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SR 06-13-2023 5L City Council Report City Council Meeting: June 13, 2023 Agenda Item: 5.L 1 of 4 To: Mayor and City Council From: Ramon Batista, Police Chief, Police Department Subject: Approval of First Modification of Agreement #4982 with Good Guard Security Inc. for Parking Structure Security Services Recommended Action Staff recommends that the City Council 1. Adopt a finding of categorical exemption pursuant to Section 15301 of the California Environmental Quality Act (CEQA) Guidelines. 2. Authorize the City Manager to negotiate and execute a first modification to agreement #4982 in the amount of $2,200,000 with Good Guard Security, Inc. to provide overnight security services in parking facilities and adjacent areas. This will result in a five and a half year amended agreement with a new total amount not to exceed $2,400,000, with future year funding contingent on Council budget approval. Summary The City of Santa Monica currently manages and maintains ten parking structures in the City’s downtown area. The parking structures, which also include public restrooms and refuse enclosures, enhance accessibility to 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 piloted a six-month agreement with Good Guard Security, Inc. for overnight security services in these parking facilities. Staff recommends increasing the contract amount and extending the contract term for an additional five years. If Good Guard fails or refuses to perform its duties, and if the default is not cured within a period of five days, the City has the option to terminate this agreement by written notice to Good Guard. 5.L Packet Pg. 358 2 of 4 Discussion In July 2022, staff began the process of soliciting unarmed security guard services for Santa Monica Downtown City Parking Structures 1,2,4,5,6,9,10, and added the Ken Edwards Center, Main Library, and the Civic Center to the scope of services. The three additional structures were added to the scope due to a lack of security patrol services at those locations. Vendors were to provide cost proposals for four (4) security guards, of which one must be a supervisor, for eight-hour shifts between the hours of 2100 to 0500, seven days per week. The duties consisted of patrolling parking structures by vehicle and foot, notify law enforcement of any unlawful activity, patrol adjacent areas and stairwells, and respond to emergency situations such as fire alarms, power outages, and medical emergencies. A Request for Qualifications for Unarmed Security Patrol Services closed on September 16, 2022. At that time, the City received eleven vendor proposals and evaluated all vendors using the following criteria: Experience, References, Qualifications, Staffing, Capabilities, Licenses and Certifications, and Quality Control. Of the eleven vendors, seven met the qualifications criteria and were invited to bid under Bid No. 4439. Of the seven vendors that were invited to bid, four submitted bids by the October 19, 2022 deadline and all four vendors were invited to present their proposals to the evaluation team. The bids were evaluated based on the criteria in SMMC 2.24.180 including price, ability, capacity, and skill to perform or provide services, and the character, integrity, reputation, judgment, training, experience, and efficiency of the bidder. Of the four vendors, staff selected Good Guard Security, Inc. as the best qualified vendor. Good Guard stood out among the group for two reasons: the technology they deploy and their customer-oriented approach. In January 2023, the City piloted a six-month program with Good Guard Security Inc, with a contract term ending on June 30, 2023. The pilot program proved successful, with a notable decrease in calls for police services at all parking structures, the Main Library, and the Ken Edwards Center (KEC). A comparison from January through May of 2022 to 2023 proved a decrease of 48% in calls for service. Calls for service specific to Burglary Theft from Motor Vehicle (BTFMV) have decreased by 60%. Library staff noticed the impact of overnight security in stairwells, library grounds, and elevators. 5.L Packet Pg. 359 3 of 4 During the pilot period, security guard schedules were adjusted to meet the changing needs of the Main Library and the Ken Edwards Center. The schedule adjustment produced noticeable results almost instantly. During the pilot period, there was a need for additional guards during the daytime hours on the Promenade, and Good Guard Security Inc. assigned 6 guards and a supervisor within 24 hours’ notice. Security guard supervisors participate in Homeless Liaison Program bi-weekly meetings, monthly parking structure walk throughs, and other meetings regarding maintenance, homeless outreach, and crime trends in the downtown area. The online reporting provided by the company has assisted with collaborative efforts across multiple departments and greatly contributed to improving the downtown cleanliness and public safety. Good Guard uses the “SilverTrac” guard monitoring system which provides GPS-based tracking capabilities. With this technology, designated City staff can access the “SilverTrac” system and look up the current location of guards as well as download GPS-based activity reports, showing the location of guards throughout their shifts. Environmental Review The contract for security services at the City’s parking facilities is categorically exempt from the California Environmental Quality Act (CEQA) under Section 15301 of the CEQA Guidelines. Section 15301 provides Class 1 (existing facilities) exemption for projects that consists of the operation, repair, maintenance, leasing, licensing, permitting, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of the existing or former use. The contract would continue existing security services at the parking facilities and would not result in any modifications to existing facilities. Therefore, the contract is categorically exempt as set forth in Section 15301 of the CEQA State Guidelines. Financial Impacts and Budget Actions Staff seeks authority to approve funding from the General Fund resulting from resources generated by Measure CS to increase the amount of the contract with Good Guard Security, Inc. for overnight security services in parking facilities and adjacent areas. Funds are included in the FY 2023-25 Proposed Biennial Budget. 5.L Packet Pg. 360 4 of 4 Contract Modification Request Agreement # Current Authorized Amount Future Years Dept Account # Total Revised Contract Amount 4982 $200,000 $800,000 01180002.550010 $1,000,000 $1,400,000 01180002.550010 - Measure CS Funding $1,400,000 Total $2,400,000 Future year funding contingent on Council approval. Prepared By: Robert D'andrea, Police Lieutenant Approved Forwarded to Council Attachments: A. CT# 4982 (Original Agreement) B. Oaks Initiative Form - GoodGuard 5.L Packet Pg. 361 - 1 - Agreement No. 4982 (CCS) CONTRACTUAL SERVICES AGREEMENT This Contractual Services Agreement (“Agreement”), entered into as of January 1, 2023 (“Execution Date”), by and between the CITY OF SANTA MONICA, a municipal corporation (“City”), and Good Guard Security, Inc (GOOD GUARD), 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 Constitution of the State and the Charter of the City. B. GOOD GUARD is qualified to do business, and is doing business, in the State of California. GOOD GUARD represents it has the background, knowledge, experience, and expertise necessary to provide the services set forth in this Agreement. C. The City and GOOD GUARD desire to enter into an agreement for GOOD GUARD 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, 2023, unless sooner terminated in accordance with Section 14. 2. GOOD GUARD Services. GOOD GUARD will perform all of the services (“Services”) described in Exhibit A, Scope of Services. GOOD GUARD will complete the Services in accordance with Exhibit B, Budget. 3. City Responsibilities. The City agrees to: 3.1 Make available to GOOD GUARD 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 review all documents submitted to it and to respond within a reasonable period of time. 4. Compensation. The City will compensate GOOD GUARD for the Services performed by it and provided to City in an amount not to exceed Two Hundred Thousand Dollars ($200,00.00), as set forth in Exhibit B. 5. Invoices. GOOD GUARD 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. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 12/15/2022 5.L.a Packet Pg. 362 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) - 2 - 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, 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: Santa Monica Police Department City of Santa Monica 1660 7th Street Santa Monica, California 90401 Attention: Captain William Heric Re: Agreement No. <4982> with a copy to: Santa Monica City Attorney’s Office 1685 Main Street, Third Floor Santa Monica, California 90401 Attention: City Attorney Re: Agreement No. <4982> 6.2 All notices, demands, requests or approvals to Good Guard: Good Guard Security, Inc 21622 Plummer St., Suite 200 Chatsworth, CA 91311 Attention: Jasmine Malik (747) 206-4249 Re: Agreement No. <4982> 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 GOOD GUARD or any of Good Guard’s agents, employees, or subcontractors, except as otherwise provided in this Agreement. 8. Integrated Agreement. 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 GOOD GUARD and approved as to form by the City Attorney. 9. Insurance. Prior to commencing work, GOOD GUARD must procure, maintain and pay for insurance against claims for injuries to persons or damage to property that may DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 363 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) - 3 - arise from or in connection with the performance of the Services by GOOD GUARD or Good Guard’s agents, representatives, employees or subconsultants for the duration of this Agreement. GOOD GUARD 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 GOOD GUARD 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 GOOD GUARD, or GOOD GUARD’s employees, agents, officers, and subcontractors. GOOD GUARD’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 GOOD GUARD, its employees, agents or officers, or subcontractors; provided, however, that GOOD GUARD’s duty to defend, indemnify, protect and hold harmless must not include any Losses arising from the sole negligence or willful misconduct of the City. Notwithstanding GOOD GUARD’s obligation to defend City hereunder, City has the right to conduct its own defense and seek reimbursement for reasonable costs of defense from GOOD GUARD, if City chooses to do so. 10.2 Enforcement Costs. GOOD GUARD 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 GOOD GUARD 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 GOOD GUARD or of any general partner or joint venturer or syndicate member of GOOD GUARD, if a partnership or joint venture or syndicate exists, which results in changing the control of GOOD GUARD, will be construed as an assignment of this Agreement. Control means 50% or more of the voting power of the corporation. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 364 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) - 4 - 12. Permits and Licenses. GOOD GUARD, at its sole expense, must obtain and maintain during the term of this Agreement all required business and professional permits, licenses and certificates. 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 GOOD GUARD 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 GOOD GUARD. 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 GOOD GUARD. Upon termination of this Agreement, City will pay GOOD GUARD any compensation earned and unpaid up to the effective date of termination. 15. Compliance with Law. GOOD GUARD 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. GOOD GUARD 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. GOOD GUARD 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 GOOD GUARD 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, subcontractor costs, or other direct costs. GOOD GUARD 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 GOOD GUARD must maintain records in sufficient detail to permit an evaluation of the Services and in accordance with generally accepted accounting principles. GOOD GUARD must clearly identify all records and make them readily accessible to the City. At the City’s request, GOOD GUARD must provide records in an electronic format and, if necessary, access to any proprietary software to view such electronic records. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 365 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) - 5 - 18.3 GOOD GUARD must allow the City to have free access to GOOD GUARD’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 GOOD GUARD’s records, and GOOD GUARD agrees to cooperate with any examination or audit of its records. If a City audit discloses an error of 5% or more in the information reported by GOOD GUARD, GOOD GUARD 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. 19. Work Product; Reports. 19.1 Any work product prepared or caused to be prepared by GOOD GUARD or any subcontractor for this Agreement will be the exclusive property of City. No work product given to or prepared by GOOD GUARD or any subcontractor pursuant to this Agreement may be made available to any individual or organization by GOOD GUARD without prior written approval by City. 19.2 At the City’s request, GOOD GUARD must furnish reports concerning the status of the Services. 20. Standard of Care. GOOD GUARD 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 GOOD GUARD’s profession currently practicing in the same locality under similar conditions. 21. Subcontractors. 21.1 If GOOD GUARD proposes to have any subcontractor perform any part of the Services, GOOD GUARD must submit a request for approval in writing, describing the scope of work to be subcontracted, the name of the proposed subcontractor, 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 GOOD GUARD will be responsible for the quality of any subcontractor’s work. Every subcontract or agreement of any kind entered into between GOOD GUARD and any subcontractor (or between any subcontractor and others) must contain the following provision: This agreement is consistent with all terms and conditions of the Agreement No. 4982 (CCS) entered into between the City of Santa Monica and GOOD GUARD on January 1, 2023. 22. Governing Law. The laws of the State of California, without regard to any choice of law provisions, will govern this Agreement. 23. Venue and Jurisdiction. The City and GOOD GUARD agree that the Services will take place in Los Angeles County. Any litigation arising out of this Agreement may DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 366 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) - 6 - 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. 24. 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. 25. Execution in Counterparts. This Agreement may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts must be construed together and must constitute a single modification. Any signature to this Agreement transmitted electronically through DocuSign or PDF must be deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature must have the same force and effect as an original signature). 26. Exhibits. The following exhibits are incorporated by reference into this Agreement as though fully set forth herein. Exhibit A Scope of Services Exhibit B Budget Exhibit C Insurance Requirements In witness whereof, the parties have caused this Agreement 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 GOOD GUARD Corporation #VENDOR By: ________________________________ DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F DOUGLAS SLOAN 12/14/2022 City Attorney Shawn Helmandi Good Guard Security, Inc President 12/14/2022 12/15/2022 City Manager David White Assistant City Clerk 12/21/2022 Nikima Newsome 5.L.a Packet Pg. 367 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) Exhibit A Scope of Services Specifications Good Guard must furnish all necessary labor (personnel), supervision, training, uniforms, vehicles and equipment necessary to provide appropriate unarmed security guard services for Santa Monica Downtown City Parking Structures 1, 2, 4, 5, 6, 9, 10, Ken Edwards Center, Library, and the Civic Structure as well as the adjacent areas. General performance criteria must include, but not be limited to, providing unarmed security guard services to: • Monitor the public access to the listed parking structures and related premises during hours specified by visiting all aisleways, floors, landings, stairwells, elevators, basements, enclosures, adjacent alleyways and open restrooms on a regular patrol. • Perform inspection, detection and investigation of all security-related incidents, violations of regulations and matters of public safety in the parking structures and report the same to appropriate authorities. • Prepare and submit written reports as directed. • Respond promptly and appropriately to all security-related emergencies. Schedule and Needs Good Guard must provide a minimum of four (4) security guards, of which one must be a Lead. Overnight unarmed security services are to be provided eight (8) hour per night, seven (7) days a week. Start/end times may vary depending on the City’s needs, but will typically be between the hours of 2100 to 0500. A minimum of two vehicles are required for this assignment. Scope of Work 1. General Duties Good Guard must perform the following services, including, but not limited to: 1. Patrol each specified parking structure to provide a visible presence to discourage theft, vandalism, trespassing, or any criminal or unauthorized activity. 2. Patrol adjacent areas of parking structures and ensure that gated storage areas are locked, secured, and clear of trespassers. 3. Patrols to be conducted by both vehicle or electric cart (transport between parking structures) and foot patrol (checking elevators/stairwells). DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 368 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 4. Observe, proactively engage and report while performing patrols. 5. 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. 6. Recognize and respond to security threats. 7. Notify the appropriate law enforcement agency immediately of any unlawful activity. 8. Interface with the Santa Monica Police Department or any emergency responders / City personnel responding to the parking structures when necessary. 9. Recognize and respond to emergency situations and safety hazards, such as fire alarms, power outages, and medical emergencies. 10. Assist Santa Monica Police Department (SMPD) with Burglary/Theft From Motor Vehicle incident prevention. 11. Report vandalism, graffiti, maintenance issues promptly. 12. Develop written post orders and train all security guards on its procedures. 1.1. Security Guard Duties Security Guards are required to perform patrols of the assigned facilities and maintain communication with each other, with designated City personnel and with appropriate law enforcement agencies. Security Guards must be equipped with portable communication devices permitting communication with company headquarters and/or with appropriate law enforcement agencies. Good Guard will ensure all Security Guards assigned to the City will provide physical and other related security deterrence as described below. Assigned Security Guards must follow the rules of conduct described in section 6.2. Security Guards must: 1. Be prompt and on time. 2. Wear a uniform with name badges. 3. Maintain high visibility DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 369 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 4. Patrol parking structures, investigate unusual or suspicious conditions and report activity to SMPD. 5. Take appropriate measures to prevent trespass on, damage to, or theft of City property. 6. Interact in a professional manner with the public. 7. Maintain a daily activity report that summarizes the significant events that occurred during the shift. 8. Survey facilities for any defective lights, electrical outages, broken equipment, vandalism, and biohazards; and 9. Report any defects, maintenance issues, vandalism, or biohazards promptly. 10. DURING EMERGENCIES: A. Security guards must respond to all requests for emergency assistance regardless of the nature of the emergency. B. Upon determination of the nature of the emergency, the security officer must immediately notify the appropriate law enforcement agency, fire department and/or medical aid provider as required. C. Medical aid administered by the security officer must be only to the extent that the officer is qualified to administer in accordance with the officer’s level of certification 1.2. Site Supervisor Duties Good Guard must provide a dedicated Site Supervisor who can be contacted by cell phone by City representatives during all hours of operation. The Site Supervisor must be first approved by the City, who can require the Good Guard to remove the incumbent at any time. The Site Supervisor is responsible for: 1. Scheduling patrol security guards 2. Training of personnel 3. Responding to the City’s concerns and requests and interfacing with City personnel DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 370 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 4. Maintaining a satisfactory level of security guard performance that will include, adherence and enforcement of all post orders 5. Providing reports regarding any issues pertaining to the Contract and/or the performance of the Security Guards, training and making decisions on behalf of the Good Guard 6. Conducting periodic site inspections 7. Participating in monthly parking structure walks with the Parking Structure group. 8. Attending biweekly partner meetings and other security-related meetings as requested 2. Uniforms and Gear Security guards assigned to perform work must wear uniforms at all times. These uniforms must clearly identify the name of Good Guard 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. Good Guard is to provide all Guards with uniforms in order to perform security services in accordance with City requirements as follows: 2.1. Good Guard Provided Patrol Uniforms 1. Good Guard must provide City approved uniforms, consisting of proper fitting blouse, pants, boots, jackets, and rain gear to security personnel. Each security guard will be equipped with the standard gear outlined below at Good Guard’s expense. 2. Good Guard must propose uniform type, style and color and provide photos and a detailed description of the uniforms, Good Guard employee, photo identification badge, accessories, and equipment assigned to its staff. Uniforms must be of a professional nature and photos must be included with the bid for City approval. Uniforms will be given to Good Guard employees in sufficient quantity by the Good Guard and will ensure that all Security Guards assigned to City facilities comply with basic appearance standards. 3. Good Guard must ensure that all personnel have a neat and clean appearance and that the uniforms are well fitted, pressed, include all appropriate rank insignias, badges patches and name tags. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 371 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 4. Uniform shirts must have the badge and common logos in a visible location. 5. Uniforms must be replaced if it becomes discolored, torn, stained, exhibits burn marks, has visible loose threads or sagging hems, or when it is snagged or is torn. 6. All uniformed personnel of Good Guard will be required to carry Good Guard’s security identification badge and wear City-issued identification while on duty. 7. Denim pants are not acceptable 2.2. Standard Gear Good Guard must be responsible for ensuring that each Guard is properly trained and equipped with the standard gear listed below at the Good Guard’s expense and will ensure proper operation of issued gear: 1. Security badge 2. Uniform belt 3. Flashlight holder and durable flashlight 4. Portable Communication Device 5. Uniform jackets A. Must say SECURITY on the back of the jacket B. Must have shoulder patches displaying Good Guard’s logo 6. Uniform hat with SECURITY printed on the front and include Good Guard’s logo 7. Yellow Safety Vest- ANSI, Class II, with Security on the back 3. Grooming and Appearance 1. While on duty, Guards must be in complete uniform. All personnel must be neat in appearance with uniforms clean, pressed, and correctly fitted, and shoes shined. Security guards must wear their shirts tucked inside their slacks. 2. Hair: Security guards must be well groomed, with their hair clean and neatly cared for. For safety reasons, hair must not interfere with their vision. Hair must be styled in such a manner that it does not extend beyond the top edge of the uniform collar. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 372 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 3. Jewelry: Wrist watches, medical or identification bracelets, rings, and earrings are the only items of jewelry authorized to be exposed when in uniform and on duty. Jewelry must not be worn in such as manner as to present a safety hazard to the individual, or a distraction of professional appearance. 4. Body Art and Modifications: Body art that is offensive or depicts illegal activity must not be visible while on duty. 4. Equipment and Vehicles Good Guard must furnish all equipment and vehicles necessary to perform the work as described herein. All equipment must be kept in good repair and must conform to all federal, state and local requirements. Required equipment must include but not be limited to: 1. Patrol Vehicle or Electric Cart Vehicle to perform security inspections during shift. • The vehicle must have visible company identification at all times. • A minimum of two vehicles required for this assignment 2. Radio communication equipment. • Good Guard must maintain a radio communication system providing for direct voice communication between the security patrol officer, a central dispatch center and appropriate law enforcement agency. 3. Cellular phone for Site Supervisor 5. Reporting 5.1. Guard Tour Verification System and Reports: Good Guard is to strategically install security patrol checkpoint system (QR code or other industry standard security guard tour system) to ensure that the security guards are performing their duties. The system is to be approved by the City and deployed within 15 business days of the service. Verification reports are to be supplied to the City’s Contract Manager and her/his designee on a weekly basis for review. 5.2. Daily Activity Reports (DAR) must be generated by each Security Guard which includes all activity during the patrol or shift. The Daily Activity Report will be completed each day, at the end of the patrol or shift, and emailed to the City’s Contract Manager and Site Supervisor no later than the following day. The DAR must include, at minimum, the following information: DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 373 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) a) The Security Guard's name. b) The times the Security Guard begins and concludes their shift. c) Malfunctioning or damaged City property or equipment (i.e.: broken or missing locks that were replaced, gates, doors, chains and lights); d) Photos of stairwells, elevators, graffiti, suspicious activity and graffiti/vandalism; e) Descriptions of any suspicious persons loitering near the facility. f) Description of any acts of vandalism or intrusion. g) A report of any event where law enforcement, fire department or other public safety officials are contacted. h) A description of any other events which the Security Guard may wish to note. 5.3. Photographs: Security Guards are to photograph stairwells, elevators, areas of concern as directed, and submit as part of the DAR on a daily basis. 5.4. Written Incident Reports are to be submitted to the City’s Contract Manager or her/his designee within 24 hours of the incident. Incidents to be reported include, but are not limited to: Injuries, acts of violence, threats, criminal activity, bomb threats, vandalism, theft, evacuation of facility, trespassers, and conflicts with employees. 6. STANDARDS OF OPERATION 6.1. Personnel Qualifications Good Guard will provide appropriately equipped and trained security personnel, with background and qualifications completed according to City-specified eligibility criteria, in such numbers as are required by the City. Good Guard must identify Good Guard's principals, including, but not limited to, the individual responsible for managing day-to-day business operations and provide written qualifications, or resume, for each. All security personnel are required to meet certain qualifications and standards regarding background, training, experience and health as established in this section. All Security Guards assigned the City: 1) Must be a graduate of a state certified Security Guards/Guard training program and possess current, valid Consumer Affairs guard cards. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 374 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 2) Must possess current Fist Aid and CPR (Cardiopulmonary Resuscitation) certification cards. 3) Must be a United States citizen or have certifications of Permanent Residence Status and the right to work from the immigration and Naturalization Service. 4) Must be fully literate in the English language (i.e., able to read, write, speak and, understand clearly), including, but not limited to being able to read and understand all post orders, City policies and procedures, and posted warning/danger signs of potential hazards and safety instructions and properly writing reports and maintaining a daily activity log; an oral command of English sufficient to permit effective communication even in times of stress. 5) Must carry evidence of current license, certificates and permits required by the contract. 6) Must meet and deal tactfully with government personnel, facility employees and the general public; ability to understand, explain, interpret and apply rules, regulations, directives and procedures. 7) Must possess poise, self-confidence and an ability to make sound decisions and react quickly under stressful conditions. 8) Must be able to learn and adapt to changing situations and accept/respond to instructions and direction. 9) Possess and carry in their possession while on duty a valid California Driver License issued by the state of California Department of Motor Vehicles. 6.2. Security Guard Conduct Security Guards will have a polite and professional attitude, have strong public relation skills, be punctual, be able to follow directions, and possess a high degree of discretion. Abusive language used with anyone will not be tolerated and will be reason for immediate dismissal. Security Guards will arrive on time, stay at their assigned posts, and perform their assigned tasks as directed. Security Guards will follow the instructions set forth by the City and will only deviate from those instructions for extenuating circumstances. These extenuating circumstances would include, but are not limited to, medical emergencies, traffic accidents, and unsafe/unlawful conditions. Security Guards are not allowed to drink alcohol, use drugs, smoke, read unauthorized material, eat, chew gum or tobacco, or do personal grooming while in public view. No personal phone calls or texting are permitted, except in an emergency. Security Guards DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 375 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) must refrain from wearing headphones to maintain situational awareness. All Security Guards will be alcohol and drug free while on duty. Security Guards will be mentally alert and capable of exercising good judgment, implementing instructions and assimilating necessary specialized training. They will be capable of tactfully meeting the public and able to detect criminal acts and take action from discernment of a person’s conduct. Emotional and mental stability is essential since duties normally require contact with the public, and under emergency situations, may involve long periods of duty without relief. At no time will security personnel accept bribes, tips, or gratuities. During the performance of the contract the City will make the final determination as to what constitutes adequate security guard attributes and performance. 6.3. Physical Demands The work to be performed by Security Guards requires frequent and prolonged walking, standing sitting and some running. Accordingly, physical stamina in all its forms (mental, climate-related, etc.) is a basic physical requirement of this position Any individual, who cannot meet the requirements of a Security Guard including inability discovered through on-the-job performance, will not be qualified to work at this location. Those individuals deemed to be unqualified or inappropriate for the position must be removed and replaced within two (2) days of being notified in writing of City's dissatisfaction. 6.4. Keys and Access Control Security access controls vary per location. The appropriate keys and access cards will be furnished by the City to the successful Good Guard. Good Guard will be responsible for safe keeping of all keys and access cards in their custody. Good Guard will report all lost or stolen keys and access cards to the CITY immediately after discovery of the loss. Good Guard will be charged for the replacement of any lost keys or access cards. If the security of an area where a key or access card is lost and necessitates replacement of any hardware, Good Guard will pay the cost of such replacement. Keys and access cards are the City’s property. They must only be used for the services described in these specifications. City keys and access cards are not to be used by Good Guard’s personnel for any personal use whatsoever. Failure to comply with this requirement will result in termination of the agreement. Keys and access cards issued to Good Guard during the term of the contract will be returned at the expiration date of the contract and upon separation of employment of a Security Guard. If any keys or access cards are not returned, the cost to replace them, and any related hardware, will be deducted from the final payment. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 376 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 6.5. Post Orders Good Guard is required to provide written post orders documenting site/security station/position-specific operational instructions for assigned security guards to follow. These procedures are to be created with input from the City’s Contract Manager or her/his designee and must be approved in writing before they are implemented. Post orders must include duty instructions, safety instructions, and emergency instructions. All Site Supervisors and Security Guards must be responsible for knowing all regulations and written instructions pertaining to performance at all City facilities and other sites as assigned. Security Guards must read and sign off on these post orders as part of their ongoing training. The Good Guard must periodically interview Supervisors and patrol personnel to determine their complete familiarity with requirements. City may amend the Post Orders from time to time as it requires. Good Guard will be informed of any modifications and will ensure that all its personnel working on this contract are informed of the new amendments. 4.3 Vendor Requirements 8. Licenses and Certifications 8.1. Security Guard Certifications Security Guards must be trained and licensed in accordance with standards set forth by the Department of Consumer Affairs and any applicable state and local laws. Security Guards assigned under contract to work at City facilities must have a valid Guard Card issued by the State of California and in accordance with Bureau of Security and Investigative Services (BSIS) inclusive of mandatory, elective, and continuing education requirements. It will be the Good Guard’s responsibility to assure all guards working for City have valid Security Guard licenses issued by the California Department of Consumer Affairs and all other applicable permits and licenses required by local, state, and federal authorities. Good Guard must provide City with all required and necessary certification that this has been accomplished. Security Guards with terminated, revoked, or suspended permits and/or licenses will not be qualified to provide services under this contract. Security Guards assigned to this contract must possess a valid California Driver’s License. 8.2. Licensing and Permits DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 377 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) Good Guard must be licensed and experienced in performing the services described in this Request for Bid and must provide evidence of current licensing and permits as required by local, State and Federal regulations in providing such services including, but not limited to, a California Private Patrol Operator's License issued by the Department of Consumer Affairs. Good Guard and its employees must possess all licenses, registrations and permits required by the California Department of Consumer Affairs, Bureau of Security and Investigative Services. Good Guard is responsible for ensuring that all Security Guards working at a City site are properly licensed under California law. Good Guard's security guards must be registered and must have a valid security guard registration card in their possession while on duty. Security Guard registration cards must be presented to City upon request. If a Good Guard's security guard is unable to present his/her security guard registration card upon demand, he/she must be relieved from duty and Good Guard must provide a security guard who has appropriate credentials in his/her possession. Good Guard must also maintain all required business and professional licenses and permits required by law for accomplishing any work required in connection with this Contract, at no cost to City. 9. Background Checks/Pre-employment Screening/Drug Screening 1) Good Guard will certify in writing that it conducts background checks and medical (physical) examinations on all employees to be assigned to the Facility in order to ensure they meet the minimum requirements set forth in this Request for Bid. Good Guard will also have an anti-drug policy in place that is at least as comprehensive as the City's current policies. At a minimum, drug screens will include testing of urine samples for marijuana, amphetamines, methamphetamines, cocaine and opiates. 2) Evidence of procedures for background checks and of bidder's anti-drug policy must be provided in each vendor's Bid. 3) All background checks must be consistent with State requirements for private security services. The City reserves the right, in its discretion, to disqualify from duty those Security Guards with records of acts constituting grounds for dismissal, removal or denial of a license under State law, including, but not limited to, those delineated in Sections 7587. 1 or 7587. 4 of the Business and Professions Code. 4) All such background checks and medical (physical) examinations will be at Good Guard's expense, will ensure that all Security Guards meet the minimum DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 378 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) requirements set forth in this Request for Bid, and will comply with all applicable laws. 10. Training Good Guard is responsible for providing security guards with the training required by this contract at Good Guard’s expense. All security personnel will also be subject to on-duty participation in City emergency operation drills and exercises. Any special training for security service providers required by State, County or Consumer Affairs or as noted above, must be provided and paid for by the Good Guard. In addition to the mandatory training required by the California Bureau of Security and Investigative Services (BSIS), all security guards assigned to this contract are required to have training in the following areas prior to their assignment at City: 1) Patrol Procedures 2) Observation and Incident Reporting 3) Security Awareness 4) Legal Aspects of Private Security 5) Security Guards Conduct 6) Principles of Communications 7) Principles of Access Control 8) Principles of Safeguarding Information 9) Emergency Response Procedures 10) Life Safety Awareness 11) Workplace Violence 12) Sexual Harassment 13) Discrimination 14) Diversity 15) Conflict Resolution Awareness (i.e. unruly citizens, dealing with difficult and hostile people, etc.) 16) Traffic Control (Parking Lot and City streets) DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 379 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 17) Parking Lot Security 18) Terrorism (Recognition, Response, and Recovery) 19) Responding to Bomb Threats 20) Responding to Natural Disasters 21) Heat Illness Prevention and Response 22) Site Specific Training (as outlined in Post Orders) Security Guards will comply with the continuing education requirements as set forth by the BSIS. Good Guard will provide the City with copies of any and all certifications and certificates of completion for all Security Guards upon request. As new Guards are hired, the Good Guard will be responsible for ensuring that all training, as set forth above, is completed with copies of certifications forwarded to City. Good Guard must submit with their bid a training program that, at a minimum, meets the requirements set forth above. 10.1. City-Specific Training Requirements: During contract implementation, supervisors of security guard personnel will receive initial training by City personnel that will familiarize them with the requirements of the contract and of each post. Once the training is complete, it will be the Good Guard’s responsibility for the training of additional or replacement personnel. 10.2. Health and Safety Training Good Guard will provide safety training as required by the California Department of Industrial Relations, California Occupational Safety and Health Administration, and Occupational Safety and Health Administration (Federal). 11. General Contractor Responsibilities Good Guard will be responsible for the development, design, coordination and supervision of all services associated with the security program at City facilities. These activities include, but will not be limited to, the following: 1. Evaluating, recruiting, screening, supervising, and training of personnel. 2. Evaluating and providing adequate field supervision to ensure that Security Guards arrive at assigned post on time, are fit for duty, in proper uniform, are DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 380 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) properly trained and oriented, perform their duties throughout their assigned shift, and provide backup as needed during all required hours. 3. Maintaining adequate staffing to ensure that City has the required number of Security Guards on site at all times. All Security Guards assigned to City, even those filling in, must meet all of the requirements of this bid. 4. Installing security guard tour system to monitor security guard patrols and provide reporting of patrol rounds. 5. Providing hand-held mobile communication equipment (cellular telephone) and rechargeable flashlights for each Security Guard on duty to enable communications throughout the facility, both indoors and outdoors. Security Guards must carry the issued hand-held mobile communication devices on their person at all times. 6. Providing security service for the days and hours specified. Any Security Guard unable to work his/her shift must be replaced by Good Guard before the start of the shift. Good Guard must replace any post that is left vacant unexpectedly within thirty (30) minutes and not charge for time not worked. 7. Providing an additional Security Guards when required for special events, which will be billed at the stated contract hourly rate. 8. Maintaining 24-hour communication center 365 days a year for their employees and for City to contact in the event of an emergency. 9. Confidentiality: Good Guard and its personnel must not release any confidential security-sensitive information obtained by them in the performance of this contract without the express written approval of the City. 12. Personnel Responsibilities of Good Guard Within five (5) days of the agreed upon starting date for services, Good Guard, with the approval of the City’s Contract Manager, or her/his designee, must have selected, equipped and trained an adequate number of qualified personnel to perform the services required as set forth in the contract. Good Guard must demonstrate to City how unexpected absences and/or shortages in available personnel must be filled so that interruptions in security or any other areas of responsibility are not experienced. Contact information must be provided for Good Guard along with the Site Supervisor’s cell phone number. 12.1. Scheduling of Security Guards DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 381 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) Good Guard must provide City with a list of all patrol personnel assigned to this contract. The Site Supervisor must provide the weekly shift schedules to the City’s Contract Manager or her/his designee every Thursday by 4:45pm. Good Guard’s personnel must resolve any problems created by the schedule. 12.2. Removal of Security Guards The City of Santa Monica expressly retains the right to request any specific contracted personnel be precluded from providing services to the City under this scope of services. The City or contract manager is not required to provide any reason for requested removal of specified personnel. Good Guard must effectuate removal of the requested personnel within three (3) business days. 12.3. Overtime City will only pay for pre-authorized overtime. City will pay Good Guard a rate of one and one-half times the normal billing rate for each person assigned to work overtime. Requests for special events or times of the year that require in excess of forty (40) hours per week of additional service must be billed at the normal base rate, provided City gives ten (10) days advance notice. Good Guard will maintain a reasonable number of trained backup personnel ready to assume assignment at City locations upon request by the City. 12.4. Over-Fills Not Allowed Over-fills occur when Good Guard supplies too many security guards, security guards for longer periods than required, or security guards of a higher level of pay than agreed upon between the Good Guard and the City for a particular site. City will not pay for overfills, it will only pay for those services agreed to and requested. 12.5. Short-Fills Short fills occur when Good Guard is unable to supply qualified personnel for the site assigned. Overtime will not be paid to Good Guard to compensate for shortage of security guards while replacement security guards are being assigned. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 382 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) Exhibit B Budget Purchase Order 12300971 PRICING (January 1, 2023 – June 30, 2023) Services will be performed based on the rates established Security Officer Hourly Rate: $27.79 (Regular) /$41.68 (OT) Lead Security Officer Hourly Rate: $31.84 (Regular) / $47.76 (OT) Vehicle Hourly Rate: $17.42 Not to exceed amount: $200,000 Account: 01800004.553220 DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 383 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) Exhibit C Insurance Requirements Contractual Services Agreement Insurance Requirements Good Guard must 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 Good Guard, its agents, representatives, employees or subcontractors. Minimum Scope and Limits of Insurance Coverage must 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 must apply separately to this project/location (Insurance Services Office Form CG 25 04) or the general aggregate limit must be twice the required occurrence limit. 2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), or if Good Guard 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 Good Guard maintains broader coverage or higher limits than the minimums shown above, the City of Santa Monica requires and must be entitled to the broader coverage or higher limits maintained by the Good Guard. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage must 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 Good Guard including materials, parts, or equipment furnished in connection with such work or DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 384 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) operations. CGL coverage can be provided in the form of an endorsement to the Good Guard’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). b. Primary Coverage: For any claims related to this Agreement, the Good Guard’s insurance must 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 must be in excess of the Good Guard’s insurance and must not contribute with it. c. Notice of Cancellation: Each insurance policy required herein must state that coverage must not be cancelled except after notice has been given to the City of Santa Monica. d. Waiver of Subrogation: Good Guard hereby grants to the City of Santa Monica a waiver of any right of subrogation which any insurer of said Good Guard may acquire against the City of Santa Monica by virtue of payment of any loss. Good Guard 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 must be endorsed with a waiver of subrogation in favor of the City of Santa Monica for all work performed by the Good Guard, 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 Good Guard 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 must 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 DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 385 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 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 Good Guard must 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 must not waive the Good Guard’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. Failure to Maintain Insurance Coverage If Good Guard, for any reason, fails to maintain insurance coverage which is required pursuant to this Agreement, the same must 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 Good Guard resulting from said breach. Subcontractors Good Guard must 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 Good Guard does not have employees. The Good Guard must, however, execute the City’s Workers’ Compensation Coverage Exemption Declaration Form. DocuSign Envelope ID: 8A1298DC-5BF7-46C3-BEA1-6412B2E3630F 5.L.a Packet Pg. 386 Attachment: CT# 4982 (Original Agreement) (5768 : 1st Mod - Parking Structure Security Services) 5.L.b Packet Pg. 387 Attachment: Oaks Initiative Form - GoodGuard (5768 : 1st Mod - Parking Structure Security Services) 5.L.b Packet Pg. 388 Attachment: Oaks Initiative Form - GoodGuard (5768 : 1st Mod - Parking Structure Security Services)