HomeMy WebLinkAboutRESOLUTION NO. 2017-07 RESOLUTION NO. 2017-07
RESOLUTION ENTERING INTO A SECURITY PATROL AGREEMENT
WITH SIGNAL 88 SECURITY
WHEREAS, Signal 88 Security provides security services; and
WHEREAS, the City of Fairfax wishes to provide extra security patrols in Fairfax in
addition to the coverage by the Linn County Sheriff's Department; and
NOW, THEREFORE, BE IT RESOLVED that the Fairfax City Council does hereby
approve and enter into a 90 day agreement with Signal 88 Security for the following services:
An on-site dedicated vehicle patrol for a total of 40 hours per week at$25.38 per hour,with
a 2% fuel, beginning April 1, 2017; and
This pricing will be effective for 90 days; and
This security patrol agreement shall be on a month to month basis, to be reviewed by the
City of Fairfax as needed; and
Signal 88 Security will use a system of rotating schedules and areas of coverage, provide
proof of insurance with the City of Fairfax named as also insured, provide access to online
reporting, provide access to one individual (to be named by the City of Fairfax) to the online GPS
information, and issuing a monthly billing.
BE IT FURTHER RESOLVED, by the City Council of the City of Fairfax, Iowa, that
the Mayor and City Clerk are hereby authorized and directed to execute said Resolution.
Passed and approved this 14"' day of March, 2017.
AYES: Beer, Daly, Kell, and Volk
NAYS:
ABSENT: Wainwright
(awn.
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Burnell G. Fried en-, Mayor
ATTEST:
y t lia Stimson, City Clerk/Treasurer
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,..Signal aj curity
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Signal 88,LLC dba Signal 88 Security Serviced By: Signal 88 Security of Cedar Rapids,IA
3880 S 149th Street,Suite 102 616 4th Avenue SE Ste.104
Omaha,NE 68144 Cedar Rapids.IA 52401
contracts@signal88.com Security Consultant: David Simmons
Phone:877.498.8494 Phone:319-775-3272
Fax:402.502.2078 Fax:
Email:dsimmons@signal88.com
Service Location: Bill To: Proposal Date: 3/15/2017
City of Fairfax,Iowa Good Through: 4/1412017
City Council
300 80th St Court PO BOX 337 Service Dates:
Fairfax,Iowa 52228 Fairfax,Iowa 52228 Start:4/1/2017
Phone:319-846-2204 Phone:
Email:cstimson@cityoffairfax.org Email: End: 6130/2017
Fax:319-846-3480 Fax:
Week Price Per
Standard Services: Mon Tue Wed Thur Fri Sat Sun Total Service Total
Dedicated Officer I 5.75 5775 5.75 5.75 5.75 5.75 5.5 40 $ 25.38 $ 1,015.20
Week Total $ 1,015.20
Mananement Company: Payment Terms:
City of Fairfax,Iowa Due on Receipt Monthly Total_ $ 4,416.12
Fuel 2.00% $ 88.32
Taxes 7.00% $ 315.31
Monthly $ 4,819.75
Description of Services:
This proposal reflects services including a total of 40 on-site dedicated hours to be at random from 4-1-2017 thru 6-1-2017. On-site dedicated hours will be
scheduled as follows: 40 Hours to be at random.Holidays will be billed at a rate of 1.5x the regular rate equal to$38.07 an h our.
Services include monitoring city for a variety of site specific property violations such as:
• Loitering
Vandalism
Theft
Signal 88 will conduct random door and buisness checks and provide assistance to the citizens of Fairfax,Also Included is Si gnat 88's real time reporting and full
access to the reporting portal.Communication with the client will be through the franchise owner or designated personnel.Officers will be well trained and
dressed in Signal 88 uniforms with 3M Reflective lettering and/or Event Staff Attire.This proposal includes attendance at city council meetings at no additional
charge.
Sales Tax is required by the state and is non-negotiable by Signal 88 Security.
Holidays Include:
New Year's Day,Memorial Day,July 4th,Labor Day,Thanksgiving Day,Christmas Eve,Christmas Day
Agreement Client:
B signing this contract u are agreeing to the desui on of services herein and as listed in the attached"General Terms d - t
Y 9 9 W 9 g p'i S88:
Conditions,"and promise to remit payment based upon the above listed tarns, Qooied prico good for 30 days.
.......... .... .
SIGNAL 88 SECURITY-SERVICES AGREEMENT
TERMS AND CONDITIONS
1. Services to Be Performed,Contractor shall furnish the following Services,if such be indicated on the first page of this Agreement,subject to the terms and conditions
herein.
a, Community-Based Roving Patrol Tours.If so indicated on the first page of this Agreement,Contractor shall perform Community-Based Roving Patrol Tours,
which shall consist of roving vehicle patrols of Customers Location(s),manned by unarmed uniformed security officers,performed in accordance with the fimes,
Location(s),and frequencies specified on the first page of this Agreement.Officers performing such tours shall(i)evaluate the Location(s)for criminal activity,
vandalism,disorderly conduct,loitering or other nuisance behavior,lighting conditions and sprinkler operations;(ii)enforce parking and other of Customers
regulations for use of the Location(s);and(iii)conduct random foot patrols to check gates,doors,windows,or lights at Customers Location(s).
b. Community-Based Dedicated Roving Patrol Tours.If so indicated on the first page of this Agreement,Contractor shall provide Community-Based Dedicated
Roving Patrol Tours,which shall consist of Community-Based Roving Patrol Tours described above,dedicated exclusively to the Location(s)specified on the first
page of this Agreement.
C. Armed Dedicated Roving Patrol Tours.If so indicated on the first page of this Agreement,Contractor shall provide Armed Dedicated Roving Patrol Tours,which
shall consist of the services described as Community-Based Dedicated Roving Patrol Tours above,but performed by armed law enforcement personnel or
licensed and trained armed civilian security officers.
d. Dedicated Community-Based Security Services. If so indicated on the first page of this Agreement, Contractor shall provide Dedicated Community-Based
Security Services,which shall consist of having unarmed uniformed officers manning security desks designated by Customer and conducting camera patrols via
closed circuit television, If applicable, and/or foot patrols.in order to monitor the perimeter of the Location(s).The officers shall also provide escorts for
employees,tenants,and customers as requested:conduct interior and exterior lighting and sprinkler assessments;respond to alarms;enforce parking and other
of Customers regulations for use of the Location(s);and use reasonable efforts to ban and bar individuals from the premises as directed by Customer.
e. Dedicated Amted Security Services.If so indicated on the first page of this Agreement,Contractor shall provide Dedicated Armed Security Services,which shall
consist of the Dedicated Community-Based Security Services described above,but performed by armed law enforcement personnel or licensed and trained
civilian security officers.
f. For all Services indicated on the first page of this Agreement,Contractor shall(i)regularly post activity reports on Inteliguidemet,noting the name of the security
guard posting the report,the time of the report,the Location(s)patrolled,and any unusual incidents or hazardous conditions observed;(it)provide Customer with
secure access to such reports on Inteliguide.net;and(iii)cooperate with investigations concerning incidents of criminal activity,provided that Customer shall
compensate Contractor for time spent by Contractor with respect to such investigations,at the rates on the first page of this Agreement.All posted activity reports
Wit be kept on file with Contractor for at least five years,but may thereafter be destroyed.Customer may request copies of such reports at any time before the
expiration of such period and may arrange the delivery of such reports,at Customer's sole cost and expense.
g. If an incident occurs requiring the Customers immediate attention,Contractor shall notify Customer as soon as practicable after learning of the incident by calling
the Emergency Contact listed on the first page of this Agreement or such other persons as Customer may from time to time designate in writing to Contractor.
2. Delegation of Services.Contractor may perform the Services itself or may delegate the performance of some or all of the Services to one or more of its franchisees,
including the Service Provider(s)listed on the first page of this Agreement.or to subcontractors.Contractors franchisees may likewise delegate the performance of
Services to their subcontractors.
3. Security Standards.Contractor agrees that the Services covered by this Agreement shall be performed in accordance with generally accepted security practices and
standards in the industry.
4. Duties of Customer In support of the Services to be provided under this Agreement,Customer shall,at its expense,make adequate provision for the following:(i)advising
Contractor of any and all hazards at the Location(s)and dangerous activities being conducted at the Location(s);(ii)maintaining the Location(s)free from unreasonable
hazards and unreasonably dangerous activities;and(iii)providing training to all of Customers employees and contractors as to the nature of Contractors operations at
the Location(s)and as to such other matters as may be reasonably requested by Contractor and/or necessary in order to allow Contractor to perform the Services.
5. Payment.For the Services Contractor provides hereunder,Customer agrees to pay Contractor according to the rates set forth on the first page of this Agreement.
Contractor shall submit an invoice to Customer according to the schedule selected on the first page of this Agreement,but no less often than monthly,Customer shall
remit payment in full for each invoice within fifteen(15)days after the date of such invoice.In the event that Customer should fail to make payment in full of any invoice
w han due,the amount due under such invoice shall bear interest at the rate of one and one-half percent(11/.%)per month,or the highest rate allowed by law,whichever
is less.If Contractor is forced to pursue additional actions,such as collections,to obtain payment the charges associated with such actions are the responsibility of the
Client.
6. Price Changes and Fuel Surcharges.Contractor may increase prices for Services or impose a fuel surcharge from time to time by notice to the Customer either in writing
or by notation on a statement of account. If the Customer objects to the changed price or fuel surcharge,it shall notify the Contractor in writing within thirty(30)days after
the date of first notification of the change or surcharge. In the absence of such objection,the price change shall be deemed accepted by the Customer and shall be
considered by the parties as a binding modification to this Agreement,and this Agreement,as modified,shall remain in Rill force and effect. If the Customer timely
objects,then the Company reserves the right to continue this Agreement in full force and effect without any price changes or fuel surcharge.
T Term.The term of this Agreement shall commence on the Start Date,and shall continue until the End Date,unless sooner terminated pursuant to Section 8 of this
Agreement.
8. Termination,Remedies.
a. This Agreement may be terminated by either party at any time in the event of a breach or a failure to comply with any covenant,tern,or condition of this
Agreement,but only after the non-breaching party has provided mitten notice of such breach or failure to comply and the same remains uncured for(i)fifteen
(15)days after the non-breaching party gives such notice in the event of nonpayment of amounts due hereunder,or(ii)thirty(30)days after non-breaching party
gives such notice in the event of any other breach hereunder.
b. Contractor may terminate this Agreement for any reason upon giving thirty(30)days'notice to Customer.
C. In the event that Customer(i)should breach Section 4 of this Agreement;(it)should breach any other covenant or obligation hereunder(other than failure to pay
amounts due hereunder)and should fail to cure any such breach within fifteen(15)days after the non-breaching party gives notice of said breach;or(iii)should
fail to pay any amounts it owas Contractor within thirty(30)days after the applicable invoice date,then Contractor may,in addition to any other remedy it may
have by contract,at law or in equity,immediately cease performing Services hereunder.
9. Insurance.
a. Contractor shall maintain at all times during the ten of this Agreement professional liability insurance in occurrence form covering its activities hereunder with an
insurance company or companies qualified to vette such insurance in the state of Iowa,with limits of not less than One Million Dollars($1,000,000.00)per
occurrence and Three Million Dollars($3.000,000.00)in the aggregate. Customer shall be named as an additional insured under each such policy. Copies of all
such policies of insurance(or Certificates therefore)maintained by Contractor shall be delivered to Customer upon Customers request.
b. Customer shall maintain at all limes during the tern hereof general liability insurance in occurrence form With an insurance company or companies qualified to
write such insurance in the state(s)where the Location or Locations,as the case may be,are located,with limits not less than One Million Dollars($1,000,000)
per occurrence and Three Million Dollars($3,000,000)in the aggregate. Contractor shall be named as an additional insured under each such policy. Copies of
all such policies of insurance(or Certificates therefore)maintained by Customer hereunder shall be delivered to Contractor immediately upon issuance by the
insurer.
C. All policies of insurance required to be maintained by a party hereunder shall be renewed(and policies or certificates,together with evidence of payment of
premiums,delivered to the other party immediately upon issuance by the insurer)at least thirty(30)days prior to the respective expiration dates of such policies.
d. All of a party's policies of insurance described in Section 9 of this Agreement shall contain an endorsement requiring the insurer to give notice to the other party
at least thirty(30)days prior to any cancellation,termination or amendment of the insurance policy.
10. o ration in the Event of a lain.in the event that either party becomes aware of any alleged claim of injury,or damage arising out of the performance of the Services,
such party shalt give the other party mitten notice within two(2)business days thereafter,stating the details of the incident sufficient to identify,if possible,the persons
involved,the location and circumstances of the incident:the names,addresses,and telephone numbers of available witnesses.Failure to provide such notice in a timely
manner shall not result in liability to the party obligated to provide notice,except to the extent that such failure results in damage to the party entitled to receive such
notice. The parties shall cooperate with one another in good faith in the handling of such claims,including any lawsuits or other proceedings,and in enforcing any right of
contribution or indemnity,
11. Indemnification.Customer shall defend,indemnify and hold'harmless Contractor(including its shareholders,directors,officers,agents.and employees)from and against
all claims,liabilities,losses,judgments,costs,damages,expenses and attorneys fees in connection with any threatened,pending or completed action,suit or proceeding.
whether civil,criminal,administrative,or investigative,to which Contractor is,was,or at any time becomes a party or is threatened to be made a party,due to:(i)the acts
or ornissions of Customer while fulfilling its duties under this Agreement;(it)Contractor performing the Services requested by Customer hereunder;and(iii)any injury or
damage to Contractors personnel or property and the personnel and property of any of Contractors franchisees while such are at Customer's facility or while such are
performing Services for Customer.
12. JjMitation o iabiti . CUSTOMER EXPRESSLY ACKNOWLEDGES AND AGREES THAT CONTRACTOR SHALL NOT,UNDER ANY CIRCUMSTANCES,BE LIABLE
TO CUSTOMER OR ANY THIRD PARTY FOR ANY INDIRECT,SPECIAL,CONSEQUENTIAL.INCIDENTAL,PUNITIVE,OR EXEMPLARY DAMAGES OR LOSSES OF
ANY KIND WHATSOEVER ARISING OUT OF THIS AGREEMENT OR THE PERFORMANCE OF THE SERVICES,REGARDLESS OF WHETHER ARISING UNDER
BREACH OF CONTRACT,WARRANTY,TORT,STRICT LIABILITY,OR ANY OTHER LEGAL OR EQUITABLE THEORY OR CLAIM,EVEN IF CONTRACTOR HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE OR IF SUCH LOSS OR DAMAGE COULD HAVE BEEN REASONABLY FORESEEN.
13. Non-Solicitation.During the tern of this Agreement and for a period of one year thereafter,Customer shall not directly or indirectly entice,encourage or make any offer to
employ,to hire,or to contract with:(i)any current employee,agent,franchisee,or employee or agent of any franchisee of Contractor,or(ii)any person who acted as an
employee,agent,franchisee,or employee or agent of any franchisee of Contractor vvithin the prior year.
14. Confidentiality.The parties acknowledge and agree the;they may receive certain confidential information from the other party,including without limitation,the programs.
protocols,business or strategic plans of the other party,and will also possess information relating to this Agreement,including but not limited to the compensation paid to
Contractor hereunder(collectively, 'Confidential Information'), The receiving party shall not at any time disclose the Confidential Information to any person, firm,
partnership,corporation or other entity(other than employees,lenders,professional advisors,franchisees and subcontractors of the receiving party having a need to
access the Confidential Information)for any reason whatsoever. Each party shall take actions necessary to ensure that its employees,lenders,professional advisors,
franchisees and subcontractors having access to the Confidential information do not disclose the Confidential Information. Confidential Information shall not include
information which(I)was in the receiving party's possession prior to disclosure,(ii)is hereafter independently developed by the receiving party,(iii)lawfully comes into the
possession of the receiving party,or(iv)is now or subsequently becomes,through no act or failure to act by the receiving party,part of the public domain.This Section 14
shall survive for a period of five(5)years from the expiration or termination of this Agreement.
15. Representations and Warranties. Each party covenants and warrants to the other that:(i)it is an entity duly formed,validly existing and in good standing under the laws
of its jurisdiction of formation,(i)it has the power and capacity to enter into,execute and perform its obligations under this Agreement in accordance with the terms and
provisions hereof,and(iii)the execution and delivery of this Agreement have been duly authorized by all proper corporate action.
16. Entire Agreement.This Agreement shall constitute the entire agreement between the parties dealing with the subject matter hereof,and any prior understanding or
representation of any kind preceding the date of this Agreement and dealing Will the same subject matter shall not be binding upon either party,except to the extent
incorporated in this Agreement.
17. Modification of Agreement.Except as provided in Section 6 herein,any modification of this Agreement or additional obligation assumed by either party in connection with
this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party.
18. No Waiver.Wavier of any provision of this Agreement or the performance or enforcement thereof shall not constitute a continuing waiver of such provision or a waiver of
any other provision of this Agreement. Any such waiver must be in writing duly signed by the waiving party to be effective.
19. Independent Contractor.The parties acknowledge that Contractor,its employees and subcontractors,and its franchisees and their employees and subcontractors are
independent contractors providing Services to Customer,and nothing herein shall be deemed to constitute or be construed as making Contractor,its employees,or its
franchisees or their employees to be agents or employees of the Customer.
20. Binding Effect.This Agreement shall bind and inure to the benefit of the respective heirs,personal representatives.successors,and assigns of the parties.
21. Govemino Law.This Agreement shall be governed by,construed,and enforced in accordance with the laws of Nebraska,without regard to its conflict of laws rules.
Contractor and Customer agree that any cause of action or litigation arising out of this Agreement shall be filed exclusively in federal or state court in Douglas County,
Nebraska,and Contractor and Customer irrevocably consent to the jurisdiction of such courts.
22. Severability.The invalidity of any portion of this Agreement wit not and shall not be deemed to affect the validity of any other provision. If any provision of this Agreement
is held to be invalid,the parties agree that the remaining provisions shall be deemed to be in full force and effect as if they had been executed by both parties subsequent
to the expungement of the invalid provision.
23. Notices.Any and all notices provided for herein shall be sufficient if given in writing and hand-delivered or sent by facsimile(with electronic confirmation),registered mall
or certified mail to the address set forth for the applicable party on the first page of this Agreement,or such other address as a party may deliver to the other party in
wrifing. Notice given by hand delivery shall be deerned given when delivered. Notice given by facsimile shall be deemed given on the next business day after such notice
is sent. Notice given by registered or certified mail shall be deemed given on the third(3rd)day after such notice is sent.
24. Counterparts,This Agreement may be executed in any number of counterparts,each of which shall be deemed to be an original,however all of which together shall
constitute but one and the same instrument.
25. Survive.Sections 5,10,11,12,13,14,18,19,20,21,22,23.and 25 shall survive the expiration or termination of this Agreement.
26. Force Maieure.No party shall be liable for delays,nor defaults due to Acts of God or the public enemy,acts of war or terrorism,riots,strikes,fires,explosions,accidents,
governmental actions of any kind or any other causes of a similar character beyond its control and without its fault or negligence.
27. Assignment.Except as otherwise provided herein,the rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any
other person,firm,corporation,or other entity without the prior,express,and written consent of the other party,which consent will not be unreasonably withheld.
28. Headings.The titles to the Sections of this Agreement are solely for the convenience of the parties and shall not be used to explain,modify,simplify,or aid in the
interpretation of the provisions of this Agreement.
AGREEMENT
By signing this contract you are agreeing to the terms herein,and promise to remit payment based upon the above listed terms.
Client SI ner Block
(Printed Name)have read and agree to the aforementioned terms and contract details.
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Client Signature/ ^7 Title
—
Date
Signal 88 Signer Block
(Printed Name)have read and agree to the aforementioned terms and contract details.
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Signal 88 Security Signature 'Title
Date