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HomeMy WebLinkAboutAGMT - ProSurface Inc and Amendment No 1(SB Tennis Center Pickleball Court Resurfacing)AMENDMENT NO. 1 AGREEMENT FOR SEAL BEACH TENNIS CENTER PICKLEBALL COURT RESURFACING between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 0 ProSurface Inc. P.O. Box 80878 Rancho Santa Margarita, CA 92688 714-348-6427 This Amendment No. 1 ("First Amendment'), dated December 14, 2020, amends that certain agreement ("Agreement") dated October 29, 2020, by and between ProSurface Inc., a S Corporation ("Contractor"), and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). 1 of 4 RECITALS A. City desires certain tennis court and pickleball court surface improvements at the Seal Beach Tennis Center at said locations (collectively "the Project"). B. Pursuant to the authority provided by its City Charter and Chapter 3.20 of the Seal Beach Municipal Code, the City solicited bids from vendors experienced in the work needed to carry out the Project. C. Contractor submitted bids for performance of the Project from at least three vendors, and City determined that Contractor submitted the lowest acceptable quotation. D. City and Consultant wish to amend the Agreement in order to provide for a minor addition to the scope of work in order to allow for the placement of striping for the use of an existing tennis court for pickleball court use. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AMENDMENT NO. 1 NOW, THEREFORE and in consideration of the foregoing and of the mutual covenants and promises here set forth, the parties agree to amend this Agreement as follows: Section1. Section 1.0 (Scope of Work) of this Agreement is amended to read as follows: 1.0 Scope of Work 1.1. Contractor shall provide the tasks, services and other work (collectively "Work") for completion of the Project, as set forth in the attached Exhibit "A" (Solicitation for Vendor Quotes dated October 26, 2020), Exhibit "B" (ProSurface Proposal), and Exhibit "C" (ProSurface Proposal for Amendment 1). 1.2. The complete agreement between the Parties includes the original Agreement, Amendment No. 1, Exhibit "A", Exhibit "B", Exhibit "C", and Exhibit "D" attached hereto, which are hereby incorporated by this reference. The specific terms and conditions of the original Agreement and Amendment No. 1 shall control and have precedence over any contradictory or inconsistent terms and conditions included in Exhibit "A", Exhibit "B", Exhibit "C" and Exhibit "D", and this Agreement shall be controlling in questions of interpretation. 2 of 4 Section 2_ Section 3.0 (Contractor's Compensation) of the Agreement is amended to read as follows: 2.0 Contractor's Compensation For performing and completing the Work in accordance with this Agreement, City will pay Contractor in accordance with the cost proposal shown on the fee schedule set forth in Exhibit "B" for Services, but in no event will the City pay more than $13,200 for all work performed, both original work and additional work represented in Amendment No. 1. 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 this Agreement. Contractor will not be compensated for any work performed not specified in the Scope of Work as defined in this Agreement unless the City authorizes such additional work in advance and in writing. Payment for additional work requires prior City Council authorization. Section 3. Except as expressly modified or supplemented by this First Amendment, all other provisions of the Agreement shall remain unaltered and in full force and effect. In the event of a conflict between the provisions of this First Amendment and the provisions of the Agreement, the provisions of this First Amendment shall control. IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. 3 of 4 CITY OF SEAL BEACH CONTRACTOR: PROSURFACE, Inc. By: By: I& Jill r. Ingram, City Man Attest: :' J;•,a��i, taw �t{t)��, By: Gloria Harper, Approved as to Form: By: kl,mig A. Steele, City Attorney Name: jkee Fitonf-1 t Its: PRk siog&�f Name: 4 of 4 RESOLUTION 7097 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO AN EXISTING AGREEMENT WITH PROSURFACE, INC FOR THE SEAL BEACH TENNIS CENTER PICKLEBALL COURT RESURFACING WHEREAS, the City provides a diverse number of recreational opportunities for residents and visitors; and, WHEREAS, these opportunities include operating and managing certain tennis and pickleball courts; and, WHEREAS, on October 2, 2020 and subsequently on October 29, 2020, the City entered into two separate agreements with ProSurface, Inc. for certain tennis and pickleball court surface improvements at Marina Park and the Seal Beach Tennis & Pickleball Center for a total cost of $34,300; and, WHEREAS, the City desires to see certain additional improvements conducted to one of the tennis courts at the Seal Beach Tennis & Pickleball Center where the cumulative total of work previously performed and proposed requires City Council approval; and, WHEREAS, Amendment No. 1 to the existing agreement with ProSurface, Inc. for the work performed at the Seal Beach Tennis & Pickleball Center addresses the proposed additional work to stripe an existing tennis court for pickleball courts in the amount of $2,200; and, WHEREAS, the total amount for all work performed by ProSurface, Inc. via the Marina Park agreement, the Seal Beach Tennis C& Pickleball Center agreement, and Amendment No. 1 to the Seal Beach Tennis Center & Pickleball Center agreement is $36,500. NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE: SECTION 1. The City Council hereby approves Amendment No. 1 to `an Agreement dated October 29, 2020 between the City of Seal Beach and ProSurface, Inc. to complete the installation of pickleball court lines on an existing tennis court at the Seal Beach Tennis & Pickleball Center for the amount of $2,200, attached hereto as Exhibit "A" and incorporated herein by this reference as though set forth in full. SECTION 2. The City Council hereby authorizes the City Manager to execute Amendment 1. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 14th day of December, 2020 by the following vote: AYES: Council Members: Kalmick, Moore Massa-Lavitt, Sustarsic, Varipapa NOES: Council Members: None ABSENT: Council Members: None ABSTAIN: Council Members: None Schelly Sus arsic, Mayor ona D. HarpeX City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } 1, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7097 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 14th day of December, 2020. EXHIBIT "A" Please Check One: PURCHASE ORDER SUPPLEMENT This purchase order is under $1000 and does not require additional bids. This purchase order Is $1000 or over, but under $6000 and requires 3 verbal bids. See bid info below. This purchase order is for a commodity available only through a sole source provider and does not require bids. This purchase is being made during an emergency from the nearest available source of supply. Explain emergency_ This is a purchase of the following bid -exempt professional service: ( circle one) architectural services; bond services; election services; engineering services; insurance services; legal services; public relations services; real estate services; solid waste disposal services; This purchase is made in cooperation with the State, the County, or another government entity for the purpose of obtaining a lower price upon the same terms, conditions, and specifications. The bids obtained for the Purchase Order were: vendor # 1 Pro 5o' qC e, Vendor # 2 Trud i� & Vendor # 3 �a X- .--- ___---- ___ __ Item (Description) Cost, Vendor Cost, Vendor Cost, Vendor Comments #1 #2 #3 PicKleb 1 �esur� it) 000 14 $50 �2gtoon Vendor Chosen: Reason: Low B i vl Submitted by: EXHIBIT "B" F ROSURFACE INC. The Sport Surface Specialists PO Box 80878 Rancho Santa Margarita, CA 92688 Phone: (714)348-6427 Contractors License# 756182 Customer. The City of Seal Beach 211 8th Street Seal Beach, CA 90740 Attn: David Nett, Community Services Coordinator Court to Pickleball Court PROPOSAL DATE: 1011412020 DESCRIPTION RATE AMOUNT Tennis to Pickleball Court Conversion Two (2) tennis courts conversion into eight (B) pickleball courts $5,500.00 each 11,000.00 1) Grind off all tennis lines. Patch all cracks and grind level. 2) One coat of Acrylic Resurfacer (AR) to cover fines 3) One AR color coating with ColorPlus over the entire court surface 4) One Color Concentrate color coat over the entire court 5) Third surface, Color Concentrate, color coat over play area 6) Line all courts with measurements to USAPA standards 7) Leave work area in a clean and usable condition Prepared by: Jeff Frantz, President SUBTOTAL 1 $11,000.00 Accepted by: Date:_ TOTAL 1 $11,000.00 EXHIBIT "C" AGREEMENT FOR SEAL BEACH TENNIS CENTER PICKLEBALL COURT RESURFACING between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 N. ProSurface Inc. P.O. Box 80878 Rancho Santa Margarita, CA 92688 714-348-6427 This Agreement for Pickleball Court Resurfacing ("the Agreement") is made as of October 29, 2020 (the "Effective Date"), by and between ProSurface Inc., a S Corporation ("Contractor"), and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). 1 of 15 RECITALS A. City desires certain repaving and replacement services including resurfacing of pickleball courts at Seal Beach Tennis Center at said locations (collectively "the Project"). B. Pursuant to the authority provided by its City Charter and Chapter 3.20 of the Seal Beach Municipal Code, the City solicited bids from vendors experienced in the work needed to carry out the Project. C. Contractor submitted bids for performance of the Project from at least three vendors, and City determined that Contractor submitted the lowest acceptable quotation. D. City desires to engage Contractor to carry out the Project in the manner set forth herein and more fully described in Section 1. E. Contractor represents that its principal members and employees are fully qualified and able to carry out the Project contemplated by this Agreement in a good and professional manner; and it desires to perform the Project as provided herein. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Work 1.1. Contractor shall provide the tasks, services and other work (collectively "Work") for completion of the Project, as set forth in the attached Exhibit "A" (Solicitation for Vendor Quotes dated October 26, 2020), and Exhibit "B" (ProSurface Proposal). 1.2. The complete agreement between the Parties includes this Agreement and Exhibit "A" and Exhibit "B", attached hereto, which are hereby incorporated by this reference. The specific terms and conditions of this Agreement shall control and have precedence over any contradictory or inconsistent terms and conditions included in Exhibits "A" and "B", and this Agreement shall be controlling in questions of interpretation. 1.3. Contractor shall perform and complete all Work under this Agreement on a timely, regular basis and in a good and workmanlike manner reasonably satisfactory to the City. 1.4. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, State, and local law. 2of15 1.5. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the Work to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing all Work. 1.6. By executing this Agreement, Contractor represents that, to the extent required by the standard of practice, Contractor (a) has investigated and considered the scope of Work to be performed, (b) has carefully considered how the Work should be performed, and (c) understands the facilities, difficulties and restrictions attending performance of the Work under this Agreement. 2.0 Term The term of this Agreement shall be for about eight (8) months, and shall commence as of 12:01 a.m. on October 29, 2020 and shall terminate at midnight on June 30, 2021, unless previously terminated as provided by this Agreement. 3.0 Contractor's Compensation For performing and completing the Work in accordance with this Agreement, City will pay Contractor in accordance with the cost proposal shown on the fee schedule set forth in Exhibit "B" for Services, but in no event will the City pay more than $11,000. 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 this Agreement. Contractor will not be compensated for any work performed not specified in the Scope of Work as defined in this Agreement unless the City authorizes such additional work in advance and in writing. Payment for additional work in excess of the City Manager's contracting authority requires prior City Council authorization. Any additional work authorized by the City pursuant to this Section will be compensated in accordance with the billing rates set forth in Exhibit B. 4.0 Method of Payment Contractor shall submit to City monthly invoices for all Work rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Work was performed and shall describe in detail the Work rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Work performed for each day in the period. City will pay Contractor all undisputed fees within 30 days of receiving Contractor's invoice. City will not withhold any applicable federal or state payroll taxes or other required taxes or other authorized deductions from payments made to Contractor for Work performed under this Agreement. 3 of 15 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than thirty (30) days prior to the date of termination. 5.2. Notwithstanding Subsection 5.1, this Agreement may be terminated by City upon 10 days' notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of any insurance policy required by this Agreement at least 30 days before the expiration date of the previous policy(ies). 5.3. Notice of termination shall be given in accordance with Section 7.0. 6.0 Party Representatives 6.1. The Director of Public Works is the City's representative for purposes of this Agreement. 6.2. Jeff Frantz, President, is Contractor's representative for purposes of this Agreement. Contractor may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211 - 8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: ProSurface Inc. P.O. Box 80878 Rancho Santa Margarita, California 92688 Attn: Jeff Frantz, Owner 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Personnel Contractor has or shall secure, at its own expense, all personnel required to perform all Work under this Agreement. Any person who performs any of the Work 4 of 15 shall possess the qualifications, permits, and licenses required by State and local law to perform such Work. 9.0 Independent Contractor 9.1. Contractor is and shall at all times remain an independent contractor and not an employee of the City, and neither Contractor or any of its principals, directors, officers or employees are entitled to participate in any wages, salaries, pension plan, insurance, bonus or similar benefits that City provides for its employees. All Work provided pursuant to this Agreement shall be performed by Contractor or under its exclusive supervision, direction and control. Contractor will determine the means, methods, and details of performing the Work. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Work and compliance with the customary professional standards. 9.2. Any personnel of Contractor performing Work under this Agreement on behalf of Contractor shall also not be employees or agents of City and shall at all times be under Contractor's exclusive supervision, direction and control. Contractor shall pay all wages, salaries, and other amounts due its personnel in connection with their performance of Work under this Agreement and as required by law. Contractor shall be responsible for all reports, withholdings, deductions and other obligations respecting such personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 9.3. To the fullest extent permitted by law, Contractor shall defend (with legal counsel acceptable to City), indemnify and hold harmless City and its elected and appointed officials, officers, employees, attorneys, agents, servants, designated volunteers, those City agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from or caused by Contractor's personnel practices or any negligent or willful act or omission of Contractor related to or arising out of this Section 9.0. In addition to any other remedies under this Agreement or law, 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 or refusal to promptly defend, indemnify and pay to City any defense costs, reimbursement or indemnification arising under this Section 9.0. Contractor's defense and indemnification obligations under this Section are in addition to Contractor's defense and indemnification obligations of Section 14.0. 10.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written --approval-oUC-ity—Contractor--is fully-responsible-to-City-for-the-performance-oUany-and all subcontractors. 5 of 15 11.0 Assignment Contractor shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of City. Any purported assignment without such consent shall be void and without effect. 12.0 Inspection and Audit of Records Contractor shall maintain complete and accurate records with respect to all Work and other matters covered under this Agreement, including but expressly not limited to, all Work performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Contractor shall maintain adequate records on the Work provided in sufficient detail to permit an evaluation of all Work in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Contractor shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Work under this Agreement. Contractor shall retain all financial and program service records and all other records related to the Work and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 12.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 13.0 Insurance 13.1. Liability Insurance. Contractor shall procure and maintain in full force and effect for the duration of this Agreement insurance against claims for bodily injury, death, personal injury, property damage and professional negligence which may arise from or in connection with the performance of the Work hereunder by Contractor, and its directors, officers, employees, agents, representatives, and subcontractors. 13.2. Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Professional Liability insurance (or Errors and Omissions insurance). Contractor shall provide to City the standard form issued by the carrier. 6 of 15 than: 13.3. Minimum Limits of Insurance. Contractor shall maintain limits no less General Liability: $2,000,000 per occurrence and in the aggregate for bodily injury, death, 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. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease; and Workers' Compensation Insurance in the amount required by law. Professional Liability (or Errors and Omissions Insurance): $1,000,000 per claim/aggregate. 13.4. Deductibles and Self -Insured Retentions. Contractor shall inform City of any deductibles or self-insured retentions except with respect to professional liability insurance. 13.5. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 13.5.1. City, its elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials, shall 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 elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials which are not also limitations applicable to the named insured. 13.5.2. For any claims related to this Agreement, Contractor's insurance coverage shall be primary insurance as respects City, its elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, its elected and appointed officers,_officials,_emplo_y_ees,_servants,_attorneys,_agents,-designated volunteers, -and those City agents serving as independent contractors in the role of City officials shall be excess of Contractor's insurance and shall not contribute with it. 7of15 13.5.3. 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. 13.5.4. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, reduced or canceled except after 30 days' prior written notice by certified mail, return receipt requested, has been given to City, or 10 days' prior written notice by express overnight mail if cancellation is due to nonpayment of premiums. 13.5.5. Each insurance policy, except for the professional liability policy (or errors and omissions policy), required by this Agreement shall expressly waive the insurer's right of subrogation against City and its elected and appointed officials, officers, employees, servants, agents, attorneys, designated volunteers, those City agents serving as independent contractors in the role of City officials. 13.6. 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. 13.7. 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 Work commence. As an alternative to City forms, Contractor's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 14.0 Indemnification, Hold Harmless, and Duty to Defend 14.1. Indemnification for Professional Services. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the City, its elected and appointed officials, officers, attorneys, employees, agents, servants, designated volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 14.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including reasonable fees of accountants, attorneys and other professionals, and all costs associated therewith (collectively "Claims"), to the extent they arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of Contractor, and/or its officers, directors, employees, agents, servants, subcontractors, contractors or their —office rs,—agentsv�--employeervor-servants-(or-any-entity-or individual that Gontractor-shall bear the legal liability thereof) in the performance of professional services under this Agreement. Contractor shall defend the Indemnitees in any action or actions filed in 8 of 15 connection with any Claims with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 14.2. Other Indemnities. Other than in the performance of professional services (as provided in Subsection 14.1), and to the fullest extent permitted by law, Contractor shall, at its own cost and expense, defend, hold harmless and indemnify the Indemnitees (as defined in Subsection 14.1) from and against any and all damages, claims, demands, causes of action, proceedings, judgments, injuries, liabilities, losses, liens, penalties, costs, and expenses, in law or equity, of any nature whatsoever, including but not limited to fees and costs of accountants, attorneys and other professionals, and all fees, costs and expenses associated therewith, and the payment of all consequential damages (collectively "Damages") in law or in equity, whether actual, alleged or threatened, including but not limited to, Damages relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to the acts or omissions of Contractor or any of its officers, directors, employees, subcontractors, materialmen, suppliers, contractors, or agents, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this Agreement, except for (i) Damages arising from the Indemnitees' sole negligence or willful misconduct to the limited extent that the Agreement is subject to Civil Code Section 2782(a), and (ii) Damages arising from the City's active negligence to the limited extent that the Agreement is subject to Civil Code Section 2782(b), provided such sole negligence, willful misconduct, or active negligence is determined by final arbitration or court decision of competent jurisdiction or by the agreement of the parties. Contractor shall defend Indemnitees in any action or actions filed in connection with any such Damages with counsel of City's choice, and shall pay all costs and expenses, including but not limited to all attorneys' fees and experts' costs actually incurred in connection therewith. Contractor's duty to defend pursuant to this Subsection 14.2 shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of Indemnitees. 14.3. Contractor's defense, hold harmless and indemnification obligations under this Section 14.0 or any other provisions of this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, the City or any of the other Indemnitees as defined in Subsection 14.1. 14.4. All duties and other covenants of Contractor under this Section 14.0 shall survive termination of this Agreement. 15.0 Conflict of Interest 15.1. Contractor covenants that it presently has no interest and shall not acquire ---any- interest, -direct or-indirect,-vhich-may-be-affected by -the -Work, -or -which -would conflict in any manner with the performance of the Work. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be 9of15 employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Work. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 15.2. Contractor further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Nor has Contractor paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission, percentage or gift. 15.3. Contractor warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this Subsection. 16.0 Suspension City may, in writing, order Contractor to suspend all or any part of the Work for the convenience of the City or for work stoppages beyond the control of City or Contractor. A suspension of the Work does not void or terminate this Agreement. 17.0 Equal Opportunity Contractor affirmatively represents that it is an equal opportunity employer. Contractor shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, disability, ancestry, sex, sexual orientation, or age. Such non-discrimination includes, but is not limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. 18.0 Safety Requirements All Work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA. City may issue restraint or cease and desist orders to Contractor, when unsafe or harmful acts are observed or reported relative to the performance of the work. 10 of 15 Contractor shall maintain the work sites free of hazards to persons and property resulting from its operations. Contractor shall immediately report to City any hazardous condition noted by Contractor. 11 of 15 19.0 Labor Code Compliance Certification [Labor Code Sections 1720, 1773.8, 1775, 1776, 1777.5, 1813, 1860, 1861, 3700] 19.1. Contractor acknowledges that this contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works and the City and agrees to be bound by all the provisions thereof as though set forth in full herein. 19.2. Contractor agrees to comply with the provisions of California Labor Code Section 1773.8 which requires the payment of travel and subsistence payments to each worker needed to execute the work to the extent required by law. 19.3. Contractor agrees to comply with the provisions of California Labor Code Sections 1771, 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to City, forfeit not more than two -hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the California Director of Industrial Relations (see http://www.dir.ca.gov/OPRUDPreWageDetermination.htm) for the work or craft in which the worker is employed for any public work done under the contract by Contractor or by any subcontractor. 19.4. Contractor agrees to comply with the provisions of California Labor Code Section 1776 which, among other things, require Contractor and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform City of the location of the records. Contractor is responsible for compliance with Section 1776 by itself and all of its subcontractors. 19.5. Contractor agrees to comply with the provisions of California Labor Code Section 1777.5 concerning the employment of apprentices on public works projects, and further agrees that Contractor is responsible for compliance with Section 1777.5 by itself and all of its subcontractors. 19.6. Contractor agrees to comply with the provisions of California Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of the contract by Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the California Labor Code. 19.7. California Labor Code Sections 1860 and 3700 provide that every —contractor -will -be -required -to -secure -the -payment of compensation -to -its -employees -in accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows: 12 of 15 "Contractor is aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and Contractor will comply with such provisions before commencing the performance of the work of this contract." 20.0 Permits and Licenses Contractor, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, licenses and certificates as may be required in connection with the performance of the Work under this Agreement, including, without limitation, a City of Seal Beach business license as may be required by the Seal Beach Municipal Code. 21.0 Time of the Essence Time is of the essence in respect to all provisions of this Agreement that specify a time for performance. 22.0 Entire Agreement This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior oral and written negotiations, understandings, representations, or agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 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. 24.0 Governing Law; Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to conflict of law principles, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement shall be resolved in the superior court or federal court with geographic jurisdiction over the City. 25.0 No Third Party Rights No third party shall be deemed to have any rights hereunder against either Party as a result of this Agreement. 13 of 15 26.0 Waiver No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. 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. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 27.0 Attorneys' Fees If a Party commences any litigation or other action against the other Party, either legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such action shall be entitled to have and recover from the losing Party all of its reasonable attorneys' fees and other costs incurred in connection therewith. 28.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 29.0 Corporate Authority The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by their execution, the Parties are formally bound to the provisions of this Agreement. (Intentionally Left Blank) 14 of 15 IN WITNESS WHEREOF, the Parties hereto, through their respecWs authorized representatives have examAnd this Agreement as of the date and year first above written. CITY OF SEAL BEACH By. der, Director of PW CONTRACTOR: PROSURFACE, Inc. By: _ Name: �"faFF F94Av 'i Z -- Attest: Attest: J By BY - J Gbria Harper, City Clerk Name:-,,--- Approved ame:_ -_ Approved as to Form: ( g �k. el Stee, City Attorney 15 of 15 �r CERTIFICATE OF LIABILITY INSURANCE I °AIR`M_Im°"n"' THIS CERTIFICATE M ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: H the certificate hokhw Is an ADDITIONAL INSURED, the pollcy(les) must have ADDITIONAL INSURED provisions or be endorsed. It SUBROGATION IS WAIVED, subject to the terns and conditions of the policy, certain policies may require on endorsement. A Statement on this certIFcats does not confer riahts to the cartificam holder In liau of such ondernemontial_ PRODUCER Whitney Oaks Insurance Services Inc. 1221 Pleasant Grove Blvd., Ste. ISO Roseville, CA 93678 License N: OF74432 INSURED PROSURFACE INC. P O BOX 80878 Rancho Santa Margar, CA 92688-2913 Rachel Silva (916)415 if70 irleunnp.eomf Ftet (9116.1931__ Aap�ro fa c>t al d^aYoab -- Wa{MIf14(1) AFIGO W]IIO COVERAGE k -WB, Swishy ftwzm Cam _ s AnIQUARG Insumm Conttpt --c X-AKW a FIre 4 GABWft Co wft-. 15884 AISURER D NlURER E COVERAGES CERTIFICATE NUMBER: 0000"32-104662 REVISION NUMBER• 4 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WENCH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. e211111 Vflt TYPE OF INSURANCEA POLICY MMNIlR fl'f POLICY Ew LlMlia A X COMMERCNL GENERAL LIAMLITY U20AC112779-01 - 04/29/2020 041291`2021 EACR OCCURRENCE _. CUIMS-MADE OCCUR I ' D"MCE TO -110406 - 7 PRE1{UBE IFJ$9MPNfo}L_._j. MIS 100'wo MEO JC✓tll�.ar�IMfonlf 5.009 PERSONAL t ADV NJURY f- 1,000,008 GFMLAGGREGATE L MITAPPLIES PER GENERAL AGGREGATE -f 2y000_-1_009 X 'OLC' PEROCT LOC .'.. PRODUCTS P/OP CTS COMAGO L 5 ... Z (IDQ1�I0 OTHER f B AUTp"osu UMILM , WIAU172122 0310712020 ! 0310712021 1 000,000 ANY AUTO 9004LY INJURY (Per p.—) OWNED y SCHEDULED AUrO5 ONLY•JD_, AUTOS BODILY INJURY (Par a dd-Ij• S HIRED NON-OWNEU AUTOS ONLY AUTOS ONLY PROPERT*-&AMAGE (per eocdbnU S j A uMesELIALue i k OCCUR U20AC112779-01 MW2020 M11IM21 EACH OCCURRENCE ;S 2,000,000 X EXCE6f LIA9 i 1_CLAINe IMAGE AGGREGATE ff ZtW0,000 OEO RETENTION11 _ 1111 .. S C A1OREMP°170MPOMANUT FLA014990-00 AND EMPLOYERS, LIASUTY 08/2112020 ON112021 'X ' T r T ,I C Y t N ANY PROPRIETO11IPARTNEIIIAMCUTWE OFFICEMIEMSER EIECLUDED7 C 111 A , .ti_1._i7 , --.- E i- L EACH ACCIDENT j 1._-_. �NOe errJ10eIS y,pe. EL OISFASE FA CWKoTER S___ PION RAT bele. ' E L DISEASE POLICY LINA T S OEM7UFTION OF OPERATIONS I LOCATIONS 1 VEHICLES (AOORO w1, Addduuel RoPmrM ,value, my be eaAewd N men qew la mdumw) City of Seal Beach is named additloral insured. reffTlerrATr un, SHOULD ANY OF THE ABOVE DESCRIBED POLICIES HE CANCELLED BEFORE City of Seal Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE MTN THE POLICY PROVISIONS. 211 81h Street Seal Beach, CA 90740 AUTHORIENDROWSI[MIAT1VE -- ,.ev-av,vw-. w uwnr•vmrlVIRL All ngmsPaaerv9d. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Printed by RJS on September 29, 2020 at 03:14PM POLICY NUMBER: U20AC112779-01 COMMERCIAL GENERAL LIABILITY CO 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(*): Location And Description Of Completed Operations Any person or organization, when you and such parties have agreed in writing In a contract or agreement pertaining to "your work' performed during the policy period. This additional insured coverage does not apply to 'excluded residential construction". "Excluded residential construction" means: a) the ground -up construction of any building whose units will be Individually owned and titled; and, b) "your wodk` performed on. the conversion of any building into a condominium or lownhome. information required to complete this Schedule if not shown above will be shown In the Declarations. Section 11 — Who Is An Insured Is amended to Include as an additional insured the person(s) or organization(s) shown In the Schedule, but only with respect to IlablIlty for "bodfly Injury' or 'property damage" caused, In whole or In part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional Insured and Included In the "products - completed operations hazard". CG 20 37 07 04 0 180 Properties, Inc., 2004 Page 1 of 1 0 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an Injury covered by this policy. We will not enforce our right against the person or organization named In the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged In the work described In the Schedule. The additional premium for this endorsement shall be $,5% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description Blanket Waiver of Subrogation As respects to all CA jobs performed by the named Insured during the policy period where by written contract a walver of subrogation is required prior to the commencement of work. This endorsement changes the policy to which It Is attached and Is effective on the date issued unless otherwise stated (rhe Information below Is required only when this endorsement Is Issued subsequent to preparation of the policy.) Endorsement Effective 08-22-2020 Policy No, FLA014987-00 Endorsement No. Insured Insurance Company Rosado Construction Services Corporation (a Corp) Falls Lake Fire & Casualty Company Counterslgned By 61111108 by the Workers' Compematlon Insurance Rating Bureau of California. All rights reserved EXHIBIT "D" PROSURFA a /NC. PO Box 80878 Rancho Santa Margarita, CA 92688 Phone: (714)348-6427 Fax (714)646-5044 Contractors License: 756182 Customer: The City of Seal Beach 211 Eighth Street Seal Beach, CA 90740 Attn: David Nett ct: Pickleball QUOTATION DATE: 11/30/2020 Beach Tennis Center I DESCRIPTION I UNIT PRICE I TOTAL Line Four (4) Pickleball Courts on One Tennis Courts All court lines will be measured to USAPA specifications. Line Color. Yellow Prepared by: Jeff Frantz $550.00 SUBTOTAL Accepted by: Date: TOTAL $2,200.00 AGREEMENT FOR SEAL BEACH TENNIS CENTER PICKLEBALL COURT RESURFACING between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 0 ProSurface Inc. P.O. Box 80878 Rancho Santa Margarita, CA 92688 714-348-6427 This Agreement for Pickleball Court Resurfacing ("the Agreement") is made as of October 29, 2020 (the "Effective Date"), by and between ProSurface Inc., a S Corporation ("Contractor"), and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). 1 of 15 RECITALS A. City desires certain repaving and replacement services including resurfacing of pickleball courts at Seal Beach Tennis Center at said locations (collectively "the Project"). B. Pursuant to the authority provided by its City Charter and Chapter 3.20 of the Seal Beach Municipal Code, the City solicited bids from vendors experienced in the work needed to carry out the Project. C. Contractor submitted bids for performance of the Project from at least three vendors, and City determined that Contractor submitted the lowest acceptable quotation. D. City desires to engage Contractor to carry out the Project in the manner set forth herein and more fully described in Section 1. E. Contractor represents that its principal members and employees are fully qualified and able to carry out the Project contemplated by this Agreement in a good and professional manner; and it desires to perform the Project as provided herein. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Work 1.1. Contractor shall provide the tasks, services and other work (collectively "Work") for completion of the Project, as set forth in the attached Exhibit "A" (Solicitation for Vendor Quotes dated October 26, 2020), and Exhibit "B" (ProSurface Proposal). 1.2. The complete agreement between the Parties includes this Agreement and Exhibit "A" and Exhibit "B", attached hereto, which are hereby incorporated by this reference. The specific terms and conditions of this Agreement shall control and have precedence over any contradictory or inconsistent terms and conditions included in Exhibits "A" and "B", and this Agreement shall be controlling in questions of interpretation. 1.3. Contractor shall perform and complete all Work under this Agreement on a timely, regular basis and in a good and workmanlike manner reasonably satisfactory to the City. 1.4. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, State, and local law. 2of15 1.5. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the Work to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing all Work. 1.6. By executing this Agreement, Contractor represents that, to the extent required by the standard of practice, Contractor (a) has investigated and considered the scope of Work to be performed, (b) has carefully considered how the Work should be performed, and (c) understands the facilities, difficulties and restrictions attending performance of the Work under this Agreement. 2.0 Term The term of this Agreement shall be for about eight (8) months, and shall commence as of 12:01 a.m. on October 29, 2020 and shall terminate at midnight on June 30, 2021, unless previously terminated as provided by this Agreement. 3.0 Contractor's Compensation For performing and completing the Work in accordance with this Agreement, City will pay Contractor in accordance with the cost proposal shown on the fee schedule set forth in Exhibit "B" for Services, but in no event will the City pay more than $11,000. 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 this Agreement. Contractor will not be compensated for any work performed not specified in the Scope of Work as defined in this Agreement unless the City authorizes such additional work in advance and in writing. Payment for additional work in excess of the City Manager's contracting authority requires prior City Council authorization. Any additional work authorized by the City pursuant to this Section will be compensated in accordance with the billing rates set forth in Exhibit B. 4.0 Method of Payment Contractor shall submit to City monthly invoices for all Work rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Work was performed and shall describe in detail the Work rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Work performed for each day in the period. City will pay Contractor all undisputed fees within 30 days of receiving Contractor's invoice. City will not withhold any applicable federal or state payroll taxes or other required taxes or other authorized deductions from payments made to Contractor for Work performed under this Agreement. 3of15 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than thirty (30) days prior to the date of termination. 5.2. Notwithstanding Subsection 5.1, this Agreement may be terminated by City upon 10 days' notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of any insurance policy required by this Agreement at least 30 days before the expiration date of the previous policy(ies). 5.3. Notice of termination shall be given in accordance with Section 7.0. 6.0 Party Representatives 6.1. The Director of Public Works is the City's representative for purposes of this Agreement. 6.2. Jeff Frantz, President, is Contractor's representative for purposes of this Agreement. Contractor may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211 - 8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: ProSurface Inc. P.O. Box 80878 Rancho Santa Margarita, California 92688 Attn: Jeff Frantz, Owner 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Personnel Contractor has or shall secure, at its own expense, all personnel required to perform all Work under this Agreement. Any person who performs any of the Work 4of15 shall possess the qualifications, permits, and licenses required by State and local law to perform such Work. 9.0 Independent Contractor 9.1. Contractor is and shall at all times remain an independent contractor and not an employee of the City, and neither Contractor or any of its principals, directors, officers or employees are entitled to participate in any wages, salaries, pension plan, insurance, bonus or similar benefits that City provides for its employees. All Work provided pursuant to this Agreement shall be performed by Contractor or under its exclusive supervision, direction and control. Contractor will determine the means, methods, and details of performing the Work. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Work and compliance with the customary professional standards. 9.2. Any personnel of Contractor performing Work under this Agreement on behalf of Contractor shall also not be employees or agents of City and shall at all times be under Contractor's exclusive supervision, direction and control. Contractor shall pay all wages, salaries, and other amounts due its personnel in connection with their performance of Work under this Agreement and as required by law. Contractor shall be responsible for all reports, withholdings, deductions and other obligations respecting such personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 9.3. To the fullest extent permitted by law, Contractor shall defend (with legal counsel acceptable to City), indemnify and hold harmless City and its elected and appointed officials, officers, employees, attorneys, agents, servants, designated volunteers, those City agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from or caused by Contractor's personnel practices or any negligent or willful act or omission of Contractor related to or arising out of this Section 9.0. In addition to any other remedies under this Agreement or law, 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 or refusal to promptly defend, indemnify and pay to City any defense costs, reimbursement or indemnification arising under this Section 9.0. Contractor's defense and indemnification obligations under this Section are in addition to Contractor's defense and indemnification obligations of Section 14.0. 10.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of City. Contractor is fully responsible to City for the performance of any and all subcontractors. 5of15 11.0 Assignment Contractor shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of City. Any purported assignment without such consent shall be void and without effect. 12.0 Inspection and Audit of Records Contractor shall maintain complete and accurate records with respect to all Work and other matters covered under this Agreement, including but expressly not limited to, all Work performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Contractor shall maintain adequate records on the Work provided in sufficient detail to permit an evaluation of all Work in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Contractor shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Work under this Agreement. Contractor shall retain all financial and program service records and all other records related to the Work and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 12.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 13.0 Insurance 13.1. Liability Insurance. Contractor shall procure and maintain in full force and effect for the duration of this Agreement insurance against claims for bodily injury, death, personal injury, property damage and professional negligence which may arise from or in connection with the performance of the Work hereunder by Contractor, and its directors, officers, employees, agents, representatives, and subcontractors. 13.2. Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. Professional Liability insurance (or Errors and Omissions insurance). Contractor shall provide to City the standard form issued by the carrier. 6 of 15 than: 13.3. Minimum Limits of Insurance. Contractor shall maintain limits no less General Liability: $2,000,000 per occurrence and in the aggregate for bodily injury, death, 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. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease; and Workers' Compensation Insurance in the amount required by law. Professional Liability (or Errors and Omissions Insurance): $1,000,000 per claim/aggregate. 13.4. Deductibles and Self -Insured Retentions. Contractor shall inform City of any deductibles or self-insured retentions except with respect to professional liability insurance. 13.5. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 13.5.1. City, its elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials, shall 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 elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials which are not also limitations applicable to the named insured. 13.5.2. For any claims related to this Agreement, Contractor's insurance coverage shall be primary insurance as respects City, its elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, its elected and appointed officers, officials, employees, servants, attorneys, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials shall be excess of Contractor's insurance and shall not contribute with it. 7 of 15 13.5.3. 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. 13.5.4. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, reduced or canceled except after 30 days' prior written notice by certified mail, return receipt requested, has been given to City, or 10 days' prior written notice by express overnight mail if cancellation is due to nonpayment of premiums. 13.5.5. Each insurance policy, except for the professional liability policy (or errors and omissions policy), required by this Agreement shall expressly waive the insurer's right of subrogation against City and its elected and appointed officials, officers, employees, servants, agents, attorneys, designated volunteers, those City agents serving as independent contractors in the role of City officials. 13.6. 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. 13.7. 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 Work commence. As an alternative to City forms, Contractor's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 14.0 Indemnification, Hold Harmless, and Duty to Defend 14.1. Indemnification for Professional Services. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the City, its elected and appointed officials, officers, attorneys, employees, agents, servants, designated volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 14.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including reasonable fees of accountants, attorneys and other professionals, and all costs associated therewith (collectively "Claims"), to the extent they arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of Contractor, and/or its officers, directors, employees, agents, servants, subcontractors, contractors or their officers, agents, employees or servants (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement. Contractor shall defend the Indemnitees in any action or actions filed in 8of15 connection with any Claims with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 14.2. Other Indemnities. Other than in the performance of professional services (as provided in Subsection 14.1), and to the fullest extent permitted by law, Contractor shall, at its own cost and expense, defend, hold harmless and indemnify the Indemnitees (as defined in Subsection 14.1) from and against any and all damages, claims, demands, causes of action, proceedings, judgments, injuries, liabilities, losses, liens, penalties, costs, and expenses, in law or equity, of any nature whatsoever, including but not limited to fees and costs of accountants, attorneys and other professionals, and all fees, costs and expenses associated therewith, and the payment of all consequential damages (collectively "Damages") in law or in equity, whether actual, alleged or threatened, including but not limited to, Damages relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to the acts or omissions of Contractor or any of its officers, directors, employees, subcontractors, materialmen, suppliers, contractors, or agents, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this Agreement, except for (i) Damages arising from the Indemnitees' sole negligence or willful misconduct to the limited extent that the Agreement is subject to Civil Code Section 2782(a), and (ii) Damages arising from the City's active negligence to the limited extent that the Agreement is subject to Civil Code Section 2782(b), provided such sole negligence, willful misconduct, or active negligence is determined by final arbitration or court decision of competent jurisdiction or by the agreement of the parties. Contractor shall defend Indemnitees in any action or actions filed in connection with any such Damages with counsel of City's choice, and shall pay all costs and expenses, including but not limited to all attorneys' fees and experts' costs actually incurred in connection therewith. Contractor's duty to defend pursuant to this Subsection 14.2 shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of Indemnitees. 14.3. Contractor's defense, hold harmless and indemnification obligations under this Section 14.0 or any other provisions of this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, the City or any of the other Indemnitees as defined in Subsection 14.1. 14.4. All duties and other covenants of Contractor under this Section 14.0 shall survive termination of this Agreement. 15.0 Conflict of Interest 15.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Work, or which would conflict in any manner with the performance of the Work. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be 9 of 15 employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Work. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 15.2. Contractor further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Nor has Contractor paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission, percentage or gift. 15.3. Contractor warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this Subsection. 16.0 Suspension City may, in writing, order Contractor to suspend all or any part of the Work for the convenience of the City or for work stoppages beyond the control of City or Contractor. A suspension of the Work does not void or terminate this Agreement. 17.0 Equal Opportunity Contractor affirmatively represents that it is an equal opportunity employer. Contractor shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, disability, ancestry, sex, sexual orientation, or age. Such non-discrimination includes, but is not limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. 18.0 Safety Requirements All Work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA. City may issue restraint or cease and desist orders to Contractor, when unsafe or harmful acts are observed or reported relative to the performance of the work. 10 of 15 Contractor shall maintain the work sites free of hazards to persons and property resulting from its operations. Contractor shall immediately report to City any hazardous condition noted by Contractor. 11 of 15 19.0 Labor Code Compliance Certification [Labor Code Sections 1720, 1773.8, 1775, 1776, 1777.5, 1813, 1860, 1861, 3700] 19.1. Contractor acknowledges that this contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works and the City and agrees to be bound by all the provisions thereof as though set forth in full herein. 19.2. Contractor agrees to comply with the provisions of California Labor Code Section 1773.8 which requires the payment of travel and subsistence payments to each worker needed to execute the work to the extent required by law. 19.3. Contractor agrees to comply with the provisions of California Labor Code Sections 1771, 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to City, forfeit not more than two -hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the California Director of Industrial Relations (see http-//www.dir.ca.gov/OPRL/DPreWageDetermination.htm) for the work or craft in which the worker is employed for any public work done under the contract by Contractor or by any subcontractor. 19.4. Contractor agrees to comply with the provisions of California Labor Code Section 1776 which, among other things, require Contractor and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform City of the location of the records. Contractor is responsible for compliance with Section 1776 by itself and all of its subcontractors. 19.5. Contractor agrees to comply with the provisions of California Labor Code Section 1777.5 concerning the employment of apprentices on public works projects, and further agrees that Contractor is responsible for compliance with Section 1777.5 by itself and all of its subcontractors. 19.6. Contractor agrees to comply with the provisions of California Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of the contract by Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the California Labor Code. 19.7. California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows: 12 of 15 "Contractor is aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and Contractor will comply with such provisions before commencing the performance of the work of this contract." 20.0 Permits and Licenses Contractor, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, licenses and certificates as may be required in connection with the performance of the Work under this Agreement, including, without limitation, a City of Seal Beach business license as may be required by the Seal Beach Municipal Code. 21.0 Time of the Essence Time is of the essence in respect to all provisions of this Agreement that specify a time for performance. 22.0 Entire Agreement This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior oral and written negotiations, understandings, representations, or agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 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. 24.0 Governing Law; Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to conflict of law principles, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement shall be resolved in the superior court or federal court with geographic jurisdiction over the City. 25.0 No Third Party Rights No third party shall be deemed to have any rights hereunder against either Party as a result of this Agreement. 13 of 15 26.0 Waiver No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. 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. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 27.0 Attorneys' Fees If a Party commences any litigation or other action against the other Party, either legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such action shall be entitled to have and recover from the losing Party all of its reasonable attorneys' fees and other costs incurred in connection therewith. 28.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 29.0 Corporate Authority The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by their execution, the Parties are formally bound to the provisions of this Agreement. (Intentionally Left Blank) 14 of 15 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: iter, Director of PW Attest: Gloria Harper, Approved as to Form: By: _ g . Steele, City Attorney CONTRACTOR: PROSURFACE, Inc. By: Name: Its: t rah Vit;^4 By. Name: 0 15 of 15 ACORil" CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDY yY) 09/29/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endomemen IS . PRODUCER Oaks Insurance Services Inc. 1221 Pleasant Grove Blvd., Ste. 180 Roseville, CA 95678 CONTACT CONTACT NAME N: Rachel Silva M E • (916)415-1930 FAX Not: (916)415-1931 ADo�REfs: canlywhitneyooksinsurance.corn License 8: OF74432 INSURE 8 AFFORDING COVERAGE MAIC. INSURER A: U.S. Specially Insurance Company 1,000,000 INSURED PROSURFACE INC. P 0 BOX 80878 Rancho Santa Margar, CA 92688-2913 INSURER 8: ArnGUAR0 Insurance Company INSURER C: Falls Lake Fire & Casualty Com n 15884 INSURER D: INSURERE: INSURER F : DAMAGE TO ENTED 1.UVtKAUr.1 CERTIFICATE NUMRFR• MIIIYy717-7nlAa7 PFMQlf%U 11,1111111111111I e THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. AUTHORIZED REPRESENTATIVE LTR • TYPE OF INSURANCE Rim S POLICY NUMBER t11D� EFF POLICY (MMIODYYYyI LIMITS A X COMMERCIAL GENERAL LIABILITY U20AC112779-01 04/29/2020 01/2912021 EACH OCCURRENCE f 1,000,000 CUIMSTAADE OCCUR I I�, DAMAGE TO ENTED PREMISES s ooaunnn f 1010 000 MED EXP (Any one person) t 5 000 PERSONAL &ADV INJURY f 1 OOO OOO GEN -L AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE S 2,000,000 Ir X POLICY I`� JPERO LOC PRODUCTS - COMP.P AGG f 2,000,000 S OTHER: B AUTOMOBILE UAMUTY WIAU172122 03/07/2020 03/07/2021 COMBINEDBIISINGLE LIMIT f 1,000,000 ANY AUTO BODILY INJURY (Per person) S OWNEDSCHEDULED AUTOS ONLY X AUTOS j BODILY INJURY Per acedent S ( ) HIRED NON -OWNED AUTOS ONLY AUTOS ONLY I PROPERTY DAMAGE (per amdeng f S A I UMBRELLA Al OCCUR U20AC112779-01 04/29/2020 04/29/2021 EACH OCCURRENCE s 2,000,000 X EXCESS L1AB CLAIMS -MADE] S 2,00,000 ; DED RETENTIONS f C AND OYERS'LIABILITV FLA014990-00 06/21/2020 06/21/2021 X STATUTE ER L EACH ACCIDENT f M YIN ANY PROPRIETORIPARTNERIEXECUTIVE NIA OFFICER/MEMBER EXCLUDED? (Mandatory in NH) _L. E.L. DISEASE - EA EMPLOYE f E.L. DISEASE - POLICY LIMIT S DESCRIPTION OF OPERATIONS belay DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, AddmmCa Additional Remarks Schedule, may be ached it more space is rel; City of Seal Beach is named additional insured. W Taoo-cuia AL.LJKLJ L.UKPUKATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Printed by RJS on September 29, 2020 at 03:14PM SHOULD ANY OF THE ABOVE DESCRIBED POUCIES BE CANCELLED BEFORE C' of Seal Beach 211 8th Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Seal Beach, CA 90740 AUTHORIZED REPRESENTATIVE RJS W Taoo-cuia AL.LJKLJ L.UKPUKATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Printed by RJS on September 29, 2020 at 03:14PM POLICY NUMBER: U20AC112779-01 COMMERCIAL GENERAL LIABILITY CG 2010 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Or anlzation s : Locations Of Covered Operations Any person or organization for whom you are performing operations during the policy period when you and such person or organization have agreed In writing In a contract or agreement that such person or organization be added as an additional insured on your policy. Information re ulred to complete this Schedule ff not shown above, will be shown In the Declarations. A. Section II — Who Is An Insured Is amended to Include as an additional Insured the person(s) or organizatlon(s) shown In the Schedule, but only with respect to liability for "bodily Injury", "property damage" or "personal and advertising injury" caused, in whole or 1n part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; In the performance of your ongoing operations for the additional Insured(s) at the locatlon(s) designated above. B. With. respect to the Insurance afforded to these additional Insureds, the following additional exclusions apply. This Insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished In connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional Insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the Injury or damage arises has been put to Its Intended use by any person or organization other than another contractor or subcontractor engaged In performing operations for a principal as a part of the same project. CG 2010 07 04 0 ISO Properties, Inc., 2004 Page 1 of 1 13 POLICY NUMBER: U20AC112779-01 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Any person or organization, when you and such parties have agreed in writing in a contract or agreement pertaining to "your work" performed during the policy period. This additional insured coverage does not apply to "excluded residential construction". "Excluded residential construction" means: a) the ground -up construction of any building whose units will be Individually owned and titled; and, b) "your work" performed on. the conversion of any building into a condominium or townhome. [information required to complete this Schedule if not shown above will be shown In the Declarations. Section II — Who Is An Insured Is amended to Include as an additional insured the person(s) or organizations) shown In the Schedule, but only with respect to liability for "bodily Injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described In the schedule of this endorsement performed for that additional insured and included in the "products - completed operations hazard". CG 20 37 07 04 © 180 Properties, Inc., 2004 Page 1 of 1 13 I POLICY NUMBER: U20AC112779-01 COMMERCIAL GENERAL LIABILITY HCS 040 06 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. r PRIMARY AND NONCONTRIBUTORY AND BLANKET WAIVER OF SUBROGATION This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. PRIMARY AND NON-CONTRIBUTORY TO OTHERINSURANCE With respect to any person or organization that is an additional Insured under this Coverage Part, the following Is added to paragraph 4. of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If you have agreed in writing In a contract or agreement that this Insurance is primary and non- contributory relative to an additional Insured's own insurance, then this Insurance Is primary and we will not seek contribution from that other Insurance. For the purpose of this endorsement, the additional Insured's own Insurance means Insurance on which the additional insured Is a Named Insured. When this endorsement is attached to the policy it supersedes all other Insurance conditions within. HCS 040 06 10 13 B. WAIVER OF SUBROGATION — BLANKET Under SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, The Transfer Of Rights Of Recovery Against Others To Us Condition Is amended by the addition of the following: We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of: a. Your ongoing operations; or b. "Your work" included In the "products - completed operations hazard". However, this waiver applies only when you have agreed In writing to waive such rights of recovery in a contract or agreement, and only If the contract or agreement: a. Is In effect or becomes effective during the term of this policy; and b. Was executed prior to loss. Includes copyrighted material of Insurance Services Office, Inc., with Its permission. Page 1 of 1 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2_5% of the California workers' compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description Blanket Waiver of Subrogation As respects to all CA jobs performed by the named insured during the policy period where by written contract a waiver of subrogation is required prior to the commencement of work. This endorsement changes the policy to which it is attached and is effective on the data issued unless otherwise stated (The Information below Is required only when this endorsement is Issued subsequent to preparation of the policy.) Endorsement Effective 08-22-2020 Policy No. FLA014987-00 Endorsement No. Insured Insurance Company Rosado Construction Services Corporation (a Corp) Falls Lake Fire & Casualty Company Countersigned By 01998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. PROSURFACE INC. PROPOSAL The Sport Surface Specialists DATE: 10/14/2020 PO Box 80878 Rancho Santa Margarita, CA 92688 Phone: (714)348-6427 Contractors License# 756182 Customer. The City of Seal Beach 211 8th Street Seal Beach, CA 90740 Attn: David Nett, Community Services Coordinator Project: Seal Beach Tennis Center: Tennis court to Pirklph2ll i mirf c...,..e—r— DESCRIPTION RATE AMOUNT Tennis to Pickleball Court Conversion Two (2) tennis courts conversion into eight (8) pickleball courts $5,500.00 each 11,000.00 1) Grind off all tennis lines. Patch all cracks and grind level. 2) One coat of Acrylic Resurfacer (AR) to cover lines 3) One AR color coating with ColorPlus over the entire court surface 4) One Color Concentrate color coat over the entire court 5) Third surface, Color Concentrate, color coat over play area 6) Line all courts with measurements to USAPA standards 7) Leave work area in a clean and usable condition Prepared by: Jeff Frantz, President SUBTOTAL $11,000.00 Accepted by: Date:_ TOTAL $11,000.00 Y w dF� r