACT
Contract/Amendment
Name of Contract:
Company Name:
Company Contact:
Email:
Summary of Services:
Contract Price:
Contract Term:
Public Integrity/ Business
Disclosure Forms:
Contract Administration
Lead Department:
Contract Administrator/ Ext:
Contract Approvals
Council/City Manager Approval Date:
Agreement Number:
Amendment Number:
Contract Compliance
Exhibits:
Insurance:
Routed By:
Bonds:
Business License:
Sole Source Co-Op
CoOp Agmt #: Sole Source
Documents: CoOp Name:
CoOp Pricing:
By: Submitted on:
Contract Abstract Form Rev 8.16.23
Authorized Signers:
Name, Email
(Corporations require 2 signatures)
Police Canine Training Services-Apprehension & Scent Detection
Adlerhorst International, LLC
Veronique Reaver
office@adlerhorst.com
provide police canine training services for apprehension & scent
detection
$33,612.00
January 13, 2025 to January 12, 2028
Yes
Michael James Reaver, office@adlerhorst.com
Police
Mike Kovaleff
January 9, 2025 / 1P
24P372
N/A
Yes
Yes
Yes
Procurement
N/A
No
RFP 21-24
N/A
N/A
N/A
November 20, 2024 Brian Sotak-Rossman
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CONTRACT SERVICES AGREEMENT 24P372
POLICE CANINE TRAINING SERVICES –
APPREHENSION AND SCENT DETECTION
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered
into on January 13, 2025, by and between the City of Palm Springs, a California charter city and
municipal corporation (“City”), and Adlerhorst International, LLC, a California Limited Liability
Company, (“Contractor”). City and Contractor are individually referred to as “Party” and are
collectively referred to as the “Parties”.
RECITALS
A. City requires the services of a licensed and qualified firm to provide police canine
training services for apprehension and scent detection, (“Project”).
B. Contractor has submitted to City a proposal to provide police canine training
services, under the terms of this Agreement.
C. Based on its experience, education, training, and reputation, Contractor is qualified
and desires to provide the necessary services to City for the Project.
D. City desires to retain the services of Contractor for the Project.
NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants,
and conditions contained herein, and other valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. CONTRACTOR SERVICES
1.1 Scope of Services. In compliance with all terms and conditions of this Agreement,
Contractor shall provide services to City as described in the Scope of Services/Work attached to
this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”).
Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees.
Contractor warrants that the Services shall be performed in a competent, professional, and
satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality,
experienced, and well qualified members of the profession currently practicing under similar
conditions. In the event of any inconsistency between the terms contained in the Scope of
Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement
shall govern.
1.2 Compliance with Law. Contractor shall comply with all applicable federal, state,
and local laws, statutes and ordinances and all lawful orders, rules, and regulations when
performing the Services. Contractor shall be liable for all violations of such laws and regulations
in connection with the Services and this Agreement.
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1.3 Licenses and Permits. Contractor shall obtain at its sole cost and expense such
licenses, permits, and approvals as may be required by law for the performance of the Services
required by this Agreement.
1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it
has carefully considered how the Work should be performed and fully understands the facilities,
difficulties, and restrictions attending performance of the Work under this Agreement.
2. TIME FOR COMPLETION
The time for completion of the Services to be performed by Contractor is an essential
condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this
Agreement according to the agreed upon schedule of performance set forth in Exhibit “A.” Neither
Party shall be accountable for delays in performance caused by any condition beyond the
reasonable control and without the fault or negligence of the non-performing Party. Delays shall
not entitle Contractor to any additional compensation regardless of the Party responsible for the
delay.
3. COMPENSATION OF CONTRACTOR
3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed
for the services rendered under this Agreement in accordance with the schedule of fees set forth
in Exhibit “A”. The total amount of Compensation shall not exceed $33,612.
3.2 Method of Payment. In any month in which Contractor wishes to receive
payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the
invoice, no later than the first working day of such month, in the form approved by City’s finance
director. Payments shall be based on the schedule of fees set forth in Exhibit “A” for authorized
services performed. City shall pay Contractor for all expenses stated in the invoice that are
approved by City and consistent with this Agreement, within thirty (30) days of receipt of
Contractor’s invoice.
3.3 Changes. In the event any change or changes in the Services is requested by
City, Parties shall execute a written amendment to this Agreement, specifying all proposed
amendments, including, but not limited to, any additional fees. An amendment may be entered
into:
A. To provide for revisions or modifications to documents, work product, or
Work, when required by the enactment or revision of any subsequent law; or
B. To provide for additional services not included in this Agreement or not
customarily furnished in accordance with generally accepted practice in Contractor’s profession.
3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being
appropriated by the City Council of City for each fiscal year. If such appropriations are not made,
this Agreement shall automatically terminate without penalty to City.
4. PERFORMANCE SCHEDULE
4.1 Time of Essence. Time is of the essence in the performance of this Agreement.
4.2 Schedule of Performance. All Services rendered under this Agreement shall be
performed under the agreed upon schedule of performance set forth in Exhibit “A.” Any time
period extension must be approved in writing by the Contract Officer.
4.3 Force Majeure. The time for performance of Services to be rendered under this
Agreement may be extended because of any delays due to a Force Majeure Event if Contractor
notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure
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Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s
performance and is one or more of the following: (1) Acts of God or other natural disasters
occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of
governmental authorities (including, without limitation, unreasonable and unforeseeable delay in
the issuance of permits or approvals by governmental authorities that are required for the Work);
and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of
governmental authorities,” includes ordinances, emergency proclamations and orders, rules to
protect the public health, welfare and safety, and other actions of the City in its capacity as a
municipal authority. After Contractor notification, the Contract Officer shall investigate the facts
and the extent of any necessary delay, and extend the time for performing the Services for the
period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified.
The Contract Officer’s determination shall be final and conclusive upon the Parties to this
Agreement. The Contractor will not receive an adjustment to the contract price or any other
compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in
accordance with the termination provisions of this Agreement.
4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement,
this Agreement shall continue in full force and effect for a period of three years, commencing on
January 13, 2025, and ending on January 12, 2028, unless extended by mutual written agreement
of the Parties. In addition, the term may be extended at the sole discretion of the City upon written
notice to the Contractor, for two (2) additional one (1) year terms.
4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at
any time, with or without cause, upon thirty (30) days written notice to Contractor. Where
termination is due to the fault of Contractor and constitutes an immediate danger to health, safety,
and general welfare, the period of notice shall be such shorter time as may be determined by the
City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services
except such as may be specifically approved by the Contract Officer. Contractor shall be entitled
to compensation for all Services rendered prior to receipt of the notice of termination and for any
Services authorized by the Contract Officer after such notice. City shall not be liable for any costs
other than the charges or portions thereof which are specified herein. Contractor shall not be
entitled to payment for unperformed Services, and shall not be entitled to damages or
compensation for termination of Work. If the termination is for cause, the City shall have the right
to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the
cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action.
Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice
to City.
5. COORDINATION OF WORK
5.1 Representative of Contractor. The following principal of Contractor is
designated as being the principal and representative of Contractor authorized to act and make all
decisions in its behalf with respect to the specified Services: Veronique Reaver,
Secretary/Treasure. It is expressly understood that the experience, knowledge, education,
capability, and reputation of the foregoing principal is a substantial inducement for City to enter
into this Agreement. Therefore, the foregoing principal shall be responsible during the term of
this Agreement for directing all activities of Contractor and devoting sufficient time to personally
supervise the Services under this Agreement. The foregoing principal may not be changed by
Contractor without prior written approval of the Contract Officer.
5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her
designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer
fully informed of the progress of the performance of the Services. Contractor shall refer any
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decisions that must be made by City to the Contract Officer. Unless otherwise specified, any
approval of City shall mean the approval of the Contract Officer.
5.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, education, capability, and reputation of Contractor, its principals, and employees,
were a substantial inducement for City to enter into this Agreement. Contractor shall not contract
with any other individual or entity to perform any Services required under this Agreement without
the City's express written approval. In addition, neither this Agreement nor any interest may be
assigned or transferred, voluntarily or by operation of law, without the prior written approval of
City. Subcontracts, if any, shall contain a provisions making them subject to all provisions
stipulated in this Agreement including without limitation the insurance and indemnification
requirements. If Contractor is permitted to subcontract any part of this Agreement by City,
Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the
same manner as it is for persons directly employed. Nothing contained in this Agreement shall
create any contractual relationships between any subcontractor and City.
5.4 Independent Contractor. Neither City nor any of its employees shall have any
control over the manner, mode, or means by which Contractor, its agents, or employees, perform
the Services required, except as otherwise specified. Contractor shall perform all required
Services as an independent contractor of City and shall not be an employee of City and shall
remain at all times as to City a wholly independent contractor with only such obligations as are
consistent with that role; however, City shall have the right to review Contractor’s work product,
result, and advice. Contractor shall not at any time or in any manner represent that it or any of its
agents or employees are agents or employees of City. Contractor shall pay all wages, salaries,
and other amounts due personnel in connection with their performance under this Agreement and
as required by law. Contractor shall be responsible for all reports and obligations respecting such
personnel, including, but not limited to: social security taxes, income tax withholding,
unemployment insurance, and workers’ compensation insurance. Contractor shall not have any
authority to bind City in any manner.
5.5 Personnel. Contractor agrees to assign the following individuals to perform the
services in this Agreement. Contractor shall not alter the assignment of the following personnel
without the prior written approval of the Contract Officer. Acting through the City Manager, the
City shall have the unrestricted right to order the removal of any personnel assigned by Contractor
by providing written notice to Contractor.
Name: Title:
Michael Reaver President
Michele Estrada Detection Dog Instructor
Richard A. Johnson Certified Canine Instructor
Paul Western Canine Instructor
Quinn Hanley Canine Instructor
Dan Bill Canine Trainer/Certifying Official
Matthew R. Bolton Canine Trainer
5.6 California Labor Code Requirements.
A. Contractor is aware of the requirements of California Labor Code Sections
1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the
performance of other requirements on certain “public works” and “maintenance” projects
(“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public
works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total
compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration,
demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage
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Laws. Contractor shall defend, indemnify, and hold the City, its officials, officers, employees, and
agents free and harmless from any claims, liabilities, costs, penalties, or interest arising out of
any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon
the Contractor and all subcontractors to comply with all California Labor Code provisions, which
include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775),
employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code
Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment
of contractors and subcontractors (Labor Code Section 1777.1).
B. If the Services are being performed as part of an applicable “public works”
or “maintenance” project and if the total compensation is $15,000 or more for maintenance or
$25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to
Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such
Services must be registered with the Department of Industrial Relations. Contractor shall maintain
registration for the duration of the Project and require the same of any subcontractors, as
applicable. This Agreement may also be subject to compliance monitoring and enforcement by
the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with
all applicable registration and labor compliance requirements.
6. INSURANCE
Contractor shall procure and maintain, at its sole cost and expense, policies of insurance
as set forth in the attached Exhibit "B", incorporated herein by reference.
7. INDEMNIFICATION.
7.1 Indemnification. To the fullest extent permitted by law, Contractor shall
defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its
elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified
Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs,
judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses
including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims
arising from injuries to or death of persons (Contractor’s employees included), for damage to
property, including property owned by City, for any violation of any federal, state, or local law or
ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or
omissions, or willful misconduct committed by Contractor, its officers, employees, representatives,
and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement.
This indemnification clause excludes Claims arising from the sole negligence or willful misconduct
of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits
set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other
liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration
or earlier termination of this Agreement until all actions against the Indemnified Parties for such
matters indemnified are fully and finally barred by the applicable statute of limitations or, if an
action is timely filed, until such action is final.
7.2 Design Professional Services Indemnification and Reimbursement. If
Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s
performance as a “design professional” (as that term is defined under Civil Code section 2782.8),
then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated
herein, Contractor’s indemnification obligation shall be limited to the extent which the Claims arise
out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor
in the performance of the Services or this Agreement, and, upon Contractor obtaining a final
adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the
cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.
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8. RECORDS AND REPORTS
8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer
reports concerning the performance of the Services required by this Agreement, or as the
Contract Officer shall require.
8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all
time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor
shall keep such books and records as shall be necessary to properly perform the Services
required by this Agreement and enable the Contract Officer to evaluate the performance of such
Services. The Contract Officer shall have full and free access to such books and records at all
reasonable times, including the right to inspect, copy, audit, and make records and transcripts
from such records.
8.3 Ownership of Documents. All drawings, specifications, reports, records,
documents, and other materials prepared by Contractor in the performance of this Agreement
shall be the property of City. Contractor shall deliver all above-referenced documents to City upon
request of the Contract Officer or upon the termination of this Agreement. Contractor shall have
no claim for further employment or additional compensation as a result of the exercise by City of
its full rights or ownership of the documents and materials. Contractor may retain copies of such
documents for Contractor's own use. Contractor shall have an unrestricted right to use the
concepts embodied in such documents.
8.4 Release of Documents. All drawings, specifications, reports, records,
documents, and other materials prepared by Contractor in the performance of Services under this
Agreement shall not be released publicly without the prior written approval of the Contract Officer.
8.5 Audit and Inspection of Records. After receipt of reasonable notice and during
the regular business hours of City, Contractor shall provide City, or other agents of City, such
access to Contractor’s books, records, payroll documents, and facilities as City deems necessary
to examine, copy, audit, and inspect all accounting books, records, work data, documents, and
activities directly related to Contractor’s performance under this Agreement. Contractor shall
maintain such books, records, data, and documents in accordance with generally accepted
accounting principles and shall clearly identify and make such items readily accessible to such
parties during the term of this Agreement and for a period of three (3) years from the date of final
payment by City hereunder.
9. ENFORCEMENT OF AGREEMENT
9.1 California Law. This Agreement shall be construed and interpreted both as to
validity and to performance of the parties in accordance with the laws of the State of California.
Legal actions concerning any dispute, claim, or matter arising out of or in relation to this
Agreement shall be instituted in the Superior Court of the County of Riverside, State of California,
or any other appropriate court in such county, and Contractor covenants and agrees to submit to
the personal jurisdiction of such court in the event of such action.
9.2 Interpretation. This Agreement shall be construed as a whole according to its fair
language and common meaning to achieve the objectives and purposes of the Parties. The terms
of this Agreement are contractual and the result of negotiation between the Parties. Accordingly,
any rule of construction of contracts (including, without limitation, California Civil Code Section
1654) that ambiguities are to be construed against the drafting party, shall not be employed in the
interpretation of this Agreement. The caption headings of the various sections and paragraphs
of this Agreement are for convenience and identification purposes only and shall not be deemed
to limit, expand, or define the contents of the respective sections or paragraphs.
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9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non-
defaulting Party on any default shall impair such right or remedy or be construed as a waiver. No
consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or
approval of any subsequent act of Contractor. Any waiver by either Party of any default must be
in writing. No such waiver shall be a waiver of any other default concerning the same or any other
provision of this Agreement.
9.4 Rights and Remedies are Cumulative. Except with respect to rights and
remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the
parties are cumulative. The exercise by either Party of one or more of such rights or remedies
shall not preclude the exercise by it, at the same or different times, of any other rights or remedies
for the same default or any other default by the other Party.
9.5 Legal Action. In addition to any other rights or remedies, either Party may take
legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for
any default, to compel specific performance of this Agreement, to obtain injunctive relief, a
declaratory judgment, or any other remedy consistent with the purposes of this Agreement.
9.6 Attorney Fees. In the event any dispute between the Parties with respect to this
Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled,
in addition to such other relief as may be granted, to recover from the non-prevailing Party all
reasonable costs and expenses. These include but are not limited to reasonable attorney fees,
expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in
collection of any judgment entered in such proceeding.
10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
10.1 Non-Liability of City Officers and Employees. No officer or employee of City
shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default
or breach by City or for any amount which may become due to the Contractor or its successor, or
for breach of any obligation of the terms of this Agreement.
10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the
City has or shall have any direct or indirect financial interest in this Agreement, nor shall
Contractor enter into any agreement of any kind with any such officer or employee during the term
of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not
paid or given, and will not pay or give, any third party any money or other consideration in
exchange for obtaining this Agreement.
10.3 Covenant Against Discrimination. In connection with its performance under
this Agreement, Contractor shall not discriminate against any employee or applicant for
employment because of actual or perceived race, religion, color, sex, age, marital status,
ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic
characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or
mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that
applicants are employed, and that employees are treated during their employment, without regard
to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement,
and in executing this Agreement, Contractor certifies that its actions and omissions hereunder
shall not incorporate any discrimination arising from or related to any prohibited basis in any
Contractor activity, including but not limited to the following: employment, upgrading, demotion or
transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms
of compensation; and selection for training, including apprenticeship; and further, that Contractor
is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040,
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including without limitation the provision of benefits, relating to non-discrimination in city
contracting.
11. MISCELLANEOUS PROVISIONS
11.1 Notice. Any notice, demand, request, consent, approval, or communication that
either Party desires, or is required to give to the other Party or any other person shall be in writing
and either served personally or sent by pre-paid, first-class mail to the address set forth below.
Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed
as provided in this Section. Either Party may change its address by notifying the other Party of
the change of address in writing.
To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Contractor: Adlerhorst International, LLC
Attention: Veronique Reaver
3951 Vernon Ave.
Jurupa Valley, CA 92509
11.2 Integrated Agreement. This Agreement constitutes the entire understanding
between the Parties and supersedes and cancels all prior negotiations, arrangements,
agreements, representations, and understandings, if any, made by or among the Parties with
respect to the subject matter in this Agreement.
11.3 Amendment. No amendments or other modifications of this Agreement shall be
binding unless through written agreement signed by all Parties.
11.4 Severability. Whenever possible, each provision of this Agreement shall be
interpreted in such a manner as to be effective and valid under applicable law. In the event that
any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this
Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of
competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining
phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be
interpreted to carry out the intent of the Parties.
11.5 Successors in Interest. This Agreement shall be binding upon and inure to the
benefit of the Parties’ successors and assignees.
11.6 Third Party Beneficiary. Except as may be expressly provided for in this
Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement
be construed as conferring, any rights, including, without limitation, any rights as a third-party
beneficiary or otherwise, upon any entity or person not a party to this Agreement.
11.7 Recitals. The above-referenced Recitals are hereby incorporated into the
Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees
that such Party is bound, for purposes of this Agreement, by the same.
11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant
that they are duly authorized to execute this Agreement on behalf of Parties and that by so
executing this Agreement the Parties are formally bound to the provisions of this Agreement.
11.9 Counterparts. This Agreement may be signed in counterparts, each of which
shall constitute an original.
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11.10 Compliance with Economic Sanctions in Response to Russia's Actions in
Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled
of the State of California, Consultant shall fully and adequately comply with California Executive
Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant
shall also certify compliance with the Russian Sanctions Program by completing the form located
in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by
reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions
Program and certify compliance pursuant to this Section.
[SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT
BY AND BETWEEN THE CITY OF PALM SPRINGS AND
ADLERHORST INTERNATIONAL LLC
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated
below.
CONTRACTOR:
By: _____________________________ By: _____________________________
Signature Signature (2nd signature required for Corporation)
Date: ___________________________ Date: ___________________________
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: _______________ Item No. _______ Agreement No. 24P372
APPROVED AS TO FORM: ATTEST:
By: _____________________________ By: _____________________________
City Attorney City Clerk
APPROVED:
By: _____________________________ Date: ____________________________
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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1/7/2025
1/9/2025 1P
1/9/2025
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EXHIBIT “A”
SCOPE OF SERVICES/WORK
Including,
Schedule of Fees
And
Schedule of Performance
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1.1 Background:
The Palm Springs Police Department currently deploys a work force of 109 sworn police
officers. The Police Department’s patrol canine unit currently operates with two canine
teams, made up of a handler and a dog, assigned to work patrol.. These two canine teams
will be trained in apprehension and scent detection. The Contractor will provide
specialized police canine training and police canine expertise to assist with the evaluation
of the PSPD canine program on a scheduled and as-needed basis.
1.2 Scope:
A. The Contractor will provide canine training services (apprehension and scent
detection) for the Palm Springs Police Department’s Canine Unit. The scope of work
shall include but is not limited to the following:
1. Canine Training Sessions:
a. The Contractor shall provide in-service training and evaluation of the PSPD
Canine Unit on the second and fourth Wednesday each month in an effort to
create uniformity and consistency across the Canine Unit for both the canines
and their handlers. Training evaluation times on two Wednesdays of each
month will vary.
b. The Contractor shall provide the following training sessions:
i. Two eight hour apprehension and scent detection training sessions for
the patrol canine teams per month.
c. The Contractor will provide obedience, agility, protection, tracking, scent
detection, tactical deployment, and current tactical officer-safety canine
handling techniques.
d. The Contractor will provide on-going training and evaluation of the canines and
their handlers and shall provide written documentation of time, date, location,
name of officer/canine team, and any issues identified during training that will
require additional training. The Contractor will submit the written
documentation to the Canine Unit manager and communicate with the Canine
Unit manager regarding all concerns or deficiencies as soon as they are
identified.
e. The Contractor will provide problem solving solutions regarding any behavioral
patterns or problems that may arise with the officers/canine teams during
training and evaluation.
2. Canine Handler Course:
a. The Contractor will provide basic canine handler course for newly assigned
PSPD canine handlers. The basics course shall include a minimum of 240
hours. At the conclusion of the course, the canine handler team shall meet
the minimum standard set by the PSPD and the CA Peace Officer
Standards and Training (“POST”) standard.
b. The Contractor shall provide in writing, annual evaluations of handler teams
during the first three years of in-service training.
c. The Contractor will evaluate and select the canines used by the Palm
Springs Police Department K9 unit. The Contractor is free to select dogs
from various vendors. The Palm Springs Police Department will facilitate
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the purchase of the canine from the selected vendor. The Palm Springs
Police Department has the overall authority to purchase a canine of its
choosing.
d. The Contractor shall provide comprehensive instruction on the use of
electronic collars and the proper use of the device.
e. The Contractor shall provide at least four hours of legal update instruction
each year while in-service.
f. The Contractor shall provide well-trained and experienced helpers/decoys
to assist with work for the dogs. The decoy/helpers must have a strong
understanding of canine behavior and be able to safely work dogs in
several different environments.
g. If assistant trainers are to be used, Contractor shall use only trainers who
are experienced and knowledgeable in current police canine training
techniques.
h. The Contractor shall provide regular maintenance training within a 60-mile
distance from the city limits of the City of Palm Springs.
i. The Contractor will provide Annual Post Certification for each canine and
shall provide the certification to the Canine Unit Manager.
j. The Contractor will assist with the selection of canines purchased by the
PSPD.
3. Additional Training:
a. The Contractor will provide up to 60 additional training hours per canine
team, as needed, at the request of the Canine Unit manager. Examples
include:
i. Working in SWAT/Tactical environments
ii. Remedial training
1.3 Schedule:
Work will commence on issuance of notice to proceed on an as needed basis through the
term of the contract.
1.4 Compensation:
Work will be compensated per monthly training session, canine handler course, and per
hourly rate basis. Contract pricing includes all labor, expenses, and incidentals to
complete the work outlined in the contract scope. No additional compensation will be due
by the City unless the contract is modified for additional work requested by the City.
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EXHIBIT “B”
INSURANCE PROVISIONS
Including
Verification of Coverage,
Sufficiency of Insurers,
Errors and Omissions Coverage,
Minimum Scope of Insurance,
Deductibles and Self-Insured Retentions, and
Severability of Interests (Separation of Insureds)
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INSURANCE
1. Procurement and Maintenance of Insurance. Contractor shall procure and
maintain public liability and property damage insurance against all claims for injuries against
persons or damages to property resulting from Contractor’s performance under this Agreement.
Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and
content satisfactory to the City, and submit concurrently with its execution of this Agreement.
Contractor shall also carry workers’ compensation insurance in accordance with California
workers’ compensation laws. Such insurance shall be kept in full force and effect during the term
of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty
(30) days advance written notice to City of any proposed cancellation. Certificates of insurance
evidencing the foregoing and designating the City, its elected officials, officers, employees,
agents, and volunteers as additional named insureds by original endorsement shall be delivered
to and approved by City prior to commencement of services. The procuring of such insurance
and the delivery of policies, certificates, and endorsements evidencing the same shall not be
construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers,
agents, employees, and volunteers.
2. Minimum Scope of Insurance. The minimum amount of insurance required under this
Agreement shall be as follows:
1. Comprehensive general liability and personal injury with limits of at least one million dollars
($1,000,000.00) combined single limit coverage per occurrence and two million dollars
($2,000,000) general aggregate;
2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per
occurrence;
3. Professional liability (errors and omissions) insurance with limits of at least one million
dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
___x_____ is not required;
4. Workers’ Compensation insurance in the statutory amount as required by the State of
California and Employer’s Liability Insurance with limits of at least one million dollars $1 million
per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request
for Waiver of Workers’ Compensation Insurance Requirement form.
3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance
coverage shall be primary with respect to the City and its respective elected officials, officers,
employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its
respective elected officials, officers, employees, agents, and volunteers shall be in excess of
Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and
Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and
contribution it may have against City, its elected officials, officers, employees, agents, and
volunteers.
4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if
Contractor provides claims made professional liability insurance, Contractor shall also agree in
writing either (1) to purchase tail insurance in the amount required by this Agreement to cover
claims made within three years of the completion of Contractor’s services under this Agreement,
or (2) to maintain professional liability insurance coverage with the same carrier in the amount
required by this Agreement for at least three years after completion of Contractor’s services under
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this Agreement. Contractor shall also be required to provide evidence to City of the purchase of
the required tail insurance or continuation of the professional liability policy.
5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by
authorized insurers in good standing with the State of California. Coverage shall be provided by
insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or
better, unless otherwise acceptable to the City.
6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance
and endorsements, including additional insured endorsements, effecting all of the coverages
required by this Agreement. The certificates and endorsements are to be signed by a person
authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received
and approved by the City before work commences. City reserves the right to require Contractor’s
insurers to provide complete, certified copies of all required insurance policies at any time.
Additional insured endorsements are not required for Errors and Omissions and Workers’
Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto
Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability
Insurance Coverage with an approved Additional Insured Endorsement with the following
endorsements stated on the certificate:
A. "The City of Palm Springs, its officials, employees, and agents are named as an additional
insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed
with the City" may be included in this statement).
B. "This insurance is primary and non-contributory over any insurance or self-insurance the
City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work
performed with the City" may be included in this statement).
C. "Should any of the above described policies be canceled before the expiration date
thereof, the issuing company will mail 30 days written notice to the Certificate Holder named."
Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no
obligation or liability of any kind upon the company, its agents or representative" is not acceptable
and must be crossed out.
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the
insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents,
and volunteers.
In addition to the endorsements listed above, the City of Palm Springs shall be named the
certificate holder on the policies.
All certificates of insurance and endorsements are to be received and approved by the City before
work commences. All certificates of insurance must be authorized by a person with authority to
bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to
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obtain the required documents prior to the commencement of work shall not waive the
Contractor’s obligation to provide them.
7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions
must be declared to and approved by the City prior to commencing any work or services under
this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such
deductibles or self-insured retentions with respect to the City, its elected officials, officers,
employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment
of losses and related investigations, claim administration, and defense expenses. Certificates of
Insurance must include evidence of the amount of any deductible or self-insured retention under
the policy. Contractor guarantees payment of all deductibles and self-insured retentions.
8. Severability of Interests (Separation of Insureds). This insurance applies
separately to each insured against whom claim is made or suit is brought except with respect to
the limits of the insurer’s liability.
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EXHIBIT “C”
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CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY, PALM
SPRINGS, CA 92262
(760) 322-8328
BUSINESS LICENSE CERTIFICATE
Fees Paid:$161.00
ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE
LICENSEE TO OPERATE OR MAINTAIN A BUSINESS
IN VIOLATION OF ANY OTHER LAW OR ORDINANCE.
THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY
NOR OF THE APPLICANT'S QUALIFICATIONS.
Business Name:ADLERHORST
INTERNATIONAL LLC
DBA:
Owner:VERONICA REAVER
Mailing Address:3951 VERNON AVE
JURUPA VALLEY, CA 92509
License Number:OC-000934-2023
Expiration Date:06/30/2025
PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO
RENEW AND UPDATE THIS LICENSE ANNUALLY.
Business Location:3951 VERNON AVE, JURUPA
VALLEY, CA 92509
Business Description:POLICE DOG TRAINING
SERVICES
TO BE POSTED IN A CONSPICUOUS PLACE
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