HomeMy WebLinkAboutAGMT - Charles King Company, Inc. (8th Street Sewage Pump Station)RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO
CITY OF SEAL BEACH
Attn: City Clerk
211 - 8th Street
Seal Beach, CA 90740
Recorded in Official Records, Orange County
Hugh Nguyen, Clerk- Recorder
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** No Recording Fee Pursuant to Government Code Section 6103, 27383
NOTICE OF COMPLETION
Notice pursuant to Civil Code Section 3093, must be filed within 10 days after completion.
Notice is hereby given that:
Icy
CITY CLERK
CITY OF SEAL BEACH
1. The undersigned is owner or corporate officer of the owner of the interest or estate stated
below in the property hereinafter described:
2. The full name of the owner is: City of Seal Beach.
3. The address of the owner is: 211 — 8th Street, Seal Beach, CA 90740.
4. The nature of the interest or estate of the owner is: In Fee. The City of Seal Beach.
5. A work of improvement on the property hereinafter is described as substantially completed on
October 22, 2015. The work was 8`" Street Sewage Pump Station Project. No. SS0901 -3.
6. The name of the contractor(s), if any, for such improvement was: Charles King Company.
The date of the Contract Award was January 27, 2014.
7. The property on which said work of improvement was completed in the City of Seal Beach,
County of Orange, State of California, and is described as follows: 81" Street Beach Parking
Lot City of Seal Beach.
Date:
Deoty Director of Public Works /City Engineer, City of
Seal Beach
Signature of owner or corporate officer of owner
named in paragraph 2 or agent.
VERIFICATION
I, the undersigned, say: the Director of Community Development declarant of the foregoing notice
of completion, have read said notice of completion and know the contents thereof, the same is
true of my own knowledge.
1 declare under' penalty of perjury the fore is true an
/ d orrect.
Executed on \ /Q4M��� � `( , 2 15 at Seal 3 h, California.
(Date of Signature)
ector of Community Development, City of Seal Beach
AGREEMENT FOR
8th STREET SEWAGE PUMP STATION
PROJECT NO SS0901 -3
between
City of Seal Beach
211 - 8th Street
Seal Beach, CA 90740
and
Charles King Company, Inc.
2841 Gardena Avenue
Signal Hill, CA 90755
(562) 426 -2974
THIS AGREEMENT is made and entered into this 27th day of January, 2014, by and
between the City of Seal Beach, a California charter city ( "City "), and Charles King
Company, Inc., a Corporation ( "Contractor ").
Page 1 of 9
RECITALS
WHEREAS, the City Council has approved the plans and specifications for the
8th Street Sewage Pump Station Project No. SS0901 -3 ( "Project ") with respect to
design criteria; and
WHEREAS, Contractor has submitted a bid to City for the Project dated
December 12, 2013 in the amount of $1,999,170.00 ( "Accepted Proposal"
hereinafter). The Accepted Proposal is attached hereto as Exhibit G and contains,
among other things, provisions defining the Project scope.
NOW, THEREFORE, in consideration of performance by the parties of the
mutual promises, covenants, and conditions herein contained, the parties hereto
agree as follows:
AGREEMENT
1. Contractor's Services.
1.1 Scope and Level of Services. For and in consideration of the
mutual promises set forth herein, and subject to the terms and conditions set forth in
this Agreement, Contractor shall perform and complete in good and workmanlike
manner all work ( "Work ") required by this Agreement and the documents listed in
Subsection 1.2 for the Project.
1.2 Contract Documents. The "Contract Documents" that comprise
this Agreement between City and Contractor are the: Notice Inviting Bids,
Instructions to Bidders, Accepted Proposal, Non - Collusion Affidavit, Bid Schedule(s),
List of Subcontractors, Contractor's Industrial Safety Record, Contractor's
Qualification Statement, Bid Security Forms for Check or Bond, Specifications,
General and Special Provisions and documents referenced therein, all addenda as
prepared prior to the date of bid opening setting forth any modifications or
interpretations of any of said documents, this Agreement, Exhibits attached to this
Agreement, including but not limited to the Performance Bond (Exhibit A), Payment
Bond (Exhibit B), Workers' Compensation Insurance Certificate (Exhibit C), Insurance
Endorsements (Exhibit D), Acknowledgment of Penal and Civil Penalties Concerning
Contractor Licensing Laws (Exhibit E), Labor Law Requirements (Exhibit F),
Accepted Proposal (Exhibit G) and any and all supplemental agreements executed
amending or extending the Work contemplated and that may be required to complete
the Work in a substantial and acceptable manner. These Contract Documents are
hereby incorporated into this Agreement.
1.3 The Work shall be performed in accordance with the Plans,
Specifications and other Contract Documents. Contractor shall furnish at its own
expense all labor, materials, equipment and services necessary therefor, except such
labor, materials, equipment and services as are specified in the Contract Documents
to be furnished by City.
Page 2 of 9
1.4 In the event of any material discrepancy between the express
provisions of this Agreement and the provisions of the other Contract Documents, the
provisions of this Agreement shall prevail.
2. Effective Date. This Agreement is effective as of January 27, 2014 (the
"Effective Date ") and shall remain in full force and effect until Contractor has
rendered the services required by this Agreement.
3. Payment. For performing and completing the Work in accordance with
the Contract Documents, City shall pay Contractor, in full compensation therefor, the
amount of $1,999,170.00, subject to any additions and deletions pursuant to the
terms of the Contract Documents. Said sum shall constitute payment in full for all
work performed hereunder, including, without limitation, all labor, materials,
equipment, tools and services used or incorporated in the Work, supervision,
administration, overhead, expenses and any and all other things required, furnished
or incurred for completion of the Work as specified in the Contract Documents. City
shall make payments to Contractor on account of the contract sum at the time, in the
manner, and upon the conditions specified in the Contract Documents. The City
Manger may authorize extra work to fund unforeseen conditions up to the amount
approved at the time of award by the City Council. Payment for additional work in
excess of this amount requires prior City Council authorization.
4. Contractor's Personnel.
4.1 All Work shall be performed by Contractor or under Contractor's
direct supervision, and all personnel shall possess the qualifications, permits, and
licenses required by state and local law and by the Notice Inviting Bids /Instructions to
Bidders to perform such Services, including, without limitation, a City of Seal Beach
business license as required by the Seal Beach Municipal Code.
4.2 Contractor shall be responsible for payment of all employees'
wages and benefits, and shall comply with all requirements pertaining to employer's
liability, Workers' Compensation, unemployment insurance, and Social Security.
Contractor shall fully comply with the Workers' Compensation law regarding
Contractor and Contractor's employees.
4.3 Contractor shall indemnify and hold harmless City and its elected
officials, officers, employees, servants, designated volunteers, and agents serving as
independent contractors in the role of city officials, from any and all liabilities,
damages, claims, costs and expenses of any nature to the extent arising from
Contractor's alleged violations of personnel practices.
4.4 Contractor is, and shall at all times remain as to City, a wholly
independent contractor. Contractor shall have no power to incur any debt, obligation,
or liability on behalf of City or otherwise act as an agent of City. Neither City nor any
of its agents shall have control over the conduct of Contractor or any of Contractor's
employees, except as set forth in this Agreement. Contractor shall not, at any time,
Page 3 of 9
or in any manner, represent that it or any of its officers, agents, or employees are in
any manner employees of City. Contractor shall pay all required taxes on amounts
paid to Contractor under this Agreement, and indemnify and hold City harmless from
any and all taxes, assessments, penalties, and interest asserted against City by
reason of the work performed pursuant to this Agreement.
4.5 City shall have the right to offset against the amount of any fees
due to Contractor under this Agreement any amount due to City from Contractor as a
result of Contractor's failure to promptly pay to City any reimbursement or
indemnification arising under this Section 4.
5. Indemnification.
5.1 Contractor's Duty. Contractor shall defend, indemnify, and hold
the City, its elected officials, officers, employees, volunteers, agents, and those City
agents serving as independent contractors in the role of City officials (collectively
"Indemnitees ") free and harmless from and against any and all claims (including,
without limitation, claims for bodily injury, death or damage to property), demands,
obligations, damages, actions, causes of action, suits, losses, bid protests, stop
notices, judgments, fines, penalties, liabilities, costs and expenses (including, without
limitation, attorney's fees, disbursements and court costs) of every kind and nature
whatsoever (individually, a "Claim," collectively, "Claims "), in any manner arising out
of or incident to the performance of this Agreement, including without limitation, the
payment of all consequential damages and attorneys' fees and other related costs
and expenses. Further, Contractor shall appoint competent defense counsel, at
Contractor's own cost, expense and risk, to defend any and all such suits, actions or
other legal proceedings of every kind arising out of or incident to the performance of
this Agreement that may be brought or instituted against Indemnitees. Contractor
shall pay and satisfy any judgment, award or decree that may be rendered against
City or the other Indemnitees in any such suit, action, or other legal proceeding
arising out of or incident to the performance of this Agreement. Contractor shall
reimburse City and the other Indemnitees, for any and all legal expenses and costs
incurred by each of them in connection therewith or in enforcing the indemnity herein
provided. Contractor's obligation to indemnify shall not be restricted to insurance
proceeds, if any, received by Contractor or Indemnitees. This indemnity shall apply
to all Claims and liability regardless of whether any insurance policies are applicable.
5.2 Bid Protests. In addition to its obligations pursuant to
Section 5.1, Contractor shall reimburse City for all attorneys' fees and costs incurred
by City in connection with, arising out of or incident to any bid protest.
5.3 City's Sole Negligence. Nothing in Section 5.1 shall be
construed to require Contractor to indemnify Indemnitees for that portion of any Claim
to the extent arising from the sole negligence or willful misconduct of the
Indemnitees.
Page 4 of 9
5.4 Nonwaiver of Rights. Indemnitees do not, and shall not, waive
any rights that they may possess against Contractor because of the acceptance by
City, or the deposit with City, of any insurance policy or certificate required pursuant
to this Agreement.
5.5 Waiver of Right of Subrogation. Contractor, on behalf of itself
and all parties claiming under or through it, hereby waives all rights of subrogation
against the Indemnitees, while acting within the scope of their duties, from all claims,
losses, and liabilities arising out of or incident to activities or operations performed by
or on behalf of the Indemnitor.
5.6 Survival. The provisions of this Section 5 shall survive the
termination of this Agreement and are in addition to any other rights or remedies that
Indemnitees may have under the law. Payment is not required as a condition
precedent to an Indemnitee's right to recover under this indemnity provision, and an
entry of judgment against Contractor shall be conclusive in favor of the Indemnitee's
right to recover under this indemnity provision.
6. Insurance.
6.1 Liability Insurance. Contractor shall procure and maintain in full
force and effect for the duration of this Agreement insurance against claims for
injuries to persons or damages to property which may arise from or in connection
with the performance of the services hereunder by Contractor, and its agents,
representatives, employees and subcontractors. The policy limits set forth below do
not act as a limitation upon the amount of indemnification to be provided by
Contractor. Contractor shall complete and execute the following documents attached
as Exhibits hereto and incorporated herein by this reference:
6.1.1 Exhibit D -1: Additional Insured Endorsement -
Commercial General Liability.
6.1.2 Exhibit D -2: Additional Insured Endorsement -
Automobile Liability.
6.1.3 Exhibit D -3: Additional Insured Endorsement.
6.2 Minimum Scope of Insurance. Unless otherwise approved by
City, coverage shall be at least as broad as:
6.2.1 Insurance Services Office Commercial General
Liability coverage (occurrence form CG 0001).
6.2.2 Insurance Services Office form number CA 0001 (Ed.
1/87) covering Automobile Liability, code 1 (any auto).
Page 5of9
6.2.3 Insurance Services Office form number CG 20 10 11
85 (Ed. 11/85) covering Additional Insured — Owners, Lessees or Contactors (Form
B).
6.2.4 Workers' Compensation insurance as required by the
State of California and Employer's Liability Insurance.
6.3 Minimum Limits of Insurance. Contractor shall maintain limits no
less than:
6.3.1 General Liability: $2,000,000 per occurrence and in
the aggregate for bodily injury, personal injury and property damage. Commercial
General Liability Insurance or other form with a general aggregate limit shall apply
separately to this Agreement or the general limit shall be twice the required
occurrence limit.
6.3.2 Automobile Liability: $2,000,000 per occurrence for
bodily injury and property damage.
6.3.3 Employer's Liability: $1,000,000 per occurrence and
in the aggregate for bodily injury or disease and Workers' Compensation Insurance in
the amount required by law.
6.4 Deductibles and Self- Insured Retentions. Contractor shall inform
City of any deductibles or self- insured retentions except with respect to any
professional liability insurance.
6.5 Other Insurance Provisions. The general liability and automobile
liability policies are to contain, or be endorsed to contain, the following provisions:
6.5.1 City, its officers, officials, employees, designated
volunteers and agents serving as independent contractors in the role of City officials,
are to be covered as additional insureds as respects: liability arising out of activities
performed by or on behalf of Contractor, products and completed operations of
Contractor; premises owned, occupied or used by Contractor; or automobiles owned,
leased, hired or borrowed by Contractor. The coverage shall contain no limitations
on the scope of protection afforded to City, its officers, officials, employees,
designated volunteers or agents serving as independent contractors in the role of
City officials which are not also limitations applicable to the named insured.
6.5.2 For any claims related to this Agreement, Contractor's
insurance coverage shall be primary insurance as respects City, its officers, officials,
employees, designated volunteers and agents serving as independent contractors in
the role of City officials. Any insurance or self- insurance maintained by City, its
officers, officials, employees, designated volunteers or agents serving as
independent contractors in the role of City officials shall be excess of Contractor's
insurance and shall not contribute with it.
Page 6of9
6.5.3 Contractor's insurance shall apply separately to each
insured against whom claim is made or suit is brought, except with respect to the
limits of the insurer's liability.
6.5.4 Each insurance policy required by this Section 6 shall
be endorsed to state that coverage shall not be canceled or materially modified
except after 30 days prior written notice by first class mail has been given to City.
6.5.5 Each insurance policy, except for any professional
liability policy, required by this Section 6 shall expressly waive the insurer's right of
subrogation against City and its elected officials, officers, employees, servants,
attorneys, designated volunteers, and agents serving as independent contractors in
the role of City or agency officials.
6.6 Acceptability of Insurers. Insurance is to be placed with insurers
with a current A.M. Best's rating of no less than A:VIII unless waived in writing by
City's Risk Manager.
6.7 Verification of Coverage. All insurance coverages shall be
confirmed by execution of endorsements on forms approved by City. The
endorsements are to be signed by a person authorized by that insurer to bind
coverage on its behalf. All endorsements are to be received and approved by City
before services commence. As an alternative to City forms, Contractor's insurer may
provide complete, certified copies of all required insurance policies, including
endorsements effecting the coverage required by these specifications.
7. Liquidated Damages. Should Contractor fail to complete the project, or
any part thereof, in the time agreed upon in this Agreement, Contractor shall
reimburse City for the additional expense and damage for each calendar day that the
Project remains uncompleted after the Project completion date. It is agreed that the
amount of such additional expense and damage incurred by reason of failure to
complete the Project is the per diem rate of $750.00 per calendar day. Such amount
is hereby agreed upon as liquidated damages for the loss to City resulting from the
failure of Contractor to complete the Project within the allotted time and to the value
of the operation of the works dependent thereon. It is expressly understood and
agreed that this amount is a reasonable amount and is established in lieu of
damages that are incapable of calculation at the inception hereof; and this amount is
not to be considered in the nature of a penalty. City shall have the right to deduct
such damages from any amount due, or that may become due to Contractor, or the
amount of such damages shall be due and collectible from Contractor or Contractor's
Surety. Progress payments made after the scheduled completion date shall not
constitute a waiver of liquidated damages.
8. Suspension. City may, in writing, order Contractor to suspend all or any
part of the Contractor's Services for the convenience of City or for work stoppages
beyond the control of City or Contractor. A suspension of the Services does not void
this Agreement.
Page 7of9
9. Notices. Any notices, bills, invoices, or reports authorized or required
by this Agreement shall be in writing and shall be deemed received on (a) the day of
delivery if delivered by hand or overnight courier service during Contractor's and
City's regular business hours or by facsimile before or during Contractor's regular
business hours; or (b) on the third business day following deposit in the United States
mail, postage prepaid, to the addresses heretofore set forth in the Agreement, or to
such other addresses as the parties may, from time to time, designate in writing
pursuant to the provisions of this Section. All notices shall be addressed as foltows:
If to City: City Clerk
City of Seal Beach
211 - 8th Street
Seal Beach, California 90740
Telephone: (562) 431 -2527
Fax: (562) 493 -9857
With a copy to:
Public Works Director
City of Seal Beach
211 - 8th Street
Seal Beach, California 90740
If to Contractor: Charles King Company, Inc.
2841 Gardena Avenue
Signal Hill, California 90755
Telephone: (562) 426 -2974
Fax: (562) 426 -9714
Attn: Butch King, Vice President
10. Non - Assignability; Subcontracting. Contractor shall not assign,
transfer, or subcontract any interest in this Agreement or the performance of any of
Contractor's obligations hereunder. Any attempt by Contractor to so assign, transfer,
or subcontract any rights, duties, or obligations arising hereunder shall be null, void
and of no effect.
11. Compliance with Laws. Contractor shall comply with all applicable
federal, state and local laws, ordinances, codes and regulations in force at the time
Contractor performs the Services.
12. Non - Waiver of Terms, Rights and Remedies. Waiver by either party of
any one or more of the conditions of performance under this Agreement shall not be
a waiver of any other condition of performance under this Agreement. In no event
shall the making by City of any payment to Contractor constitute or be construed as a
waiver by City of any breach of covenant, or any default which may then exist on the
part of Contractor, and the making of any such payment by City shall in no way
impair or prejudice any right or remedy available to City with regard to such breach or
default.
Page 8 of 9
13. Attorneys' Fees. In the event that either party to this Agreement shall
commence any legal action or proceeding to enforce or interpret the provisions of this
Agreement, the prevailing party in such action or proceeding shall be entitled to
recover its costs of suit, including all attorneys' fees incurred in connection therewith.
14. Construction. The validity, interpretation, and performance of this
Agreement shall be controlled by and construed under the laws of the State of
California. In the event of any asserted ambiguity in, or dispute regarding the
interpretation of any matter herein, the interpretation of this Agreement shall not be
resolved by any rules of interpretation providing for interpretation against the party
who causes the uncertainty to exist or against the party who drafted the Agreement
or who drafted that portion of the Agreement.
15. Entire Agreement. This Agreement, including any other documents
incorporated herein by specific reference, represents the entire and integrated
agreement between Contractor and City. This Agreement supersedes all prior oral or
written negotiations, representations, or agreements. This Agreement may not be
amended, nor any provision or breach hereof waived, except in a writing signed by
the parties which expressly refers to this Agreement.
16. Severability. The invalidity in whole or in part of any provisions of this
Agreement shall not void or affect the validity of the other provisions of this
Agreement.
IN WITNESS WHEREOF, the parties, through their respective authorized
representatives, have executed this Agreement as of the date first written above.
CITY OF SEAL BEACH CONTRACTOR
: 60IZ �j "
Attest:
By:
Li da Devine, City Clerk
Approved as to Form:
By:
Name: •A,/-C�j
Its..
By:
Name:
Its:
By: i{i /cam' ✓
Quinn Barrow, City Attorney
Page 9 of 9
California All- Purpose Acknowledgement
State of California }
County of Los Angeles
On I ZI ZI before me, Sarah Criscuolo , a Notary Public
personally appeared Debra King
° °\\ ISCGO',�
5'Q,Py`�r,� !0
Notary Public Seal
Description of Attached Document
Title or Type of Document
Document Date:
Signer(s) Other than Named Above:
Capacity(ies) Claimed by Signer(s)
2-C
❑ Individual
W Corporate Officer: Pres./ Sect. Tres.
❑ Partner - ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
L) Other:
Signer is Representing:
who proved to me on the basis of satisfactory evidence
to be the person(X whose name(X is /aA subscribed to
the within instrument and acknowledged to me that )�/
she/OW executed the same in Ns/her /t)Qk authorized
capacity(i&), and that by 1* /her /thor signatureo o on
the instrument the person(X, or the entity upon behalf
of which the person(o acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph
is true and correct.
WITNESS my hand and official seal.
_ZVA.'Ay-t/� n'�_ LQAt-
Notary Public Signature
n � o ��-h
of Pages:
OPTIONAL
❑ Individual
❑ Corporate Officer:
❑ Partner - ❑ Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer is Representing: