SR 06-14-2022 3E
City Council
Report
City Council Meeting: June 14, 2022
Agenda Item: 3.E
1 of 5
To: Mayor and City Council
From: Edward F King, Director, Department of Transportation, Transit Safety &
Training
Subject: Approval of Contract Modification with Universal Protection Services, LP dba
Allied Universal Security Services for Parking Structure Security Services
Recommended Action
Staff recommends that the City Council:
1. Authorize the Procurement Manager to issue a change order to purchase order
#22101027 in the amount of $96,332 with Universal Protection Service, LP dba
Allied Universal Security Services to provide parking structure security services
for the Department of Transportation. This recommendation is made as an
exception to the competitive bidding process pursuant to Section 2.24.250(g) and
would result in a revised purchase order total not to exceed $339,132 with future
year funding contingent on Council budget approval; and
2. Approve a cumulative total for Universal Protection Service, LP not to exceed
$517,165 from December 1, 2018, through December 31, 2022.
Summary
The City manages and maintains eight public parking structures in the City’s downtown.
The parking structures, which also include public restrooms and refuse enclosures,
enhance accessibility to downtown restaurants, retail, and other businesses for those
visiting and working in downtown. As part of the City’s commitment to a Clean and Safe
Santa Monica, the City contracts with Allied Universal Protection Services to provide
security services in these parking facilities. To secure continued access to the facilities
within the parking structures for use by all, the City issued a purchase order for
temporary security services. This purchase order will reach its authorized not-to-exceed
threshold on June 30, 2022.
3.E
Packet Pg. 709
2 of 5
To maintain continuity of services while a long-term security strategy is being
contemplated, staff recommends that Council approve a change order to increase the
existing purchase order by $96,332. This amount includes $10,000 in contingency to
account for an increase in the Living Wage Ordinance effective July 2022. The
cumulative total of the purchase order with modifications will be $517,165. Staff
anticipates that this will fund security services through December 31, 2022.
Discussion
The City manages and maintains parking structures 1, 2, 4, 5, 6, 9, and 10 in the
downtown area. The Santa Monica Police Department originally issued purchase orders
with Universal in 2018 to provide security services in response to issues with significant
property crime in parking structures 1 through 6, particularly Burglary Theft From Motor
Vehicles (BTFMV) crimes. As a result of the enhanced security, the City saw a 51%
decrease in BTFMV crimes in 2019. However, due to the COVID-19 pandemic, these
services were terminated in April of 2020.
In early 2021, the City saw an increase in reports of vandalism, trash, human waste,
and other safety concerns at the downtown parking structures. To make the parking
facilities safer for the public, Public Works staff negotiated with Universal, who agreed to
resume their services at the rates established in 2018 to expeditiously engage security
services. Due to the urgent nature of the services needed, the City proceeded to issue a
new purchase order in February 2021 with an exception to the competitive process
pursuant to Santa Monica Municipal Code (SMMC) section 2.24.250(g) to provide
urgent and temporary relief from the misuse and access issues.
Due to the pandemic and the inconsistency in the use of the parking structures because
of stay-at-home orders and other restrictions in 2020-2021, the crime data for that
period does not accurately reflect the value of providing security services in the parking
structures. However, data provided by the Police Department shows that in 2018 (pre-
security services), the City experienced 365 BTFMV crimes; in 2019, after contracting
with Allied Universal, BTFMV crimes decreased to 180. Staff believes that the 51%
3.E
Packet Pg. 710
3 of 5
decrease in BTFMV crimes demonstrates the need to provide security services at the
parking structures to keep patrons, vehicles, and the structures safe.
BTFMV Incidents in Parking Structures 2017-2021
In November of 2021, the Council authorized a change order to increase the cumulative
not-to-exceed amount of the purchase order to $420,833 while staff negotiated the
inclusion of long-term security services for the downtown parking facilities with
Downtown Santa Monica Inc. (DTSM). The intent was to include parking facility security
as part of the DTSM Maintenance Services Agreement for FY 2021-22. However,
negotiations with DTSM were unsuccessful.
In March of 2022, responsibility for parking structure security was reassigned to the
Department of Transportation. Universal has agreed to continue security services until
December 31, 2022, for a six-month period at a cost not-to-exceed $96,332. A change
order to the City’s current purchase order for security services with Universal would
ensure continuity of the services until a long-term agreement is procured through a
competitive bidding process before the end of the calendar year.
3.E
Packet Pg. 711
4 of 5
Past Council Actions
Meeting Date Description
11/9/2021
(attachment A)
Authorization of a Change Order to Purchase Order 22101027 with
Universal Protection Service, LP dba Allied Universal Security
Services to Provide Services for the Public Works Department
Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the General Fund to increase
the amount of the purchase order with Allied Universal Protection Service, LP by
$96,332 for security services. Funds are available in the General Fund budget.
Future year funding is contingent on Council budget approval.
Purchase Order Modification Request
P.O.#
Current
Authorized
Amount
FY 2022-23
Budget
Modification
Request Department Account # Total P.O. Amount
22000217
21901465
$125,951
$52,442 01180001-536000
$125,951
$52,442
22101027 $120,000 01500001.550010 $120,000
$122,800 01800004.553220 $122,800
$96,332 01800004.553220 $96,332
TOTAL $420,833 $96,332 $517,165
Prepared By: Liseth Guizar, Transit Safety and Training Manager, Big Blue Bus
Approved
Forwarded to Council
3.E
Packet Pg. 712
5 of 5
Attachments:
A. Authorize Change Order to Purchase Order 22101027 with Universal Protection
Service, LP dba Allied Universal Security Services to Provide Services (Web
Link)
B. 02_CSA_-_Allied_Universal_Security.docx
C. OAKS INITIATIVE FORM-04.26.22
3.E
Packet Pg. 713
- 1 -
Contract No. 4862(CCS)
CONTRACTUAL SERVICES AGREEMENT
This Contractual Services Agreement (“Contract”), entered into as of
(“Execution Date”), by and between the CITY OF SANTA
MONICA, a municipal corporation (“City”), and Universal Protection Services, LP
dba Allied Universal Security Services (“Universal”), is made with reference to the
following: RECITALS:
A. The City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of the City.
B. Universal is qualified to do business, and is doing business, in the State of California.
Universal represents it has the background, knowledge, experience and expertise
necessary to provide the services set forth in this Contract.
C. The City and Universal desire to enter into an agreement for the Universal to provide
contractual services to the City as set forth herein, upon the terms and conditions set
forth below.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
TERMS AND CONDITIONS
1. Term. This Agreement begins on the Execution Date and terminates on June 30, 2022,
unless sooner terminated in accordance with Section 14.
2. Universal Services. Universal will perform all of the services (“Services”) described in
Exhibit A, Scope of Services. Universal will complete the Services in accordance with
Exhibit B, Budget.
3. City Services. The City agrees to:
3.1 Make available to Universal any currently existing documents, data or information
required for the performance of the Services.
3.2 Designate a representative authorized to act on behalf of City.
3.3 Promptly examine and render findings on all documents submitted for staff
review by Universal.
4. Compensation. The City will compensate Universal for the Services performed in an
amount not to exceed TWO HUNDRED AND FORTY-TWO THOUSAND
EIGHT HUNDRED DOLLARS ($242,800), as set forth in Exhibit B.
5. Invoices. Universal will invoice the City for the Services in accordance with Exhibit B
and the City will pay any undisputed amount within 30 days of receipt.
6. Notices. All notices, demands, requests or approvals to be given under this
Agreement, must be in writing and will be deemed served when delivered personally,
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
2/28/2022
3.E.b
Packet Pg. 714 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
- 2 -
by email, or on the third business day after deposit in the United States mail, postage
prepaid, registered or certified, addressed as follows:
6.1 All notices, demands, requests or approvals to the City:
Public Works Department
City of Santa Monica
1685 Main St, Mail Stop 18
Santa Monica, California 90401
Attention: Rick Valte
Re: Contract No. 4562
with a copy to:
Santa Monica City Attorney’s Office
1685 Main Street, Third Floor
Santa Monica, California 90401
Attention: Susan Cola
Re: Contract No. 4562
6.2 All notices, demands, requests or approvals to Universal:
Universal Protection Services, LP dba Allied Universal Security Services
3000 S. Robertson Blvd., Suite 100
Los Angeles, CA 90034, USA
Attention: Ruben Karapetyan
Attention: Ruben Karapetyan
Re: Contract No. 4562
7. Independent Parties. Both parties to this Agreement will be acting in an independent
capacity and not as agents, employees, partners, or joint venturers of one another.
Neither the City nor its officers or employees will have any control over the conduct
of Universal or any of Universal’s agents, employees, or subconsultants, except as
otherwise provided in this Agreement.
8. Integrated Contract. This Agreement represents the full and complete understanding
of every kind or nature whatsoever between the parties. Any preliminary negotiations
and agreements of any kind or nature are merged into this Agreement. No oral
agreement or implied covenant may be held to vary the provisions of this Agreement.
This Agreement may be modified only by written agreement signed by City and
Universal, and approved as to form by the City Attorney.
9. Insurance. Prior to commencing work, Universal must procure, maintain and pay for
insurance against claims for injuries to persons or damage to property that may arise
from or in connection with the performance of the Services by Universal or
Universal’s agents, representatives, employees or subconsultants for the duration of
this Agreement.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 715 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
- 3 -
Universal must obtain insurance that, at a minimum, meets the requirements for
insurance set forth in Exhibit C, Insurance Requirements and Verifications.
10. Defense and Indemnification.
10.1 Universal agrees to defend, indemnify, protect, and hold harmless the City, its
agents, officers, boards and commissions, and employees (collectively, “City”)
from and against any and all liability, claims, demands, damages, or costs,
including but not limited to attorney’s fees, or payments for injury to any
person or property (collectively, “Losses”) caused or claimed to be caused by
the act, errors, and/or omissions of Universal, or Universal’s employees,
agents, officers, and subconsultants. Universal’s responsibilities under this
Section 10.1 include liability arising from, connected with, caused by, or
claimed to be caused by the active or passive negligent acts or omissions of the
City, which may be in combination with the acts or omissions of Universal, its
employees, agents or officers, or subconsultants; provided, however, that
Universal’s duty to defend, indemnify, protect and hold harmless shall not
include any Losses arising from the sole negligence or willful misconduct of the
City. Notwithstanding Universal’s obligation to defend City hereunder, City
has the right to conduct its own defense and seek reimbursement for
reasonable costs of defense from Universal, if City chooses to do so.
10.2 Enforcement Costs. Universal agrees to pay any and all costs the City incurs
enforcing the indemnity, defense and hold harmless provisions set forth in
Section 10.1.
11. Prohibition Against Transfers.
11.1 Universal may not assign, hypothecate, or transfer this Agreement or any interest
therein directly or indirectly, by operation of law or otherwise without the prior
written consent of City. Any attempt to do so without the City’s consent will be
null and void, and any assignee, hypothecatee or transferee acquires no right or
interest by reason of such attempted assignment, hypothecation or transfer.
11.2 The sale, assignment, transfer or other disposition of any of the issued and
outstanding capital stock of Universal or of any general partner or joint
venturer or syndicate member of Universal, if a partnership or joint venture or
syndicate exists, which results in changing the control of Universal, will be
construed as an assignment of this Agreement. Control means 50% or more of
the voting power of the corporation.
12. Permits and Licenses. Universal, at its sole expense, must obtain and maintain during the
term of this Agreement all required business and professional permits, licenses and
certificates.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 716 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
- 4 -
13. Waiver. A waiver of any breach of this Agreement may not be deemed a waiver of any
subsequent breach of the same or any other term, covenant, or condition of this
Agreement.
14. Default and Termination.
14.1 If Universal fails or refuses to perform any of the provisions of this Agreement, and
if the default is not cured within a period of five days after the City’s written
notice of default specifying the nature of the default, City may immediately
terminate this Agreement by written notice to Universal.
14.2 The City has the option, at its sole discretion and without cause, of terminating
this Agreement by giving ten days’ written notice to Universal. Upon
termination of this Agreement, City will pay Universal any compensation earned
and unpaid up to the effective date of termination.
15. Compliance with Law. Universal must comply with all laws of the State of California and
the United States, and all ordinances, rules and regulations enacted or issued by City.
16. Discrimination. Universal may not discriminate in the provision of services hereunder
because of race, color, religion, national origin, ancestry, sex, age, sexual orientation, marital
status, AIDS or disability.
17. Nuisance. Universal may not maintain, commit, or permit the maintenance or commission
of any nuisance in connection with the performance of services under this Agreement.
18. Records.
18.1 Universal must maintain complete and accurate records with respect to costs,
expenses, receipts and other such information required by the City for any
services provided where compensation is on the basis of hourly rates,
subconsultant costs, or other direct costs. Universal must keep the records,
together with supporting documents, separate from other documents and
records and maintain them for a period of three years after receipt of final
payment.
18.2 Universal must maintain records in sufficient detail to permit an evaluation of the
Services and in accordance with generally accepted accounting principles.
Universal must clearly identify all records and make them readily accessible to the
City. At the City’s request, Universal must provide records in an electronic format
and, if necessary, access to any proprietary software to view such electronic records.
18.3 Universal must allow the City to have free access to Universal’s books and records and to
inspect all work, data, documents, proceedings and activities related to this
Agreement. The City has the right to examine or audit Universal's records, and
Universal agrees to cooperate with any examination or audit of its records. If a
City audit discloses an error of 5% or more in information reported by
Universal, Universal agrees to pay the cost of the City’s audit computed on the
basis of four times the direct payroll of the audit staff completing the audit and
audit report.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 717 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
- 5 -
19. Work Product; Reports.
19.1 Any work product prepared or caused to be prepared by Universal or any
subconsultant for this Agreement will be the exclusive property of City. No
work product given to or prepared by Universal or any subconsultant pursuant
to this Agreement may be made available to any individual or organization by
Universal without prior written approval by City.
19.2 At the City’s request, Universal must furnish reports concerning the status of the
Services.
20. Standard of Care. Universal agrees to provide all Services, including services performed by
any subconsultant, in a manner consistent with the level of care and skill ordinarily
exercised by members of Universal’s profession currently practicing in the same locality
under similar conditions.
21. Subconsultants.
21.1 If Universal proposes to have any subconsultant perform any part of the Services,
Universal must submit a request for approval in writing, describing the scope
of work to be subcontracted, the name of the proposed subconsultant, and
the total price or hourly rates used in preparing an estimated cost for the
subconsultant’s services. The City, in its sole discretion, may grant or deny the
request.
21.2 Universal will be responsible for the quality of any subconsultant’s work. Every
subcontract or agreement of any kind entered into between Universal and
any subconsultant (or between any subconsultant and others) must
contain the following provision:
This agreement is consistent with all terms and conditions of the
purchase order 22101027 entered into between the City of Santa
Monica and Universal on 2/5/2021.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 718 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
- 6 -
22. Venue and Jurisdiction. The City and UNIVERSAL agree that the Services will take
place in Los Angeles County. Any litigation arising out of this Agreement may only be
brought in either the United States District Court, Central District of California, or
the Superior Court of California, County of Los Angeles, West District, as
appropriate. The parties agree that venue exists in either court, and each party
expressly waives any right to transfer to another venue. The parties further agree that
either court will have personal jurisdiction over the parties to this Agreement.
23. Survival of Provisions and Obligations. Any provision of this Agreement, which by its
nature must be exercised after termination of this Agreement, will survive termination
and remain effective for a reasonable time. Any obligation that accrued prior to
termination of this Agreement will survive termination of this Agreement.
24. Counterparts. This Agreement may be executed in counterparts with the same effect
as if both parties hereto had executed the same document. All counterparts shall be
construed together and shall constitute a single modification. Any signature to this
Agreement transmitted electronically through DocuSign or PDF shall be deemed an
original signature and be binding upon the parties hereto (it being agreed that such
electronic signature shall have the same force and effect as an original signature).
25. Exhibits. The following exhibits are incorporated by reference into this Contract as
though fully set forth herein.
Exhibit A Scope of Services
Exhibit B Budget
Exhibit C Insurance Requirements
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 719 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
- 7 -
26. Counterparts. This Contract may be executed in counterparts with the same effect as if both
parties hereto had executed the same document. All counterparts shall be construed together
and shall constitute a single modification. Any signature to this Contract transmitted
electronically through DocuSign or PDF shall be deemed an original signature and be binding
upon the parties hereto (it being agreed that such electronic signature shall have the same force
and effect as an original signature).
In witness whereof, the parties have caused this Contract to be executed the day and year first above
written.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
RICK COLE
City Manager
SDI Corporation
#VENDOR
By: ________________________________
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
Joseph Lawrence
Interim City Attorney
2/21/2022
Allied Universal Security Services
Ruben Karapetyan
General Manager
2/21/2022
David White
2/28/2022
City ManagerDenise Anderson-Warren
City Clerk
3/1/2022
3.E.b
Packet Pg. 720 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
Exhibit A
Scope of Services
The general scope of services shall be to supply all labor, materials, equipment and incidentals necessary for
Allied Universal to provide appropriate unarmed security guard services at the Santa Monica Downtown
Parking Structures 1, 2, 3, 4, 5, 6, 9, and 10.
General performance criteria shall include but not be limited to providing an unarmed security guard
service to:
• Monitor the public access to the listed parking structures and related premises during hours
specified.
• Perform inspection, detection and investigation of all security-related incidents, violations of
regulations and matters of public safety in the parking structures and report same to
appropriate authorities.
• Prepare and submit written reports if directed.
• Respond promptly and appropriately to all security-related emergencies.
REQUIRED DUTIES:
The City of Santa Monica requires unarmed security services for the City of Santa Monica’s Parking
Structures 1, 2, 3, 4, 5, 6, 9, and 10 with a commencement date of Monday, February 8, 2021.
Allied Universal shall provide unarmed security services in 8-hour shifts, 7 days per week through the end of
October 2021. The 8-hour shift will be between the hours of 2200 to 0600. Allied Universal will provide
TWO security officers per shift. One security officer will be assigned the even number parking structures
and the other will be assigned the odd number parking structures. The City of Santa Monica shall reserve
the right to adjust hours, shifts, and days under this scope of work.
Specific security officer duties include but are not limited to:
General:
1) Patrol each specified parking structure to provide a visible presence to discourage theft,
vandalism or unauthorized activity.
2) Ensure elevators and stairwells are clear, public restrooms remain locked, trash enclosures and
storage areas are secured and unoccupied by unauthorized persons, and any issues are
addressed in support of customer, business and resident use of the facilities.
3) Notify the appropriate law enforcement agency immediately of any unlawful activity.
4) Interface with the Santa Monica Police Department or any law enforcement agency responding
to the parking structures when necessary.
5) All security officers must be prompt and on time.
6) Security officer shall wear a uniform with name badges.
7) Security officer will utilize an electric cart vehicle to traverse the structures.
8) Security officer will deploy on foot when necessary.
9) The electric vehicles shall have visible company identification at all times.
10) Security officers shall be equipped with portable communication devices permitting
communication with company headquarters and/or with appropriate law enforcement
agencies.
11) Allied Universal shall be provided with a current copy of all Municipal Ordinances applicable
to the eight parking structures. Allied Universal shall ensure any and all security officers
assigned to perform the work under this scope of services are familiar with, have read and
understand all such ordinances.
12) Allied Universal shall work with the DTSM Contract Manager to develop and implement a
security patrol checkpoint system (QR code, or other industry standard) for review and
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 721 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
approval by the DTSM and deploy the approved plan within 15 business days of the service
commencement date.
Emergencies:
1) Security officers shall respond to all requests for emergency assistance regardless of the nature of the
emergency.
2) Upon determination of the nature of the emergency, the security officer shall immediately notify
the appropriate law enforcement agency, fire department and/or medical aid provider as required.
Medical aid administered by the security officer shall be only to the extent that the officer is
qualified to administer in accordance with the officer’s level of certification
Reports:
1) Allied shall provide daily reports to the Downtown Santa Monica (DTSM) Contract Manager.
2) In the event of an unusual occurrence, Allied Universal shall submit an Incident Report to the
DTSM Contract Manager.
3) Allied may use company forms, subject to prior approval of the DTSM Contract Manager.
PERSONNEL:
Security officers assigned to perform work shall wear uniforms at all times. These uniforms must clearly
identify the name of Allied Universal and the name of the individual security guard, in conformance with
California State requirements. This identification may be accomplished through the use of shoulder
patches, silk screening or stitched company emblems, insignias or logos.
Security officers employed by Allied Universal to perform work shall:
• Be able to communicate effectively in both written and oral formats.
• Possess a valid California Driver’s License
• Have successfully completed the educational requirements and successfully passed the
examinations required by the State of California, Department of Consumer Affairs, including
the Power to Arrest courses.
• Be physically and emotionally capable of performing the assigned tasks.
The City of Santa Monica and DTSM Contract Manager expressly retains the right to request any specific
Allied Universal personnel be precluded from providing services to the City under this scope of services.
The City or DTSM contract manager is not required to provide any reason for requested removal of
specified personnel. Allied shall effectuate removal of the requested personnel within three (3) business
days.
EQUIPMENT:
Allied Universal shall furnish all equipment necessary to perform the work as described herein. All
equipment shall be kept in good repair and shall conform to all federal, state and local requirements.
Required equipment shall include but not be limited to:
• Electric Cart Vehicle to perform security inspections during shift. Allied Universal shall
coordinate charging location with the DTSM Contract Manager.
• Radio communication equipment. Allied Universal shall maintain a radio communication
system providing for direct voice communication between the security patrol officer, a central
dispatch center and appropriate law enforcement agency.
• Flashlight.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 722 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
Exhibit B
Budget
Purchase Order 22101027
PRICING (February 8,2021 – October 8, 2021):
Services will be performed based on previous rates established
Security Officer hourly rate: $24.97
Electric cart monthly rate: $410
Not to exceed amount $120,000
Account: 01500001.550010
Modification to Purchase Order
PRICING (October 9,2021 – June 30, 2022):
Services will be performed based on previous rates established
Security Officer hourly rate: $27.54
Security Officer OT rate: $41.30
Electric cart monthly rate: $430
Not to exceed amount $122,800
Account: 01800004.553220
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 723 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
Exhibit C
Insurance Requirement
Contractor shall procure and maintain for the duration of the Agreement insurance against claims for
injuries to persons or damages to property that may arise from or in connection with the performance of
the work hereunder by the Contractor, its agents, representatives, employees or subcontractors.
Minimum Scope and Limits of Insurance
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering
CGL on an “occurrence” basis, including products and completed operations, property
damage, bodily injury and personal and advertising injury, with limits of no less than
$1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate
limit shall apply separately to this project/location (Insurance Services Office Form CG 25 04)
or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto),
or if Contractor has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of
no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: Workers’ Compensation insurance as required by the State of
California, with Statutory Limits and Employers’ Liability Insurance with limits of no less than
$1,000,000 per accident for bodily injury or disease (see footnote #1).
If the Contractor maintains broader coverage or higher limits than the minimums shown above, the City
of Santa Monica requires and shall be entitled to the broader coverage or higher limits maintained by
the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance
and coverage shall be available to the City of Santa Monica.
Other Insurance Provisions
1. The insurance policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and
volunteers are to be covered as additional insureds on the CGL policy with respect to liability
arising out of work or operations performed by or on behalf of Contractor including materials,
parts, or equipment furnished in connection with such work or operations. CGL coverage can
be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as
Insurance Services Office Form CG 20 10 11 85, or if not available, through the addition of
both CG 20 10, CG 20 26, CG 20 33, or CG 20 38 and CG 20 37).
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 724 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
b. Primary Coverage: For any claims related to this Agreement, the Contractor’s insurance shall
be primary coverage as least as broad as Insurance Services Office Form CG 20 01 04 13 as
respects the City of Santa Monica, its officers, officials, employees and volunteers. Any
insurance or self-insurance maintained by the City of Santa Monica, its officers, officials,
employees or volunteers shall be in excess of the Contractor’s insurance and shall not
contribute with it.
c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall
not be cancelled except after notice has been given to the City of Santa Monica.
d. Waiver of Subrogation: Contractor hereby grants to the City of Santa Monica a waiver of any
right of subrogation which any insurer of said Contractor may acquire against the City of Santa
Monica by virtue of payment of any loss. Contractor agrees to obtain any endorsement that
may be necessary to affect this waiver of subrogation, but this provision applies regardless of
whether or not the City of Santa Monica has received a waiver of subrogation endorsement
from the insurer.
The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City
of Santa Monica for all work performed by the Contractor, its employees, agents and subcontractors.
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa
Monica may require the Contractor to purchase coverage with a lower retention or provide satisfactory
proof of ability to pay losses and related investigations, claim administration, and defense expenses within
the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention
may be satisfied by either the name insured or the City of Santa Monica.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in California with a current A.M.
Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.
Verification of Coverage
Contractor shall furnish the City of Santa Monica with original certificates and amendatory
endorsements (or copies of the applicable policy language effecting coverage provided by this clause). All
certificates and endorsements are to be received and approved by the City of Santa Monica before work
commences. However, failure to obtain required documents prior to the work beginning shall not waive
the Contractor’s obligation to provide them. The City of Santa Monica reserves the right to require
complete, certified copies of all required insurance policies, including the endorsements required herein,
at any time.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 725 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
Failure to Maintain Insurance Coverage
If Contractor, for any reason, fails to maintain insurance coverage which is required pursuant to this
Agreement, the same shall be deemed a material breach of contract. The City of Santa Monica,
at its sole option, may terminate this Agreement and obtain damages from the Contractor
resulting from said breach.
Subcontractors
Contractor shall require and verify that all subcontractors maintain insurance meeting all the
requirements stated herein. All exceptions must be approved in writing by the Risk Manager.
Footnotes
# 1: Workers’ Compensation insurance coverage is not required if the Contractor does not have
employees. The Contractor must, however, execute the City’s Workers’ Compensation
Coverage Exemption Declaration Form.
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 726 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
DocuSign Envelope ID: 599B92AC-BE2B-4A8C-9CF1-D7D20932B964
3.E.b
Packet Pg. 727 Attachment: 02_CSA_-_Allied_Universal_Security.docx (5086 : Contract Modification for Security Services)
3.E.c
Packet Pg. 728 Attachment: OAKS INITIATIVE FORM-04.26.22 [Revision 1] (5086 : Contract Modification for Security Services)
3.E.c
Packet Pg. 729 Attachment: OAKS INITIATIVE FORM-04.26.22 [Revision 1] (5086 : Contract Modification for Security Services)