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HomeMy WebLinkAbout04259 - SAFE MOVES PED BICYCLE SAFETY MO 6680 Page: 3 Report: Expired Contracts: Oldest Date= / / and XREF= ENGINEERING -Summary October 22, 2003 Contract Number Description Approval Date Expiration Date Closed Date A4259 Professional Traffic Education Programs 08/02/2000 06/01/2002 Contractor :Safe Moves Insurance Status:A policy will expire soon. �U}� XREF: ENGINEERING Service: In File A4260 Traffic Collision Database System, CP00-03 08/02/2000 08/01/2001 / y Contractor:Crossroads Software Insurance Status: Certificate and Policies are OK XREF: ENGINEERING Service: In File / A4282 MVP Phase 3, CP99-13 10/04/2000 07/01/2001 11 Contractor :Professional Service Industries Insurance Status: Certificate and Policies are OK XREF: ENGINEERING Service: In File A4309 Traffic Volume Counts/Speed Survey, CP00-23 11/15/2000 05/01/2002 Contractor :Counts Unlimited Insurance Status: Certificate and Policies are OK XREF: ENGINEERING Service: In File A4318 Engineering Design for Indian CP00-14 12/06/2000 12/01/2002 Contractor :Dokken Engineering Insurance Status: Certificate and Policies are OK XREF: ENGINEERING Service: In File A4328 Roadside Maintenance 01/03/2001 01/01/2002 / Contractor :Desert Janitor Co. Insurance Status:A policy has Expired. XREF: ENGINEERING Service: In File A4357 Gene Autry/Ramon Rd. Median Islands 04/04/2001 04/01/2002 Contractor :RGA Landscaping Insurance Status: Certificate and Policies are OK XREF: ENGINEERING C/Vv Service: In File lr.J Safe Moves, Inc. • dv edestrian & Bicycle Safety _ �_ AGREEMENT #4259 M06680, 8-2-00 CITY OF PALM SPRINGS Engineering Division CONTRACT SERVICES AGREEMENT FOR Professional Traffic Education Programs in conjunction with "Palm Springs Pedestrian & Bicycle Safety" Project City Project 2000-03tTkJ IS CONTRACT S AGREEMENT(herein "Agreement"), is made and entered into this rJ day of M pILLf 17 by and between the CITY OF PALM SPRINGS, a municipal corporation, (herein "City"),anj Safe Moves, Incorporated(a California Nonprofit Corporation), (herein "Contractor"). (The term Contractor includes professionals performing in a consulting capacity.) The parties hereto agree as follows: 1.0 SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference, which services may be referred to herein as the "services" or"work"hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. For purposes of this Agreement, the phrase "highest professional standards"shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 1.2 Contractor's Proposal. The Scope of Service shall include the Contractor's proposal or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency having jurisdiction in effect at the time service is rendered. 1.4 Licenses Permits Fees and Assessments. 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. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes penalties or interest levied, assessed or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor(a) has thoroughly investigated and considered the scope of services to be performed, (b)has carefully considered how the services should be performed, and (c) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the 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, prior to commencement of services hereunder. Should the Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City PS2276/099999-3000/2160684.2 6/14/96 Revised 09/01/9,9 1 of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer. 1.6 Care of Work. The Contractor shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. 1.7 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.8 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Any increase in compensation of up to Five percent(5%)of the Contract Sum or$25,000; whichever is less, or in the time to perform of up to one hundred eighty(180)days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively must be approved by the City Council. It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services or reasonably contemplated therein. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefore. 1.9 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as Exhibit "B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit "B" and any other provisions of this Agreement, the provisions of Exhibit "B" shall govern. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement, the Contractor shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference, but not exceeding the maximum contract amount of Eighty Thousand Four Hundred Dollars 00/100 (S80.400.00) (herein "Contract Sum"), except as provided in Section I.S. The method of compensation may include: (i) a lump sum payment upon completion, (ii) payment in accordance with the percentage of completion of the services, (iii) payment for time and materials based upon the Contractor's rates as specified in the Schedule of Compensation, but not exceeding the Contract Sum or(iv) such other methods as may be specified in the Schedule of Compensation. Compensation may include rennbursement for actual and necessary expenditures for reproduction costs, telephone expense, transportation expense approved by the Contract Officer in advance, and no other expenses and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City; Contractor shall not be entitled to any additional compensation for attending said meetings. 2.2 Method of Payment. Unless some other method of payment is specified in the Schedule of Compensation, in any month in which Contractor wishes to receive payment, no later than the first(1st)working day FS2/276/099999-3000/2160684 2 6/14/96 Rc,iwd.09/01/98 2 • r of such month, Contractor shall submit to the City in the form approved by the City's Director of Finance, an invoice for services rendered prior to the date of the invoice. Except as provided in Section 7.3, City shall pay Contractor for all expenses stated thereon which are approved by City pursuant to this Agreement no later than the last working day of the month. 3.0 PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit 'D", if any, and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten(10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of die Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant to this Section. 3A Term. Unless earlier terminated in accordance with Section 7.8 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceed one(1)year from the date hereof, except as otherwise provided in the Schedule of Performance. 4.0 COORDINATION OF WORK 4.1 Representative of Contractor. The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: Patricia A. Hines. President / Executive Director It is expressly understood that the experience,knowledge, capability and reputation of the foregoing prhncipals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the foregoing principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. 4.2 Contract Officer. The Contract Officer shall be such person as may be designated by the F52/276/099999-0000/2160684 2 6/14/96 R,vk,d.09/01/98 3 City Manager of City. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions, which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge,capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent(25%)of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City. The City's policy is to encourage the awarding of subcontracts to persons or entities with offices located within the jurisdictional boundaries of the City of Palm Springs and, if none are available, to persons or entities with offices located in the Coachella Valley("Local Subcontractors"). Contractor hereby agrees to use good faith efforts to award subcontracts to Local Subcontractors, if Local Subcontractors are qualified to perform the work required. In requesting for the City to consent to a subcontract with a person or entity that is not a Local Subcontractor, the Contractor shall submit evidence to the City that such good faith efforts have been made or that no Local Subcontractors are qualified to perform the work. Said good faith efforts may be evidenced by placing advertisements inviting proposals or by sending requests for proposals to selected Local Subcontractors. The City may consider Contractor's efforts in determining whether it will consent to a particular subcontractor. Contractor shall keep evidence of such good faith efforts and copies of all contracts and subcontracts hereunder for the period specified in Section 6.2. 4.4 Independent Contractor. Neither the 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 herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Contractor's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor 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. 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. City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venture or a member of any joint enterprise with Contractor. 5.0 INSURANCE, INDENINIFICATION AND BONDS 5.1 Insurance. The Contractor shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance: (a) Comprehensive General Liability Insurance. A policy of comprehensive general liability insurance written on a per occurrence basis. The policy of insurance shall be in an amount not less than either (1) a combined single limit of$1,000,000 for bodily injury, death and property damage or(ii)bodily injury limits of rS2/276/099999-3000/2160684 2 6/14/96 Revised,09/01/98 4 $500,000 per person, $1,000,000 per occurrence and $1,000,000 products and completed operations and property damage limits of$500,000 per occurrence. If the Contract Sum is greater than$100,000, the policy of insurance shall be in an amount not less than$5,000,000 combined single limit. (b) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both the Contractor and the City against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Contractor in the course of carrying out the work or services contemplated in this Agreement. (c) Automotive Insurance. A policy of comprehensive automobile liability insurance written on a per occurrence basis in an amount not less than either (i) bodily injury liability limits of$500,000 per person and$1,000,000 per occurrence and property damage liability limits of$250,000 per occurrence and$500,000 in the aggregate or (it) combined single limit liability of$1,000,000. Said policy shall include coverage for owned, non-owned, leased and hired cars. (d) Additional Insurance. Policies of such other insurance, including professional liability insurance, as may be required in the Special Requirements. All of the above policies of insurance shall be primary insurance and shall name the City, its officers, employees and agents as additional insureds, except that the City shall not be named as an additional insured for the Worker's Compensation Insurance nor the Professional Liability Insurance. The insurer shall waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or canceled without providing thirty (30) days prior written notice by registered mail to the City. In the event any of said policies of insurance are canceled, the Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 5.1 to the Contract Officer. No work or services under this Agreement shall commence until the Contractor has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance overages and said Certificates of Insurance or binders are approved by the City. All certificates shall name the City as additional insured(providing the appropriate endorsement), be signed by an authorized agent of the insurer, and shall contain the following "cancellation" notice: "CANCELLATION: Should any of the above described policies be cancelled before the expiration date thereof, the issuing company shall mail an advance 30-day written notice to the Certificate holder named herein." The Contractor agrees that the provisions of this Section 5.1 shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment of damages to any persons or property resulting from the Contractor's activities or the activities of any person or persons for which the Contractor is otherwise responsible. In the event the Contractor subcontracts any portion of the work in compliance with Section 4.3 of this Agreement, the contract between the Contractor and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Contractor is required to maintain pursuant to this Section 5.1. 5.2 Indemnification. Contractor agrees to indemnify the City, its officers, agents and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs,penalties, obligations, errors,omissions or liabilities, (herein "claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the FS21276/099g993000/2160684.2 6/14/96 Revised 09/01/98 5 negligent performance of the work, operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the negligent acts or omissions of Contractor hereunder, or arising from Contractor's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, whether or not there is concurrent passive or active negligence on the part of the City, its officers, agents or employees but excluding such claims or liabilities arising from the sole negligence or willful misconduct of the City, its officers, agents or employees, who are directly responsible to the City, and in connection therewith: (a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; (b) Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Contractor hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. 5.3 Performance Bond. Concurrently with execution of this Agreement, Contractor shall deliver to City a performance bond in the sum of the amount of this Agreement, in the form provided by the City Clerk, which secures the faithful performance of this Agreement, unless such requirement is waived by the Contract Officer. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement. 5.4 Sufficiency of Insurer or Surety. Insurance or bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the City Manager or designee of the City("City Manager") due to unique circumstances. In the event the City Manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the performance bond required by this Section 5 may be changed accordingly upon receipt of written notice from the City Manager or designee; provided that the Contractor shall have the right to appeal a determination of increased coverage by the City Manager to the City Council of City within ten (10) days of receipt of notice from the City Manager. 6.0 REPORTS AND RECORDS 6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor FS2/276/099999-3000/2160684 2 6/14/96 Revised 09/01/98 6 shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.2 Records. Contractor shall keep, acid require subcontractors to keep,such books and records as shall be necessary to 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 times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. 6.3 Ownership of Documents. All drawings, specifications, reports, records, documents and other materials prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City's sole risk and without liability to Contractor, and the City shall indemnify the Contractor for all damages resulting therefrom. Contractor may retain copies of such documents for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. 6.4 Release of Documents. The 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. 7.0 ENFORCEMENT OF AGREEMENT 7.1 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. 7.2 Disputes. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten(10)days of service of such notice and completes the cure of such default within forty-five(45)days after service of the notice, or such longer period as may be permitted by the injured party; provided that if the default is an immediate danger to the health, safety and general welfare, such immediate action may be necessary. Compliance with the provisions of this Section shall be a condition precedent to termination of this Agreement for cause and to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's or the Contractor's right to terminate this Agreement without cause pursuant to Section 7.8. 7.3 Retention of Funds. Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, FS2/296/099999-3000/2160684 2 6/14/96 Reviscd 09/01/98 7 and (H) all amounts for which City may be liable to third parties, by reason of Contractor's acts or omissions in performing or failing to perform Contractor's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Contractor to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the parry's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 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 and 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. 7.6 Leaal 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 declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 7.7 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of as Zero($ 0) liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit "D"). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. 7.8 Termination Prior to Expiration Of Term. This Section shall govern any termination of this Agreement except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days' written notice to Contractor, except that where termination is due to the fault of the Contractor, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Contractor reserves the right to terminate this Agreement at any time upon, with or without cause, upon sixty (60) days' written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Contractor may determine. Upon receipt of any notice of termination, Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Contractor has initiated termination, the Contractor shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Contractor has initiated termination, the Contractor shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2. F52/276/009999-3000/2160684 2 6/14/96 Rev,,cd 09/01/98 8 7.9 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 7.10 Attornevs' Fees. If either parry to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Conflict of Interest, No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third parry any money or other consideration for obtaining this Agreement. 8.3 Covenant Aeainst Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry. 9.0 MISCELLANEOUS PROVISIONS 9.1 Notice. Any notice, demand, request, document, consent, approval, or communication 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 prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer, CITY OF PALM SPRINGS, P.O. Box 2743, Palm Springs, California 92263, and in the case of the Contractor, to the person at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the FS2/276/099999-3000/2160684,2 6/14/96 Revised.09/01M 9 meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other role of construction which might otherwise apply. 9.3 Inteeration: Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 9.4 Severability. 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 a 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 are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.5 Corporate Authority. The persons executing this Agreement on behalf of the parties herein warrant that (i) such party is duly organized and existing, (it) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii)by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and(iv)the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. r52/296/099999-3000/2160684.2 6/14/96 Revised 09/01/98 10 ATTEST: CITY OF PALM[ SPRINGS, a municipal corporation v By: City Clerk // �q/City Manager APPROVED AS TO FORM: W `6ity�Attorney APFFIRGVED) BY 7HE CITY COUI'V IL PS2/276/099999-3000/2I60684 2 6/14/96 Revised:09/01/98 11 (Corporations require two signatures: One from each of the following: A. Chairman of Board, President,any Vice President AND B Secretary, Assistant Secretary, Treasurer, Assistant Treasurer,or Chief Financial Officer). (Check one) _Individual Partnership_ Corporation CONTRACTOR: Safe M ves, Incorporated (95-44,;'v a f 7 y� By: /l J}lt WA �0 i� �i Signature Notarized Signature A PAW-10A A Fl) S � •rsTiv= �r��cTo . Print Name & Title By: Notarize Shnamre B 0A9(Db t I2-ZI U iCE N~�l Print Name & Title Mailing Address: 15500 Erwin Street Suite 1121 Van Nuys Ca. 91411 (END OF SIGNATURES) FS2/276/099999-3000/21606842 6/14/96 Rewsed.09/01/98 12 CALIFORNIA ALL-PURPO ACKNOWLEDGMENT State7of IZ1k CouIIIDS On ©o YJm 1o17�da before me, Nicole-(3abrielle Brown notary public Dale \ ` Name an Title o Officer te.g.,'Japa Doe, alary Public' I jn� p� personally appeared Date' 1 ua Aym eg (W1 na �`r 2S T� Name s)ofof i�STgner(s) ❑personally known to me-OR-I'' ,proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) are subscribed to the within instrument and acknowledged to me that .they executed the ;it 14IIINIII111IIIIIIIIIIIditllh++gNlllillllllll IIII1rIIlIIIIIIIIIIIIIIIIIIIIPunnl:? same in I their authorized capacity(ies),and that by kVfcele-f,a6rtelie Brown- their signature(s)on the instrument the person(s), } t COMM # 1175377 - or the entity upon behalf of which the person(s) acted, NOTARY PUBLIC-CALIFORNIA of { executed the instrument. ALAMEDA COUNTY naycnmm Exp Mar s,zooz WITNESS my hand and official seal. ^uuunu,uulwl nnmo:onluluunuu uumml m nuununuunumm�mE� Slgnawr of Notary Public OPTIONAL Though the information below is not required bylaw, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Docum nt Title or T pe of Document: d �u ��� � WWS�iffial Tr(t C CCt+ ?r00((4A Document Da Number of Pages: Signer(s) Other Than med Above: Capacity(ies) Claimed y Signer(s) Signer's Name: Signer's Na e: ❑ Individual ❑ In ' idual ❑ Corporate Officer ❑ orporate Officer Title(s): Title(s): ❑ Partner—❑ Limited ❑ General Partner—❑ Limited ❑ General ❑ Attorney-in-Fact ❑ orney-in-Fact ❑ Trustee ❑ Tru e ❑ Guardian or Conservator ❑ Guardi or Conservator ❑ Other: To of thumb here ❑ Other: Top of thumb here Signer Is Representing: Signer Is Representing: 0 1994 National Notary Assxfation•8236 Rommel Ave.,P.O,Box 7184•Canoga Park,CA 91309-7184 Fm No.5907 reorder.Call Ton.Free 1-aD0-a76-6827 EXHIBIT "A" SCOPE OF SERVICES Task 1: Kick off Meeting The contractor shall hold a pre-project meeting with City staff to discuss the goals of the project and to obtain input form the City as to program content, possible, venues and presentation scheduling. The City shall provide a contacts list for possible facilities and organizations that may be interested in providing a facility for the programs use. Task 2: Presentation and Bike Rodeo Design and Scheduling: The City's Contract Officer shall provide a list of potential sites for the all of the programs. This list shall include the site name, administrator, address and telephone number for each site. The City's Contract Officer shall contact the Palm Springs Unified School District and obtain District approval for presenting these programs on school property. The City's Contract Officer shall provide initial collision data to the contractor to assist in the program design. The contractor shall design both the in class presentations and bike rodeos to fit the program goals, the Palm Springs climate and schedule the events to reach the maximum number of people as possible. The contractor shall schedule the Parent Workshops, the In Class Work Shops and the School Based Rodeos at all public and private Elementary and Middle Schools within the City of Palm Springs. The contractor shall design the programs to cover the following subjects: In Class Workshops Bicycle Education * Helmet use (fit and maintenance) Choosing the right bike Proper bicycling clothing Recognition and avoidance of common bicycle collisions Bicycle maintenance and repair Rules, regulations and ordinances that govern bicyclists Bicycle registration * Using safe bike routes to and from school * Consequences of unsafe bicycle use Pedestrian Education Safe places to walk (sidewalks, parks, etc.) Unsafe places to walk (streets, railroad tracks, parking lots etc.) Stranger awareness/personal safety EXHIBIT "A" SCOPE OF SERVICES rs2/1_76/099999a000P 16063d.2 6/1,106 R,,wd:09/01/98 * Crosswalks (controlled and uncontrolled) How to use a pedestrian signal properly * Recognition and understanding of signs and signals * Recognition and avoidance of common pedestrian collisions Walking to school Safely (safe routes, getting out of a parent's car) * Attire (bright colored clothing, tied shoe laces, etc.) * Walking on busy sidewalks * Precautions to take around special events (e.g. Halloween) * Railroad crossings * Driveways/alleyways Student drop off and pick up zones at schools School Bus Education Getting off and on the bus safely * Avoiding danger zones of buses * Safe riding habits on the bus * Personal Safety Public Bus Education * Getting off and on the bus safely * Avoiding danger zones of buses • Personal safety Bike Rodeos Bicycle Handling Skills Proper braking techniques for various situations * Steep hill * wet pavement sand rain gutters debris car doors ° Proper mounting and dismounting techniques Left and right hand turns Left hand shoulder check (scanning for traffic) Proper turning techniques avoidance of rocks, sand, corners, drains, gutters Proper method of crossing railroad tracks Traffic Assessment Skills * Crossing at intersections, alleyways, driveways * Vehicles turning left and right Correct use of bike lanes EXHIBIT "A" SCOPE OF SERVICES FS2/276/099999-3000rl 160694.2 6/1J/96 Rev"'d 09,01/98 * Safer places to ride & walk Correct way to cross the street * Laws and ordinances Right side riding - consequences of wrong side riding Behaviors of motorists, pedestrians and other cyclists Parent Workshops *Discussions of current traffic laws and ordinances 'rOn-going traffic problems in and around school sites. * Ways to reinforce safety education at home, at school and in the community. Older Adult Workshops Pedestrian Education * Safe places to walk vs. unsafe places to walk * Stranger awareness/personal safety * Crosswalks (controlled and uncontrolled) * Recognition and understanding of signs and signals * Recognition and avoidance of common pedestrian collisions x Attire (smart and safe choices) Behaviors of motorists Bus Safety Getting on and off the bus safely Danger zones of the bus The contractor shall also submit a schedule of confirmed and tentative venues for the program for the first year of the program. Prior to the completion of the first year of the program the contractor shall supply the City with a schedule of confirmed and tentative venues for the second year of the program. The contractor shall design and submit the following forms to the Contract Officer for approval by the City: * School / site and Older Adult Workshop Certification Forms Each school and/or site administrator will be given a Certification Form to verify workshops conducted (i.e. date, time, number of students and number of workshops conducted). In addition to the program data, each school / site administrator is required to complete the form which EXHIBIT "A" SCOPE OF SERVICES F52/2761099999-3000/2160684.26/14/96 RevlmiP 09/01/98 provides feedback on the program content, presentation delivery, printed material and effectiveness. The form also allows for additional comments and/or suggestions. * School / site and Community Rodeo Certification Forms Each school and/or site administrator will be given a Certification Form to verify the rodeo event conducted (i.e. date, time, number of participants). In addition, the site administrator will be asked to complete the survey portion of the Certification Form. The survey portion of the form will include questions on program content, presentation, printed material and effectiveness of the program. The form also allows for additional comments and/or suggestions. All surveys will be reviewed and evaluated after each rodeo. * Transportation Surveys & Statistics on Death and Injury Each school/ site administrator will be given a transportation survey at each participating school / site to assess the modes of transportation used by students. In addition, information will be collected to establish a statistical database on traffic-related deaths and injuries among the target group during the contract period. The approved forms shall be distributed and collected by the contractor at the appropriate events. A copy of the completed forms shall be forwarded to the Project Director. The Project Director will coordinate surveillance programs at each school and community sites to assess behaviors of bicyclists and pedestrians before and after the presentations. Before data will be forwarded to the contractor to assist in the presentations at each site. The Contractor will administer pre and post written tests in conjunction with the classroom workshops and traffic safety rodeos. These tests will be used to evaluate the students' level of understanding of traffic safety. Once the first year schedule has been established, the Project Director shall schedule PSCTV Film crew's attendance at least one for each type of event of the events for the purpose of filming the events. Task 3: In Class Presentations and Bike Rodeos The contractor shall conduct the presentations based on the following distribution: EXHIBIT "A" SCOPE OF SERVICES PS2/176/0999993000/3160684 26/14/96 Revised,0910INS Proaram No. of Programs No. of Programs No. of Programs Total (1" Year) (2"d year) (3r1 Year) Pr iais Ending 9/30/00 Ending 9/30/01 Ending 9/30/02 Classroom Workshops: 0 60 40 100 School-Based Rodeos: 0 15 5 20 Parent Workshops 0 10 10 20 Community Rodeos: 2 2 4 8 Older Adult Workshops 10 96 86 192 The Contractor shall assist the Contract Officer in preparing quarterly reports required for OTS throughout the life of the contract. Task 4: Post Presentation Evaluations and O.T.S. Required Reports At the conclusion of the project the contractor shall present the City with a report that summarizes the data collected in the forms outlined in "Survey and Certification Forms described in Tasks 2" above. This report will outline results based on program type, site location and overall performance of the project. The Contractor shall furnish interim reports quarterly as to the progress on the study or upon demand by the Contract Officer or the Office of Traffic Safety. The Contractors Shall provide a final report in draft form to the Contract Officer and the Office of Traffic Safety thirty days prior to contract termination for their review, recommendations and approval. The Contractor shall furnish 5 printed copies of the approved final report to the Contract Officer and O.T.S. The final report is due thirty days after project completion. Costs incidental to the report's preparation or delivery that are incurred subsequent to the termination date of the project are not allowable. EXHIBIT "A" SCOPE OF SERVICES rSM76/099999J000R 160684 3 6/14/96 Revlso�l:0910 IM EXHIBIT "B" SPECIAL REQUIREMENTS Section 1.8 "Additional Services shall be revised to read ... No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Contractor and State of California, Business, Transportation and Housing Agency, Office of Traffic Safety, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Section 3.4 "Term" shall be revised from 1 year to 3 years. Section 4.3 "Prohibition Against Subcontracting or Assignment" shall be revised to read... "Therefore, the Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City and State of California, Business. Transportation and Housing Agency, Office of Traffic Safety". ... Section 5.3 "Performance Bond" shall be waived. Section 6.3 "Ownership of Documents" shall be revised to read.... All drawings, specifications, reports, records, documents and other materials prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and the State of California, Business. Transportation and Housinz A,-ency Office of Traffic Safety and shall be delivered to City and the State of California Business Transportation and Housing Agency, Office of Traffic Safety upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City or the State of California, Business, Transportation and Housing Agenc , Office of Traffic Safety of their full rights of ownership of the documents and materials hereunder. Section 7.7 "Liquidated Damages" shall waived Section 7.8 "Termination Prior to Expiration Of Term" shall be revised to read ... In addition the Contractor reserves the right to terminate this Agreement at anytime, with or without cause, upon thirty 30 days' written notice to the City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Contractor may determine. EXHIBIT 'B" TO CONTRACT SERVICES AGREEMENT FSIP76/099999 3000/7 160694 2 6/W96 Revived 09/01/98 State Required Certification Forms The Contractor shall complete the "DRUG-FREE WORKPLACE CERTIFICATION" (STD21) and "RECORD OF MINORITY, WOMEN or DISABLED BUSINESS ENTERPRISE (M/W/DVBE) PARTICIPATION" (OTS 24) prior to the Notice to Proceed from the City being issued. Publication Contractor shall not be authorized to copyright the final report, any papers, interim reports, forms, or other material, which is a part of the work under the Contract, without the written approval from the Contract Officer and the Office of Traffic Safety. Publication rights to any documents produced are to be reserved to the Contract Officer and the Office of Traffic Safety. All reports published by the Contractor shall contain the following statement on the credit sheet: The opinions, findings, and conclusions expressed in this publication are those of the authors and not necessarily those of the Office of Traffic Safety, the National Highway Traffic Safety Administrator or the Federal Highway Administration. Both written and oral releases are considered to be within the context of publication. However, there is no intention to limit discussion of the study with small technical groups or lectures to employees or students. Lectures to other groups, which describe the project but disclose neither data nor results are permissible without advance approval. All reports shall contain the following credit line: "In cooperation with State of California, Business, Transportation and Housing Agency, Office of Traffic Safety, the U.S. Department of Transportation, National Highway Traffic Safety Administration and Federal Highway Administration. Project Ins ep ction The Office of Traffic Safety, the National IIighway Traffic Safety Administration, the Federal Highway Administration, and the Contract Officer may review and inspect the Contractor's activities during the progress of the program. EXHIBIT 'B" TO CONTRACT SERVICES AGREEMENT rK/316/099 9 99 3 0 00/2 160684 2 6/14/9 6 Revisetl:09/01/98 Non-Solicitation Clause The Contractor warrants that he/she has not employed or retained any company or persons, other than a bona fide employee working solely for the consultant, or paid any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, the City shall have the right to annul this Contract without liability, or, in its discretion to deduct from the Contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Equal Opportunity Assurance Requirement The Contractor will not discriminate against any employee or applicant for employment because of race, sex, creed, color or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, sex, creed color or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this non-discrimination clause. The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, sex, creed, color or national origin. The Contractor will send to each labor union or representative of workers with which he/she has a collective bargaining agreement or contract or understanding, a notice advising the labor union or worker's representative of the Contractor's commitments under this nondiscrimination clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The Contractor will permit access to books, records and accounts by the City, the state, the Federal Highway Administration and/or the National Highway Traffic Safety Administration for purposes of investigation to ascertain compliance with this nondiscrimination clause. EXHIBIT "B" TO CONTRACT SERVICES AGREEMENT rKr'76/099999-30002160634 2 6/14/96 Revim�P 09/01/98 In the event of the Contractor's noncompliance with the nondiscrimination clauses of this Contract, this Contract may be canceled, terminated or suspended in whole or in part. EXHIBIT 'B" TO CONTRACT SERVICES AGREEMENT PS2r'16/099999-3000P_160684 2 6/14/96 R[V6, ld 09/01/98 EXHIBIT 'C" SCHEDULE OF COMPENSATION Tasks below are identical to tasks identified in Exhibit A of this Agreement. TASK LUMP SUM Task 1: Kick off Meeting $0.00 Task 2: Presentation and Bike Rodeo Design and Scheduling $0.00 Task 3: In Class Presentations and Bike Rodeos 3.1- 100 Classroom Work Shops @ $100.00 $10,000.00 3.2- 20 School Based Rodeos @ $1,000.00 $20,000.00 3.3- 20 Parent Workshops @ $200.00 $4,000.00 3.4- 8 Community Based Rodeos @$1,000.00 $8,000.00 3.5- 192 Older Adult Workshops @ $200.00 $38,400.00 Task 4: Post Presentation Evaluations and O.T.S. Required Reports $0.00 TOTAL COST $80,400.00 The Contractor shall be permitted one billing per month, based on the tasks or sub tasks completed. Final Payment is subject to O.T.S. approval of the final report. Contractor agrees to maintain all records and other evidence pertaining to costs incurred and work performed hereunder, and shall make them available at the contractor's California office during the contract period and thereafter for a period of three years from the date of receipt of final payment. EXHIBIT 'C" TO CONTRACT SERVICES AGREEMENT F52/'_70M99999-1000/2160684 2 6114/96 Revisal 09/01/98 EXHIBIT "D" SCHEDULE OF PERFORMANCE Task 1 shall be completed by August 07, 2000. Task 2 shall be completed by August 31, 2000 Task 3 shall be executed under the following time frame. Year 1 - 4" quarter: 2 Community Based Rodeos, 10 Older Adult Workshops Year 2 — 1" quarter: 20 classroom workshops, 5 School based rodeos, 3 Parent Workshops, 24 Older Adult Workshops. Year 2 — 2nd quarter: 20 classroom workshops, 5 School based rodeos, 4 Parent Workshops, 24 Older Adult Workshops, 1 Community Based Rodeo Year 2 — 3`d quarter: 20 classroom workshops, 5 School based rodeos, 3 Parent Workshops, 24 Older Adult Workshops. Year 2 — 4" quarter: 1 Community Based Rodeo, 24 Older Adult Workshops Year 3 — 1" quarter: 10 classroom workshops, 2 School based rodeos, 4 Parent Workshops, 21 Older Adult Workshops, 1 Community Based Rodeo. Year 3 — 2"d quarter: 20 classroom workshops, 2 School based rodeos, 4 Parent Workshops, 22 Older Adult Workshops, 1 Community Based Rodeo Year 3 — 3"' quarter: 10 classroom workshops, 1 School based rodeos, 2 Parent Workshops, 22 Older Adult Workshops, 1 Community Based Rodeo. Year 3 — 4"' quarter: 1 Community Based Rodeo, 21 Older Adult Workshops All programs shall be completed no later than June 1, 2002. Task 4 shall be ongoing throughout the project and shall be completed no later than August 1, 2002. EXHIBIT "D" TO CONTRACT SERVICES AGREEMENT rS2/256/099999-9000g 160684 2 6/1496 Revisal 09/01/98 INSTRUCTIONS • This form must be completed for each contract and/or purchase of services or materials under the grant agreement (excluding items drawn from stores or existing stocks). • The form is to be completed in duplicate and sent to OTS at the time a contractor or vendor is selected. • A M/W/DVBE is defined as a small business concern which is at lest 51 percentum owned and controlled by one or more minorities, women, or disabled veterans. • This form is used to collect information required by the Federal Department of Transportation as set forth in Title 49, Code of Federal Regulations, Part 23, and to ensure compliance with State of California Code of Regulations, Title 2, Subchapter 10.5. • Check the appropriate box in the upper right comer. • Circle the appropriate response to questions 5-9. State of Callforma 0 0 EXHIBIT 6-F DRUG-FREE WORKPLACE CERTE MON STD 21 (New 11-90) COMPANY/ORGANIZATION NAME Safe Moves, Inc. The contractor or grant named above hereby certifies compliance with Government Code Section 8355 in matters relating to providing a drug-free workplace. The above named contractor or grant recipient will: 1. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by government Code Section 8355(a). 2. Establish a Drug-Free Awareness Program as required by government Code Section 8355(b), to inform employees about all of the following: (a) The dangers of drug abuse in the workplace, (b) Any available counseling, rehabilitation and employee assistance programs, and (c) Any available counseling, rehabilitation and employee assistance programs, and (d) Penalties that may be imposed upon employees for drug abuse violations. 3. Provide as required by Government Code Section 8355 (c), that every employee who works on the proposed contract or grant: (a) Will receive a copy of the company's drug-free policy statement, and (b) will agree to abide by the terms of the company's statement as a condition of employment on the contract or grant. CERTIFICATION I, the official named below, hereby swear that I am duly authorized legally to bind the contractor or grant recipient to the above described certification. I am fully aware that this certification, executed on the date and in the county below, is made under penalty of perjury under the laws of the State of California. OFFICIAL'S NAME Pat Hines DATE EXECUTED EXEcUTEDIN TIM COUNTY OF September 14, 2000 Los Angeles TkpOR GRANT RECIPIENT SIGNATURE TITLE Executive Director FEDERAL I.D. NUMBER 95-4435418 a EXHIBIT 6-B • State of Cahromia • Office of Traffic Safety, Primary CQptactor C Secondary Contractor c OTS-24(Rev [0/94) ' lnswctions on Reverse RECORD OF MINORITY, WOMEN, or DISABLED BUSINESS ENTERPRISE(M/W/DVBE) PARTICIPATION 1. Applicant Agency Project No 2. Contractor/Vendor Safe Moves Address 155oo Erwin Street, Van Nuys, CA 91411 3 Description of work or services to be contracted or materials to be provided: Bicycle and Pedestrian Education for children, parents and older adults. 4. Cost of services or materials S 80,400.00 5. Is the contractor/vendor a Minority, Women, or Disabled Veteran Business Enterprise(M/W/DVBE)? Yes No X 6 Is a M/W/DVBE involved as a secondary contractor under the prime contract identified above9 Yes No X If"Yes", attach a separate form for each secondary contractor. T If"Yes" to #5 above, is the M W/DVBE owned by: African American Hispanic Asian Women American Indian Disabled Veteran Other 8. If"No"to #5 above, are you aware of M/WfDVBE's that provide the required service/materials? Yes X No 9 If"Yes" to 98 above, were these firms given an opportunity to submit a proposal or bid? Yes X No 1 o if"No" to 99 above, explain why not. If"Yes", explain why they were not selected. Safe Moves is a California non-profit corporation, therefore is not an owned agency. Safe Moves does not utilize secondary contractors. I HEREBY CERTIFY that to the best of my knowledge all informatio roc above is complete and correct. PROJECT DIRECTOR I 10/19/2000 10;18 8189085337, _ SAFE MOVES PAGE 02 •*St Mt)15 0u10 I.., _. . . -1 A, A�/'1DI7 oAYFIW!,mrvn 1 WLS/JC1A!„ oarazizoaa " CEM IFICATE I 111UE0 Att AMATTER Of INFORMATION AN O CONFERS NO RICHTS v00N THE CERTIFICATE West HillsInsuintcs rvic " \ • DER. TI11 CERTIFCATE DOU WIT AMEND. EXTEND OR P,0.Box 571030 ! ALT THE COYERA06 All"DED BY THE p ri rcl6s EELOW. PA TarzRn$,CA 913S7• _ OOINPANIEBAFFCWMt;Cef%4yERAGF � Travelers Insu ca,106 Safe Nuves Inc. V`�t`O'G aM" St.Paul Irwrance 15500 Erwin Street 121ANY /pC rti� Van Nuys,CA 914314 G��I L CO 0 Golden Eagle Ins.Corp. JK I COMPANY W 'kP. THR 10 TO CERTIFYTHAT POLICIES OF INaURANCE LMTEO WOW HAVE BEEN 16WEC TO THE 0401D NAM10 A2*VE FOR THE POUCY PERIOD INDICATED.NO1WR119YAN ANY REOUWWM W,TERM OR DONOITION OF ANY CONTRACT OR OTHER 00CUMENT W 4 ArgnG r TO WHWH M CERT9ICATE MAY 1E OR MAY PERTAIN.THE N SUPtANM AFFORDED OV THE POLICIES DPWAMEO HEREIN 1s SMECT TO All THE TEAMa, I) DOW110N1 ANO CONOTIO aof$UCN POLICIE8,LAnTSSXOWX AAY HAYS IEEN AEDUCEll DY_PAIO CLAIMS. �• „ 1 tiffTura OcrwwNANC{ POIICY WMetA {TF NIMIEORT) M7FIM111�A'Y) WMTt - A e1MFAu.uAMlrr 6t 0419X3491TW 1512000 05/2/101 NEPAL t eCMMLXCAL GaME1Ml am NI 'dAY{•c AA'OMAW F ,i'. pAM4 MADG Ye PEae011►L L AN NIOI7T f rnAniPYi►OOMTAAOry Mqr p XCCCU IIROE FP OWAOE "IIM 1 M PGA► { Sma 6 AV ANY AUT ro AWRMAwun CA0940043: 105/24/00 0544101 oDwNsoelAaLEulur •t 1,000,000w � AµawMEOwme � I eoDE,reAElav ecXWVIeoAV,Ct i {TOR pA.an / X NIRWAMS 1pp�.YEUURY X HWOWNEOAVTO► i {Iw 7NW1 { Am aAl1ACE LAIMI/Y ONLY-LAWaNT { ANYAMIC' D 1HAN v Y: AVQKGATFI e ►ACW WpMTY i EAON D10tLuroXM Allan MATE OT4a 7NANp _ L L' •i t0 lo.PAW" rON N'WCb3330t1r1 07/01100 07/OU0] TEP NNETCIY st EAWAabI NT ! 1,000, 00 PARTNFRa"OIEGrX/1Ne "a tL AeE- IOr LikN' GINER SAAE: EMCL FLDWAee-EACMPLWEE ! 01XG 1 � - I i AM'OFO7tATNM1EAAOA WPaG11NTEW Grtifls.khDWerie edassdditionalinsund.tllNrintcretlmay apear is the typel A i/the Named lawred as iler policy arms, conditions,limitafi0 slid exclotiova . ..e r Ate- r .Id�,'k ' r. • .-._....1{T.• eMNLO ANY Of TNe ANY[b2fis"E1i POtHAW{E CAMCILLW KPoR THE City v1 palm Springs 1RPIAAHOA OAR rALPEOP, THE M WeO WWANY WAL eXXAYHI TO MAN Mr.Ridwmmin Jtakins _}Q_Wn MNnin nsTlit TO TMt claTir"im ROLM MAaW TO mu LEFT, 6.TLainEtrla9 Depparlm ML . 1 n Ixfla TO MALL Tlla M T41 ON IAEIMTI' 3200 Tahgohr Canyo Way r AXr Mfq oa rATr,MP Palm Spriogs,Cs 92 AYTNaIYtD t Am ipy I I i TE(MMIDDIYY) AcoRv,. CERTIFICAO OF LIABILITY INSUI NC VAFEM ID A 1D DA03/14/02 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE West Hills Insurance Services HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 5530 Corbin Ave. ,Ste. # 200 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Tarzana CA 91356 Phone: 818-705-2500 Fax:818-705-7677 INSURERS AFFORDING COVERAGE INSURED INSURER Travelers Insurance Company.,_„ INSURER B Mercury Casualty Company/r*` Safe Moves, Inc INSURER C. State Compensation Ins.,%,",Fund 15500 Erwin St. Unit #1121 INSURER f$I,f3 a Van Nuys CA 91411 INSURER E COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LTR DATE MM1BGIYY DATE MMIDD/YY LIMITS GENERAL LIABILITY EACH OCCURRENCE S1,000,000 A X COMMERCIAL GENERAL LIABILITY X-660-41 9X3496-TCT-01 05/24/01 05/24/02 FIRE DAMAGE(Any one fire) $ 100,000 CLAIMS MADE �X OCCUR MED EXP(Anyone person) $ 5,000 PERSONAL G ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 DEVIL AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 2,000,000 PCIUCYF_j PRO JECT 7 LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 A ANY AUTO AC1104902301 10/16/01 10/16/02 (Ea accident) ALL OWNED AUTOS BODILY INJURY $ X SCHEDULED AUTOS (Per person) X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC S AUTO ONLY AGG $ E%CESS LIABILITY EACH OCCURRENCE S OCCUR CLAIMS MADE AGGREGATE $ DEDUCTIBLE S RETENTION $ $ WORKERS COMPENSATION AND T0RY LIMITS I ER C EMPLOYERS'LIABILITY 1661328-01 11/01/01 11/01/02 EL EACHACCIDENT $ 1,000,000 E.L.DISEASE-EA EMPLOYE $ 1,000,000 EL DISEASE-POLICY LIMIT $ 1,000,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLES/EXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS CERTIFICATE HOLDT ," IS NAMED AS ADDITIONAL INSURED WITH RESPECTS REFERENCE:4259, PROFESSIONAL TRAFFIC EDUCATION PROGRAMS A4259. SUBJECT TO POLICY TERMS, CONDITIONS, LIMITS AND EXCLUSIONS. CERTIFICATE HOLDER N I ADDITIONAL INSURED;INSURER LETTER: CANCELLATION PALmsPR SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Palm Springs DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN Office Of The City Clerk NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Patricia A Sanders 3200 Tahquitz Canyon Way IMPOSE NO OBLIGATION OR L19BICIFV OF KIND UPON THE INSURER,ITS AGENTS OR / Palm Springs CA 92262 REPRESENTATIVES,/i AUTHORIZEDEP . TATIVE , ACORD 25S(7197) ©©gC_ORD CORPORATION 19BB E!