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HomeMy WebLinkAboutAGMT - KYA Services LLC (Design and Construction of Heather Park Play Area Imporvement Project CIP PR2203/O-PR-1 DESIGN-BUILD AGREEMENT for Design and Construction of Heather Park Play Area Improvement Project CIP PR2203/0-PR-1 between :•'�F SEAL �c OR,1 (44:0y'� /* ' i; itkk ooNTy c.- City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 KYA Services, LLC 1800 East McFadden Avenue Santa Ana, CA 92705 714-659-6477 This Design-Build Agreement ("the Agreement") is made as of February 26, 2024 (the "Effective Date"), by and between KYA Services, LLC ("Design-Builder"), a California Limited Liability Company and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. On January 18, 2022, the City of Seal Beach ("City") was awarded a grant to rehabilitate existing infrastructure neighborhoods around the City from the State Department of Parks and Recreation Proposition 68 Per Capita Program (the "Per Capita Grant"); and pursuant to the City's Park Master Plan the City thereafter allocated funding from the Per Capita Grant to rehabilitate Heather Park. B. The City Council of the City of Seal Beach ("City") approved the conceptual plan for the Heather Park Play Area Improvement Project (CIP PR2203/O-PR-1 ) ( "Project"). C. City desires certain design and construction services to carry out the Project. D. Pursuant to the authority provided by its City Charter Section 1010.5 and Seal Beach Municipal Code § 3.20.025, City solicited a proposal on October 11, 2023, for the design and construction of the Project and as further defined and described with specificity in Section 1 .0 of this Agreement. Design-Builder submitted a proposal ("Proposal") dated January 22, 2024, to perform the design-build services defined and described in Section 1 .0 of this Agreement, including through utilization of cooperative purchasing through Contractor's California Multiple Award Schedule 4-20-78-0089C ("CMAS") pricing. E. Section 3.20.025(D) of the Seal Beach Municipal Code provides for an exemption from City's competitive bidding requirements for purchases made in cooperation with state, county, or another government entity for the purpose of obtaining a lower price upon the same terms, conditions and specifications; and Public Contract Code Section 10298 authorizes the State of California to make available multiple award schedules and other types of agreements for acquisitions of goods, information technology and services, and authorizes local agencies to contract with suppliers awarded those contracts without further competitive bidding. F. Design-Builder represents that the principal members of its firm are licensed and registered playground contractors (DIR Registration #1000003379 and CSLB License #984827), and are fully qualified to perform the design and construction services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. G. City desires to retain Design-Builder as an independent contractor and Design-Builder desires to serve City to perform those design and construction services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. 2 of 26 AGREEMENT 1.0 Design-Builder's Services 1.1. Scope and Level of Services. For and in consideration of the mutual promises set forth herein, and subject to the terms, conditions and provisions of this Agreement, Design-Builder shall provide and complete in a good and workmanlike manner all design and construction work and services, all to City's reasonable satisfaction (collectively "Services") for the Project identified as Heather Park Play Area Improvement Project CIP PR2203/O-PR-1 ("Project"), as descried in this Agreement and the Agreement Documents listed in Subsection 1.2. 1.2. Agreement Documents. The Agreement Documents consist of this Agreement , and the following: (i) the Solicitation, including all plans, standards, appendices and exhibits attached thereto or referenced therein; the Accepted Proposal; Faithful Performance Bond; Payment Bond (Labor and Materials); Acknowledgement of Penal and Civil Penalties Concerning Contractor Licensing Laws; Agreement to Comply for Compliance with California Labor Law Requirements (Exhibit C); permits from regulatory agencies with jurisdiction, City's Special Provisions dated December 15, 2021, Standard Specifications for Public Works Construction, 2018 edition ("Green Book"), adopted by the Joint Cooperative Committee of Southern California Chapter, American Public Works Association and Southern California District, Associated General Contractors of California (hereinafter "Standard Specifications"), Orange County Public Works Standards, California Manual on Uniform Traffic Control Devices ("CA MUTCD"), Americans With Disabilities Act of and 2010 ADA Standards for Accessible Design, including all implementing regulations, standards and guidelines, General Provisions, Plans, Standard Plans, Reference Documents, and any other documents referenced therein, Change Orders, and any and all supplemental agreements executed amending or extending the Services contemplated and that may be required to complete the Services in a substantial and acceptable manner; and all Exhibits attached to this Agreement. 1 .3. Exhibits Incorporated by Reference. The Exhibits attached to this Agreement include the following, and are hereby incorporated into this Agreement by this reference: 1.3.1. The Solicitation (including Preliminary Concept Plan; equipment descriptions, photographs, and overview; Grant Contract C9801459 between City and State of California Department of Parks and Recreation under 2018 Parks Bond Act Per Capita Grant Program and Amendment No. 1 thereto; and Grant Contract C9802185 between City and State of California Department of Parks and Recreation under 2018 Parks Bond Act Per Capita Grant Program 3 of 26 and Amendment No. 1 thereto; and all other standards, appendices and exhibits attached thereto or referenced therein (collectively Exhibit A); 1.3.2. Performance Bond (Exhibit B); 1.3.3. Payment Bond (Labor and Materials) (Exhibit C); 1.3.4. Workers' Compensation Insurance Certificate (Exhibit D); 1.3.5. Insurance Endorsements (Exhibit E, including Exhibits E-1, E-2, E-3, and E-4); 1.3.6. Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws (Exhibit F); 1.3.7. Agreement to Comply With Labor Law Requirements (Exhibit G); 1.3.8. Accepted Proposal including State of California Bid Sheets (Exhibit H); and 1.3.9. State of California Multiple Award Schedule Non-Mandatory with KYA Services, LLC, CMAS No. 4-20-78-0089C Supplement No. 5 ("CMAS Agreement") (Exhibit I). 1.4. Order of Preference. In the event of any inconsistency or conflict between this Agreement and any Exhibit or incorporated documents, the order of precedence shall be as follows: (i) this Agreement; and then (ii) Exhibit B (the Solicitation), and the plans, Specifications, Special Provisions, and any change orders approved by City; and then (iii) Exhibit F (Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws); and then (iii) Exhibit F (Agreement to Comply with California Labor Law Requirements); and then (iv) Exhibit H (the Proposal); and then Exhibit I (CMAS Agreement). In the event there is any conflict between the Agreement, on the one hand, and Exhibits A, B, C, D, E, F, G, H, and I, on the other hand, the Agreement shall control. 1.4.1. Proposal Language Superseded. Notwithstanding any other provision of this Agreement, the provisions of Sections 4, 12, 13, 14, 15, 16, 17, 18, 19, and 20 (pages 6 and 6) of Exhibit H (Proposal) are hereby deleted in their entirety, and shall have no force and effect. To the extent that there is any conflict or inconsistency between any other terms, conditions or provisions of Exhibit H and this Agreement, this Agreement shall control. To the extent there is any conflict between the provisions of Exhibit H (Proposal), and Exhibit I (CMAS Agreement), the provisions of Exhibit I shall take precedence. 4 of 26 1.5. Standard of Care. As a material inducement to City to enter into this Agreement, Design-Builder hereby represents that it has the experience necessary to undertake the Services to be provided. In light of such status and experience, Design-Builder hereby covenants that it shall follow the customary professional standards in performing all Services. City relies upon the skill of Design-Builder, and Design-Builder's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Design-Builder and Design-Builder's staff, shall perform the Services in such manner. Design-Builder shall, at all times, meet or exceed any and all applicable professional standards of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. The acceptance of Design-Builder's work by City shall not operate as a release of Design-Builder from such standard of care and workmanship. 1.6. Familiarity with Services. By executing this Agreement, Design- Builder represents that, to the extent required by the standard of practice, Design-Builder (i) has investigated and considered the scope and level of services to be performed, (ii) has carefully considered how the Services should be performed, and (iii) understands the facilities, difficulties and restrictions attending performance of the Services under this Agreement. Design-Builder represents that Design-Builder, to the extent required by the standard of practice, has investigated any areas of work, as applicable, and is reasonably acquainted with the conditions therein. Should Design-Builder discover any latent or unknown conditions, which will materially affect the performance of services, Design-Builder shall immediately inform City of such fact and shall not proceed except at Design-Builder's risk until written instructions are received from City's Representative. 1.7. Compliance with Laws. In performing this Agreement, Design- Builder shall comply with all applicable provisions of federal, state, and local law. 1.8. Additional Services. Design-Builder will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. The term of this Agreement shall commence on February 26, 2024, and shall remain in full force and effect until June 30, 2025, or until Design- Builder has rendered the services required by this Agreement and a Notice of Completion has been filed with the Orange County Recorder, whichever occurs sooner, unless sooner terminated as provided in Section 5.0 of this Agreement. 5 of 26 3.0 Design-Builder's Compensation 3.1. Original Term. In consideration for performing and completing the Services in accordance with the Agreement Documents as described in Section 1.0, City will pay Design-Builder in accordance with the hourly rates shown on the fee schedule set forth in Exhibit H for the Services but in no event will City pay more than the total not-to-exceed amount of $767,830.56 (Seven hundred sixty-seven thousand eight hundred thirty dollars and fifty-six cents) for the Term. Payment for any additional work authorized by City pursuant to Subsection 1.8 will be compensated in accordance with the fee schedule set forth in Exhibit H, and shall not exceed the cumulative amount established by the City Council for such additional work at the time of award for the Original Term. 4.0 Method of Payment Design-Builder shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Design-Builder within 30 days of receiving Design-Builder's invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Design-Builder. 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, upon giving Design-Builder written notice thereof not less than 30 days prior to the date of termination. 5.1.2. This Agreement may be terminated by City upon 10 days' notice to Design-Builder if Design-Builder fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.2. Termination by Desiqn-Builder. This Agreement may be terminated by Design-Builder based on reasonable cause, by serving written notice of termination to City, provided that Design-Builder has first served City with a written notice of default and demand to cure, and City has failed to cure such default within 30 days of receipt of such notice. 5.3. Obligations Upon Termination. Unless otherwise specified in the notice of termination, Design-Builder shall cease all work under this Agreement 6 of 26 immediately upon receipt of notice of termination from City under Subsection 5.1, or immediately upon City's acknowledgment of receipt of Design-Builder's notice of termination to City under Subsection 5.2. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 11.1 of this Agreement) and all other documents, writings, and/or deliverables produced or developed pursuant to this Agreement. Provided that Design-Builder is not then in breach, City shall pay Design-Builder all undisputed amounts for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If said termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by City and Design-Builder. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. In no event shall Design-Builder be entitled to payment for unperformed services or services within the Scope of Services performed prior to the effective date of this Agreement; and Design- Builder shall not be entitled to receive more than the amount that would be paid to Design-Builder for the full performance of the Services up to date of termination. Design-Builder shall have no other claim against City by reason of such termination, including any claim for compensation or damages. 6.0 Party Representatives 6.1. The City Manager is City's representative for purposes of this Agreement. 6.2. Deanna Rey is the Design-Builder's primary representative for purposes of this Agreement. Deanna Rey shall be responsible during the term of this Agreement for directing all activities of Design-Builder and devoting sufficient time to personally supervise the Services hereunder. Design-Builder 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 7 of 26 To Design-Builder: KYA Services, LLC 1800 East McFadden Avenue Santa Ana, CA 92705 Attn: Deanna Rey 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Permits and Licenses Design-Builder and all of Design-Builder's employees and other personnel shall obtain and maintain during the Agreement term all necessary licenses, including Class "A" contractor's license (General Engineering) and "C-61/D12" license (Synthetic Products), registrations, permits and certificates required by law for the provision of the Services under this Agreement, including a business license, as required by the Seal Beach Municipal Code. 9.0 Independent Contractor 9.1. Design-Builder is an independent contractor and not an employee of City. All work or other Services provided pursuant to this Agreement shall be performed by Design-Builder or by Design-Builder's employees or other personnel under Design-Builder's supervision. Design-Builder will determine the means, methods, and details by which Design-Builder's employees and other personnel will perform the Services. Design-Builder shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Design-Builder's employees and other personnel performing any of the Services under this Agreement on behalf of Design-Builder shall also not be employees of City and shall at all times be under Design-Builder's exclusive direction and control. Design-Builder and Design-Builder's personnel shall not supervise any of City's employees; and City's employees shall not supervise Design-Builder's personnel. Design-Builder's personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Design-Builder's personnel shall not use any City e-mail address or City telephone number in the performance of any of the Services under this Agreement. Design-Builder shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Design-Builder's personnel require to perform any of the Services required by this Agreement. Design-Builder shall perform all Services off of City premises at locations of Design-Builder's choice, except (i) as otherwise required for the performance of Services on City real property, facilities, vehicles or equipment; (ii) as otherwise may from time to time be necessary in order for Design-Builder's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Design-Builder's performance 8 of 26 of any Services under this Agreement, or (iii) as may be necessary to inspect or visit City locations and/or private property to perform such Services. City may make a computer available to Design-Builder from time to time for Design- Builder's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 9.3. In addition to all other provisions of this Agreement, Design-Builder shall be responsible for and pay all wages, salaries, benefits and other amounts due to Design-Builder's personnel in connection with their performance of any Services under this Agreement and as required by law. Design-Builder shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, State, or federal policy, rule, regulation, statute or ordinance to the contrary, Design- Builder and any of its officers, employees, agents, servants, and subcontractors providing any of the Services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System ("PERS") as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits. 9.4. Design-Builder shall defend, indemnify and hold harmless City. its elected and appointed officials, officers, employees, agents, servants, volunteers, and 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, caused by, or relating to Design-Builder's personnel practices. or to the extent arising from, caused by or relating to the violation of any of the provisions of this Section 9.0. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Design-Builder under this Agreement any amount due to City from Design-Builder as a result of Design-Builder's failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Design-Builder's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Design- Builder's covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Design- Builder agrees that, in providing its employees and any other personnel to City to 9 of 26 perform any work or other Services under this Agreement, Design-Builder shall assure compliance with the Public Employees' Retirement Law ("PERL"), commencing at Government Code § 20000, as amended by the Public Employees' Pension Reform Act of 2013 ("PEPRA"), and the regulations of PERS, as amended from time to time. Without limitation to the foregoing, Design- Builder shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the PERL, PEPRA or any other applicable retirement laws and regulations. 10.2. Indemnification. To the maximum extent permitted by law, Design- Builder shall defend, indemnify and hold harmless City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and 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, caused by, or relating to Design-Builder's violation of any provisions of this Section 10.0. This duty of indemnification is in addition to Design-Builder's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Design-Builder's covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Ownership of Work Product 11.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or electronic files, other media of any kind whatsoever, and any other documents and written material of any kind, created, developed, prepared or used by Design-Builder in the performance of this Agreement (collectively "Work Product") shall be considered "works made for hire," for the benefit of City. Upon completion of, or in the event of termination or expiration of this Agreement, all Work Product and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without Design-Builder's consent; provided that any use, reuse or modification of the Work Product by City for any purpose other than the purpose for which the Work Product was prepared or provided under this Agreement shall be at City's own risk. Design-Builder shall not obtain or attempt to obtain copyright protection as to any of the Work Product. 10 of 26 11.2. Design-Builder hereby assigns to City all ownership and any and all intellectual property rights to the Work Product that are not otherwise vested in City pursuant to Subsection 11.1. 11.3. Design-Builder warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of all Work Product produced under this Agreement, and that City has full legal title to and the right to reproduce the Work Product for any purpose. Design-Builder shall defend, indemnify and hold City, its elected and appointed officials, officers, employees, agents, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Design-Builder shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Services and Work Product produced under this Agreement. In the event the use of any of the Work Product or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Design-Builder, at its expense, shall: (i) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (ii) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Design-Builder's covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.4. Upon expiration or termination of the Agreement, Design-Builder shall deliver to City all Work Product and other deliverables related to any Services performed pursuant to this Agreement without additional cost or expense to City. If Design-Builder prepares a document on a computer, Design- Builder shall provide City with said document both in a printed format and in an electronic format that is acceptable to City. 12.0 Confidentiality 12.1. Design-Builder may have access to financial, accounting, statistical, and personnel data of individuals and City employees, trade secrets, and/or other information that may be protected under other applicable laws relating to privacy, confidentiality and/or privilege. Design-Builder covenants that all Work Product (as defined in Subsection 11.1) and/or any other data, documents, writings, discussion or other information created, developed, received or provided by Design-Builder for performance of this Agreement are confidential, unless such 11 of 26 information is in the public domain or already known to Design-Builder. Design- Builder shall not release or disclose any such Work Product, data, documents, writings, discussion or other information to persons or entities other than City without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Design-Builder, its officers, employees, agents, servants and/or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within City. Response to a subpoena or court order shall not be considered "voluntary," provided Design-Builder gives City timely notice of such court order or subpoena. 12.2. Design-Builder shall promptly notify City should Design-Builder, its officers, employees, agents, servants, and/or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within City. City may, but has no obligation to, represent Design-Builder or be present at any deposition, hearing or similar proceeding. Design-Builder agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Design-Builder. However, City's right to review any such response does not imply or mean the right by City to control, direct or rewrite the response. 12.3. Design-Builder's covenants and obligations under this Section shall survive the termination or expiration of this Agreement. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of City. Design-Builder is fully responsible to City for the performance of any and all subcontractors, and Design-Builder shall monitor and review all work and other services performed by any subcontractor to ensure that all Services performed by such subcontractor comply with the requirements and provisions of this Agreement. 14.0 Prohibition Against Assignment, Transfer or Delegation Design-Builder shall not assign or transfer this Agreement or any of its rights, obligations or interest in this Agreement, or delegate any of its duties under this Agreement, either in whole or in part, without City's prior written consent, which may be withheld for any reason. Any purported assignment, transfer or delegation without City's consent shall be void and without effect, and shall entitle City to terminate this Agreement. 12 of 26 15.0 Inspection and Audit of Records Design-Builder shall maintain complete and accurate records with respect to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, payroll, invoices, time cards, cost control sheets, costs, expenses, receipts and other records and Work Product with respect to this Agreement. Design-Builder shall maintain adequate records on the Services provided in sufficient detail to permit an evaluation of all Services in connection therewith. All such records shall be clearly identified and readily accessible. Upon 24 hours' notice by City, during regular business hours, Design-Builder 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 Services under this Agreement. Design-Builder shall retain all financial and program service records and all other records related to the Services 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 15.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 16.0 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 and other applicable state and federal laws. City may issue restraint or cease and desist orders to Design-Builder when unsafe or harmful acts are observed or reported relative to the performance of the Services. Design-Builder shall maintain the work sites free of hazards to persons and property resulting from its operations. Design-Builder shall immediately report to City any hazardous condition noted by Design-Builder. 17.0 Insurance 17.1. General Requirements. Design-Builder shall not commence work under this Agreement until it has provided evidence satisfactory to City that Design-Builder has secured all insurance required under this Section. 17.2. Minimum Scope and Limits of Insurance. Design-Builder shall, at its sole cost and expense, procure, maintain and keep in full force and effect for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement, as follows: 13 of 26 17.2.1. Commercial General Liability Insurance: Design-Builder shall maintain limits no less than $2,000,000 per occurrence for bodily injury, death, personal injury and property damage and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Design-Builder is a limited liability company, the commercial general liability coverage shall be amended so that Design-Builder and its managers, affiliates, employees, agents, servants, and other persons necessary or incidental to its operation are insureds. 17.2.2. Automobile Liability Insurance: Design-Builder shall maintain limits no less than $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers' Compensation Insurance in the amount required by law; and Employer's Liability Insurance: with limits of at least $1,000,000 per accident and in the aggregate for bodily injury or disease. 17.2.4. Professional Liability (or Errors and Omissions Liability) Insurance: Design-Builder shall maintain professional liability (or errors and omissions liability) insurance that covers the Services to be performed in connection with this Agreement, with limits minimum limits no less than $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a "claims made" policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.2.5. Umbrella or Excess Liability Insurance: Vendor shall obtain and maintain an umbrella liability insurance policy with limits that will provide bodily injury, personal injury, and property damage liability coverage, including commercial general liability, automobile liability, and employer's liability. Such policy or policies shall include the following terms and conditions: • A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason, other than bankruptcy or insolvency of said primary insurer; • "Pay on behalf of" wording as opposed to "reimbursement"; • Concurrency of effective dates with primary policies. • Should Vendor obtain and maintain an excess liability policy, such policy shall be excess over commercial general liability, automobile 14 of 26 liability, and employer's liability policies. Such policy or policies shall include wording that the excess liability policy follows the terms and conditions of the underlying policies. 17.2.6. Design-Builder shall complete and execute the documents attached as Exhibits D, E-1, E-2, E-3, and E-4, inclusive, attached hereto and incorporated herein by this reference. 17.3. Acceptability of Insurers. The Insurance policies required under this Section shall be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to City. 17.4. Additional lnsureds. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of the Design-Builder, including materials, parts or equipment furnished in connection with such work. 17.4.2. For automobile liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Design-Builder or for which the Design-Builder is responsible. 17.4.3. These additional insured provisions shall also apply to any excess/umbrella liability policies. 17.5. Cancellations or Modifications to Coverage. The insurance policies shall contain the following provisions, or Design-Builder shall provide endorsements on forms supplied or approved by City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days (or ten days for nonpayment) prior written notice by certified mail, return receipt requested, has been given to City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non-Contributing. Coverage shall be primary insurance as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in 15 of 26 an unbroken chain of coverage excess of the Design-Builder's scheduled underlying coverage and that any insurance or self-insurance maintained by City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, shall be excess of the Design-Builder's insurance and shall not be called upon to contribute with it; 17.7. Separation of Insureds. Each insurance policy shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials. 17.8. Deductibles and Self-Insured Retentions. Any deductibles or self- insured retentions shall be declared to and approved by City. Design-Builder guarantees that, at the option of City, either: (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials; or (ii) Design-Builder shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 17.9. Waiver of Subrogation. Each insurance policy required by this Agreement shall expressly waive the insurer's right of subrogation against City, its elected and appointed officials, officers, employees, agents, servants, volunteers, and those City agents serving as independent contractors in the role of City officials. Design-Builder hereby waives its own right of recovery and all rights of subrogation against City; and shall require similar express written waivers from any subcontractor. 17.10. Enforcement of Agreement Provisions (Non-Estoppel). Design- Builder acknowledges and agrees that any actual or alleged failure on City's part to inform Design-Builder of non-compliance with any insurance requirement does not impose additional obligations on City, nor does it waive any rights hereunder. 17.11. City Remedy for Noncompliance. If Design-Builder does not maintain the policies of insurance required under this Section in full force and effect during the term of this Agreement, or in the event any of Design-Builder's policies do not comply with the requirements under this Section, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Design-Builder's expense, the premium thereon. Design-Builder shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Design-Builder. 16 of 26 17.12. Evidence of Insurance. Prior to the performance of Services under this Agreement, Design-Builder shall furnish City with original certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Design-Builder may provide complete, certified copies of all required insurance policies to City. Design-Builder shall maintain current endorsements on file with City's Risk Manager. All certificates and endorsements shall be received and approved by City before work commences. City also reserves the right to require complete, certified copies of all required insurance policies, at any time. Design-Builder shall also provide proof to City that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Design-Builder shall furnish such proof at least two weeks prior to the expiration of the coverages. 17.13. Insurance Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 17.14. Broader Coverage/Higher Limits. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Design-Builder under this Agreement. Design-Builder may also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. If Design-Builder maintains broader coverage and/or higher limits than the minimums required above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Design- Builder. 17.15. Subcontractor Insurance Requirements/Pass-Throuqh Clause. Design-Builder shall require each of its subconsultants and/or subcontractors that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section. Design-Builder agrees to monitor and review all such coverages and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Section. Design-Builder agrees to submit all agreements with Design-Builders, subcontractors, and others engaged in the Services upon City's request. 17.16. Timely Notice of Claims. Design-Builder shall give City prompt and timely notice of demands or claims made or suits instituted that arise out of or 17 of 26 result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required insurance policies. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Design-Builder shall, at its sole cost and expense, protect, indemnify and hold harmless City, its elected and appointed officials, officers, attorneys, employees, agents, servants, volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys' fees and costs of defense (collectively "Claims"), in law or in equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, to the extent arising out of, pertaining to, or relating to, in whole or in part, the breach of this Agreement and/or the negligence, recklessness or willful misconduct of Design- Builder and/or its officers, agents, servants, employees, contractors subcontractors, subconsultants and/or their officers, directors, agents, servants or employees (or any entity or individual for whom Design-Builder shall bear the legal liability) in the performance of design professional services under this Agreement by a "design professional," as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Design-Builder exceed Design-Builder's proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Design-Builder shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, bid protests, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, or losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, in any manner arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, and/or any acts, errors, omissions, negligence, or willful misconduct of Design- Builder, its officers, agents, servants, employees, contractors, subcontractors, 18 of 26 subconsultants, materialmen, or suppliers, or their officers, agents, servants or employees (or any entity or individual for whom Design-Builder shall bear legal liability) in the performance of the Services and/or this Agreement , except to the extent the Liabilities arise from the sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. Design-Builder shall defend the Indemnitees in any action or actions filed in connection with any Liabilities 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. Design-Builder shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.3. Design-Builder shall defend, indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. Subcontractor Indemnification. Design-Builder shall obtain executed indemnity agreements with provisions identical to those in this Section 18.0 from each and every subcontractor, subconsultant, or any other person or entity involved by, for, with or on behalf of Design-Builder in the performance of this Agreement. If Design-Builder fails to obtain such indemnity agreements, Design-Builder shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims and/or Liabilities in law or equity, whether actual, alleged or threatened, arising out of, claimed to arise out of, pertaining to, or relating to, the breach of this Agreement, any acts, errors, omissions, negligence or willful misconduct of Design-Builder's subcontractor, subconsultant or other person or entity, and its officers, agents, servants, employees, materialmen, contractors, subcontractors, subconsultants, or their officers, agents, servants or employees (or any entity or individual for whom Design-Builder's subcontractor, subconsultant and/or such other person or individual shall bear legal liability) in the performance of the Services or this Agreement, except to the extent the Claims and/or Liabilities arise from the sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. 18.4. Workers' Compensation Acts Not Limiting. Design-Builder's indemnification obligations under this Section, or any other provision of this Agreement, shall not be limited by the provisions of any workers' compensation act or similar act. Design-Builder expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials. 18.5. Indemnification Not Limited By Insurance. Procurement of insurance by Design-Builder is not and shall not be construed as a limitation of Design-Builder's liability, or as a waiver of or limitation on full performance of Design-Builder's duties of defense and indemnification, under this Section 18.0 19 of 26 or under any other provision of this Agreement. Design-Builder's defense and indemnification obligations under this Agreement shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims or Liabilities asserted against City or any of the other Indemnitees as defined in this Section 18.0, and Design-Builder's defense and indemnification obligations under this Agreement shall not be restricted to insurance proceeds, if any, received by Design-Builder, City, or any of the other Indemnitees. 18.6. Survival of Terms. Design-Builder's covenants and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Antitrust Claims In entering into this Agreement, Design-Builder offers and agrees to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. § 15) or under the Cartwright Act (Business and Professions Code Section 16700 et seq.) arising from purchases of goods, services, or materials pursuant to the Agreement. This assignment shall be made and become effective at the time City tenders final payment to Design-Builder without further acknowledgment by the parties. 20.0 Liquidated Damages Should Design-Builder fail to complete the Project, or any part thereof, in the time agreed upon in the Agreement, Design-Builder shall reimburse City for the additional expense and damage for each calendar day that the Agreement remains uncompleted after the Agreement completion date. It is agreed that the amount of such additional expense and damage incurred by reason of failure to complete the Agreement is the per diem rate of$500.00 per calendar day. Such amount is hereby agreed upon as liquidated damages for the loss to City resulting from the failure of the Design-Builder to complete the Project within the allotted time and to the value of the operation of the work and other services dependent thereon. It is expressly understood and agreed that this amount is a reasonable amount and is established in lieu of damages that are incapable of calculation at the inception hereof; and this amount is not to be considered in the nature of a penalty. City shall have the right to deduct such damages from any amount due, or that may become due to Design-Builder, or the amount of such damages shall be due and collectible from Design-Builder or Design-Builder's Surety. Progress payments made after the scheduled completion date shall not constitute a waiver of liquidated damages. 21.0 Suspension City may, in writing, order Design-Builder to suspend all or any part of the Design-Builder's Services for the convenience of City or for work stoppages 20 of 26 beyond the control of City or Design-Builder. A suspension of the Services does not void this Agreement. 22.0 Claim Dispute Resolution 22.1. In the event of any dispute or controversy with City over any matter whatsoever, Design-Builder shall not cause any delay or cessation in or of the Services, but shall proceed with the performance of the Services in dispute. Design-Builder shall retain any and all rights provided that pertain to the resolution of disputes and protests between the parties. The Disputed Work will be characterized as an "unresolved dispute" and payment, if any, shall be as later determined by mutual agreement or a court of law. Design-Builder shall keep accurate, detailed records of all Disputed Work, claims and other disputed matters. 22.2. All claims arising out of or related to the Agreement Documents or this Project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims. All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Agreement hereby incorporates those provisions as though fully set forth herein. Thus, Design-Builder and/or any subcontractor must file a claim in accordance with the Government Claims Act as a prerequisite to filing a construction claim in compliance with Section 9204 and Article 1.5 (if applicable), and must then adhere to Article 1.5 and Section 9204, as applicable, pursuant to the definition of"claim" as individually defined therein. 23.0 Non-Discrimination and Equal Employment Opportunity Design-Builder affirmatively represents that it is an equal opportunity employer. In the performance of this Agreement, Design-Builder covenants that it shall not discriminate, harass or retaliate against any of its employees, applicants for employment, contractors, subcontractors, or subconsultants because or on account of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by law. Design-Builder further covenants that in the performance of this Agreement, Design-Builder and its officers, directors, employees, agents, and subconsultants, subcontractors shall not discriminate, harass or retaliate against City, its elected or appointed officials, officers, employees, agents, servants, volunteers, those City agents serving as independent contractors in the role of City officials, consultants, contractors, subcontractors, or subconsultants, on any basis prohibited by law. 21 of 26 24.0 Worker's Compensation Certification 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 Labor Code Section 1861, by signing this Agreement, Design-Builder certifies as follows: "I am 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 I will comply with such provisions before commencing the performance of the Work of this Agreement." 25.0 Prevailing Wage and Payroll Records To the extent that this Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, Design- Builder shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibits F and G, attached hereto and incorporated by reference herein. 26.0 Entire Agreement This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both Parties. 27.0 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. 28.0 Government Code Claim Compliance In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Design-Builder must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Design-Builder. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Design-Builder shall be barred from bringing and maintaining a lawsuit against City. 22 of 26 29.0 Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California, 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. Orange County, California shall be the venue for any action or proceeding that may be brought by reason of, that arises out of, and/or relates to any dispute under this Agreement (whether contract, tort or both). 30.0 No Third Party Beneficiaries This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity shall be deemed to have any rights hereunder against either party by virtue of this Agreement. 31.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (i) effective unless it is in writing and signed by the Party making the waiver, (ii) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (iii) deemed to constitute a continuing waiver unless the writing expressly so states. 32.0 Prohibited Interests; Conflict of Interest 32.1. Design-Builder covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Design-Builder further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Design-Builder shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Design-Builder shall not accept any employment or representation during the term of this Agreement which is or may likely make Design-Builder "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Design- Builder has been retained. 32.2. Design-Builder further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Design-Builder, to solicit or obtain this Agreement. Nor has Design-Builder paid or agreed to pay any person or entity, other than a bona 23 of 26 fide employee working exclusively for Design-Builder, 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 Design-Builder hereunder the full amount or value of any such fee, commission, percentage or gift. 32.3. Design-Builder warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non- contractual, financial, proprietary, or otherwise, in this transaction or in the business of Design-Builder, and that if any such interest comes to the knowledge of Design-Builder at any time during the term of this Agreement, Design-Builder 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 Section. 33.0 Final Payment Acceptance Constitutes Release The acceptance by Design-Builder of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Design-Builder for anything done, furnished or relating to Design-Builder's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Design-Builder, its employees, subcontractors, agents, and servants for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Design-Builder, its employees, subcontractors, agents and servants. 34.0 Corrections In addition to the indemnification obligations set forth above, Design-Builder shall correct, at its expense, all errors in the work which may be disclosed during City's review of Design-Builder's report or plans. Should Design-Builder fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Design-Builder. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Design- Builder under this Agreement up to the amount of the cost of correction. 35.0 Fiscal Limitations 35.1. Non-Appropriation of Funds. Payments to be made to Design- Builder by City for any Services performed within the current fiscal year are within 24 of 26 the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Design-Builder's Services beyond the current fiscal year, this Agreement shall cover payment for Design-Builder's Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year. 35.2. Grant Funding. City's continued payments for the Services pursuant to this Agreement is contingent upon the availability and receipt by City of funds pursuant to the Per Capita Grant (Exhibit A) and continued authorization for the Services in accordance with the Per Capita Grant, and is subject to termination or modification due to reduction in or lack of funds or authorization in accordance with Subsection 5.1. This Agreement is subject to written modification or termination as necessary by City in accordance with requirements of the Per Capita Grant and any future amendments or modifications to the Per Capita Grant. In addition, this Agreement may be amended or terminated as provided in Section 5.0 of this Agreement. 36.0 Mutual Cooperation 36.1. City's Cooperation. City shall provide Design-Builder with all pertinent data, documents and other requested information as is reasonably available for Design-Builder's proper performance of the Services required under this Agreement. 36.2. Design-Builder's Cooperation. Design-Builder agrees to work closely and cooperate fully with City's representative and any other agencies that may have jurisdiction or interest in the work to be performed. In the event any claim or action is brought against City relating to Design-Builder's performance of Services rendered under this Agreement, Design-Builder shall render any reasonable assistance that City requires. 37.0 Time of the Essence Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement. 38.0 Attorneys' Fees If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party all of its attorneys' fees and other costs incurred in connection therewith. 25 of 26 39.0 Titles and Headings The titles and headings used in this Agreement are for convenience only and shall in no way define, limit or describe the scope or intent of this Agreement or any part of it. 40.0 Recitals City and Design-Builder acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 41.0 Corporate Authority The person executing this Agreement on behalf of Design-Builder warrants that he or she is duly authorized to execute this Agreement on behalf of said party and that by his or her execution, the Design-Builder is formally bound to the provisions of this Agreement. 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 DESIGN-BUILDER: KYA SERVICES, • LLC, a Ii . ed li ilit ompany 4PA! de By: • : Ji 10 Ingram, City Manager Name: Its: Chief Financial Offic Attest: Aura By: \. ./ ivii� Name: abhi, Its: By: �ig�vIl, - Gloria D. Ha'rpe , 7r (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from Approved as rm: each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the By: secretary, any assistant secretary, the Nicholas Ghirelli, City Attorney chief financial officer or any assistant treasurer of such corporation.) PROOF OF AUTHORITY TO BIND CONTRACTING PARTY REQUIRED 26 of 26 EXHIBIT A — City Solicitation with attachments EXHIBIT B -- Performance Bond EXHIBIT C -- Payment Bond (Labor and Materials) EXHIBIT D -- Workers' Compensation Certificate EXHIBIT E -- Insurance Certificates (including Exhibits E-1, E-2, E-3 and E-4) EXHIBIT F -- Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws EXHIBIT G -- Agreement to Comply with Labor Law Requirements EXHIBIT H — Accepted Proposal with Bid Sheets EXHIBIT I -- State of California Multiple Award Schedule Non-Mandatory with KYA Services, LLC, CMAS No. 4-20-78-0089C Supplement No. 5 EXHIBIT A CITY SOLICITATION for Design-Build Services for Heather Park Play Area Improvements Project (CIP PR2203) (Email dated 10-11 -23 with attachments including: Preliminary Concept Plan, equipment descriptions, photographs, and overview, Grant Contract C9801459 between City and State of California Department of Parks and Recreation under 2018 Parks Bond Act Per Capita Grant Program and Amendment No. 1 ; Grant Contract C9802185 between City and State of California Department of Parks and Recreation under 2018 Parks Bond Act Per Capita Grant Program and Amendment No. 1 ) Kathryne Cho From: Kathryne Cho Sent: Wednesday, October 11, 2023 9:58 AM To: deanna.rey@thekyagroup.com Subject: City of Seal Beach - Heather Park Improvement Project Attachments: 992-02 Preliminary Concept (2023-06-22).pdf;02_4-Person Lower Body Combo.pdf;01_Accessible Chest Press.pdf; 03_3-Person Static Combo.pdf; Option 01_Sail Type Shade jpg; Equipment Overviewjpg; Equipment Overview-2 jpg; Mini_City_Play_House_MR0882_4-1536x1024jpg.webp; MREC_Pirouette_8027634_Yellowjpg.webp; TenSpin_304_Playground_NewProd jpg.webp; C9801459 Seal Beach FE contract.pdf; C9802185_Seal Beach FE contract.pdf;Contract Amendment C9801459 6.5.23.pdf; Contract Amendment C9802185 6.5.23.pdf Good morning, Deanna, It was great speaking with you. As discussed,attached is everything I have with regards to the Heather Park Improvement Project. We have completed the conceptual design and are looking for KYA Group to assist us with move into the construction document, procurement, and construction phases. Some items to note: - Project will using Prop 68 Per Capita funding, so I'm including the agreement for your reference. - Playground Manufacturer is Miracle Playground - Disregard the stand-alone tree play structure—removed to reduce cost - Disregard the generational swing—Committee requested one adaptive swing and the rest belt swings - Shade structure sail type has not been finalized, but this is the look we're going for. Committee was concerned that there would be too many poles. Please let me know if this is something KYA Group can assist the City with. Since this may end up being a large size email with all of the attachments, please confirm receipt. Thank you, Kathryne Cho, Deputy PW Director City of Seal Beach 211 Eighth Street Seal Beach CA 90740 (562) 431-2527 Ext. 1321 • �r%l Civility Principles: 1.Treat everyone courteously; 2.Listen to others respectfully; 3. Exercise self-control; 4. Give open-minded consideration to all viewpoints; 5. Focus on the issues and avoid personalizing debate;and, 6. Embrace respectful disagreement and dissent as democratic rights, inherent components of an inclusive public process,and tools for forging sound decisions. 1 For Information about Seal Beach, please see our city website: www.sealbeachca.gov NOTICE: This communication may contain privileged or other confidential information. If you are not the intended recipient of this communication,or an employee or agent responsible for delivering this communication to the intended recipient,please advise the sender by reply email and immediately delete the message and any attachments without copying or disclosing the contents.Thank you. 2 m.: rT'= L `J ( ' • —"r !. t ! #: _ l71, �-- poi L __1_ k ,... ....._44.0 _ _.T___- -,-„,„, of I I; rv,„ wAsi ym r . ,-,,, viri -41614t4,„„,,,,....47.47 ' tr. c--).0t ,.-ri.-{J-t-t"---) ' 'N.- r.al. , \.• ..e. EXERC SE STATIONS414V/ • ..... , .4, BENCH SEAT NO WITH SHADE 'Mks'''.e. 'r STRUCTURE •r! , ) ,1 �� .. n I_ ► I ( � , GORG'ET 444 t � 1 I , _ m PROPOSED TREE,T 'R U► GB kik A ti ail ir EXIST'NG TREE TO m m REMAIN,TY !GAL r ,, m°- 01 31, i �� t I — -- _ _ iAZEL"•NUT'AVENUE ,,,„ . , ,,, • 1 ; e ,..,,,,, ,, , , ,„ - w {.,,„ r sal ___ II xr..,.rs - _ 06/22/2023 CONCEPTUAL SITE PLAN NF R,J M HEATHER PARK PLAY AREA IMPROVEMENTS DESIGN GROUP CITY OF SEAL BEACH,CALIFORNIA 0' 1S' 30 60' tan - a_ w `i ?R.r�' • ` .. • A - 1.. .11 '; I. tom' . vr. \ l '-' illt ' .,, -- ..- Vet. G1'._ .. ,, EXISTING' 1' ��� • 000NCRETE ll'J iiitw-.\vfliii: g. , EXERC SE STATIONS .,. k js. 1 BENCH SEATING 1° �:k 13 WTH SHADE '''. )(Ill: `� ,„. -...1101) ,_;-- „._ . 1` .ON- ETa l �� WA_�G A m PROPOSED TREE,T"P. U ' l-1 A EXISTING TREE TO I i�l I. • 1 m REMAIN,TYPICAL inr Ei;". I [ . , , r! 4 I , .-"-'--, 4 -"47----- 06/22/2023 CONCEPTUAL SITE PLAN :I Eli "V F' HEATHER PARK PLAY AREA IMPROVEMENTS CITY OF SEAL BEACH,CALIFORNIA -- 0' 17' 10' 60' Greenfields Outdoor Fitness. P 4-PERSON LOWER BODY COMBO Promoting Wellness d Fighting Obesity One Community at a Time: ‘ . Oil • Strengthens legs,glutes, — 1iff , 00 obliques,triceps,shoulders, ii chest and core �'=..� r • Stretches lower back and inner + a )'i tR thigh CIE 1 Thrget muscles • Great social activity 4111110 AVAILABLE EXERCISES VIEW THE ,-,"• - 1. Inner thigh stretch 5.Torso Twist VIDEO -:,.'!it• 2. Leg/knee lifts 6.Dynamic and Static Nl� \ o v a + 3.Glute stretch Planks '. . 4. Multi Hip Exercises: 7.Quad Stretch y.}� 1. (Muscles trained:Hip 8. Kickbacks(Quads& ; . • .,,fir Flexors/Extensors/ Hamstrings) ; - 10 at _w Adductors/Abductors) 9.Split Squat �; �` - greenfieldsfitness.comi lowe r-body-combo-video.html w Ii ,b'- ./ ip'17frE .• t --.p_ 4111 .....-- '\' ,. -rt.. ,,,:-_-. - . . i -.74 e. 0411111r Rain....4 4 P. • 61 . ,... Yl • ' 1 ` - -- Greenfields'units are designed to accommodate the majority of users age 14 and above;however,due to the nature of outdoor fitness equipment,units are'one size fits most". In order to honor our commitment to quality and safety,Greenfields Outdoor Fitness reserves the right to make changes and revise the design specifications without notice. 0 2022 Greenfields Outdoor Fitness ,.._..0. .7 / : TWO-PERSON ACCESSIBLE CHEST PRESS Green fields ii ., �� Outdoor Fitness, l F Promoting Wellness A Fighting Obesity One Community at a Time' IV U.S. Patent 9,079,069 B 1 ' Ali' . i74► �� Strengthens �`�' bj„� chest,shoulders, 17 P.nnaacz .f. ar'�`~ O. -•. ti �"NA „� upper and mid 6�aae2. . rill*Va I k �1 , ?r'et abs forearms and1S2• .1 . .muscles 1 t �l �' _ i i a - t . ''''°. :1 *�� - '* f. _ , r �i VIEW THE VIDEO ��t ? r •► di ', - greenfieldsfitness.comiaccessible-chest-press-vdeo.html •r:• ,, r T _ y , -_ ai.44Ilimiftum" 1 .........,_ z Greenfleds'units are designed to accommodate the majority of users age 14 end above;however,due to the nature of outdoor fitness equipment,units are"one size fits most". In order to honor our commitment to quality and safety,Greenfields Outdoor Fitness reserves the right to make changes and revise the design specifications without notice. ©2022 Greenfields Outdoor Fitness Green fields 3-PERSON STATIC COMBO Outdoor Fitness SGRO71 fill k4P4 'I's',' , . 4 , ... ,„, ,,,,J .. i • A - - Strengthens upper back, 0` _ I I ••- .. . : 1shoulders, biceps and core I {.. `"' ° ": fili: , p. ill"....:•114:1..'sir,. M.. 21,_, .214-.1111^11.1-- •N is et, 1 i t' • ,r `-- p I ,- +tom14 rr-, .- �'o„�.��r� Y s Jigs 1 _ , i� 4 ..._ LiiiikW4' i' / I i '. r _ S f 3-Person Static Combo SGRO71 Included exercises: 1. Dips . 2.Assisted Squats r r VIEW THE _'..:` "' +'• ' 3. Chin Ups/Pull-Ups VIDEO Or w4� +4. Stretching ❑H �` � �'5. Incline Leg Raises • u' Ii--a _y. a � 6. Incline Sit Ups 1 ?•,. • >�- f - , yff le- greenfieldsfitness.com/3-person-static-combo-video 3 II O r '''.rt 416 L • • Greenfields'units are designed to accommodate the majority of users age 14 and above;however,due to the nature of outdoor fitness equipment,units are one size fits most". In order to honor our commitment to cuality and safety,Greenfields Outdoor Fitness reserves the right to make changes and revise the design specifications without notice. ©2022 Greenfields Outdoor Fitness Sh.. _de Al. ..., ,,w,..„,,. sy St-em s ... .,..z.„.„..,,,,,..,.:„.„ www.shadesystemsinc.com ' .p : d}` p4 xs ' k k - e ' 5{ s w" `iI `k r�"�a' y sT a \ 11 • 4w ' 'pcb.4, . -,Nti wSa6'I np . gr d • + THIS DOCUMENT AND ITS CONTENTS ARE THE PROPERTY OF SHADE SYSTEMS, INC., This rendering is preliminary and for conceptual visual presentation only AND CANNOT BE MODIFIED, USED,OR RESOLD TO ANY PERSON OR ENTITY WITHOUT and should not be relied on for construction. The shadows cast are shown for WRITTEN PERMISSION FROM SHADE SYSTEMS, INC. REPRODUCTION OF THESE PLANS, illustration purposes only and may not reflect actual conditions of the installed EITHER IN WHOLE OR IN PART, INCLUDING ANY FORM OF COPYING AND/OR project.Actual appearance of products presented may differ at time of final PREPARATION OF DERIVATIVE WORKS THEREOF, FOR ANY REASON WITHOUT PRIOR engineered design. Please refer to engineering plans and specifications WRITTEN PERMISSION FROM SHADE SYSTEMS, INC. IS STRICTLY PROHIBITED. for actual field measurements © 2023 SHADE SYSTEMS INC 4.1 o .— v - ry a _r MMINIMmr- t rim ■ ' ■ras ,er _ h,, :"1,011114 ' •, •. •-• • iamb. 1!111111111111111,•:': • musk .• •• simicas re= a. •:. mon•ilma" • ow/. • . . • . Ma ONMENO. •Mllt • • • • • MEM • MIMI• • • •• • RAM I •.• .• • • r i• • • .- AMOr 74 •e- ••!.1 .4111 I Q a Q Q e a a ff 0 a w�� a 4 4 V •' 4 4 6 a a 0 Mfg( r i t. kl fry x. :. r� :-� 4 +', t it �' ' r.�► ,x r :: u. _ le'(4:s 7. F I : . fit' � r i' v Vic` , r . " ftR `�_. 1 • 1 i^ ' 1 ... - e .• .4.�.. . //i ,.. L. AL . . T . t _4. .. , ....,,„„t �. .. .. _ ., . j . , ... '_ _ gli .,r • • 0 _,, Ir- » r" lr. • r�. I 0 R t t. ,.'.i� ,1, ._„.....„,„„„,,,,, •„., . ,, ,. t . bi / { ..... ... . . . ._ ,4 •- _.-_,-- - ' _ .. ...... v• q .Q._/ . L� ; j`.: -- ---- t o #.C)k villitt • 11. , 11.11. DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 State of California - Natural Resources Agency DEPARTMENT OF PARKS AND RECREATION GRANT CONTRACT 2018 Parks Bond Act Per Capita Grant Program GRANTEE City of Seal Beach THE PROJECT PERFORMANCE PERIOD is from July 01, 2018 through June 30, 2024 CONTRACT PERFORMANCE PERIOD is from July 01, 2018 through June 30, 2048 The GRANTEE agrees to the terms and conditions of this Contract, and the State of California, acting through its Director of the Department of Parks and Recreation, pursuant to the State of California, agrees to fund the total State grant amount indicated below. The GRANTEE agrees to complete the GRANT SCOPE(s) as defined in the GRANT SCOPE/Cost Estimate Form or acquisition documentation for the application(s) filed with the State of California. The General and Special Provisions attached are made a part of and incorporated into the Contract. City of Seal Beach, Public Works $C?_iltitd‘ ` STATE OF CALIFORNIA By /` DEPARTMENT OF PARKS AND RECREATION S gnaturo Au •rized"OD esenI DocuSigned by' Title City Manager By - �—70EFDA4CSO9E-4YC.. Date 01 1 25/Zo 2 Date 1/28/2022 CERTIFICATION OF FUNDING (For State Use Only) CONTRACT NO AMENDMENT NO FISCAL SUPPLIER I D PRWECT NO C9801459 0000004576 18-30-076 AMOUNT ENCUMBERED BY THIS DOCUMENT FUND $177,952.00 Drought,Water,Cln Air,Cstl Protc,Outdoor Fund PRIOR AMOUNT ENCUMBERED FOR THIS ITEM CHAPTER STATUTE FISCAL YEAR CONTRACT 3790-101-6088 29 18 2021/22 TOTAL AMOUNT ENCUMBERED TO DATE Reporting Structured. Account/Alt Account ACTIVITY CODE PROJECT/WORK PHASE $177,952.00 37900091 5432000-5432000000 69801 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 I. RECITALS This CONTRACT is entered into between the California Department of Parks and Recreation (hereinafter referred to as "GRANTOR," "DEPARTMENT" or"STATE") and City of Seal Beach (hereinafter referred to as "GRANTEE"). The DEPARTMENT hereby grants to GRANTEE a sum (also referred to as "GRANT MONIES") not to exceed $177,952 , subject to the terms and conditions of this AGREEMENT and the 2018/19 California State Budget, Chapter 29, statutes of 2018, Item number— 3790-101-6088 (appropriation chapter and budget item number hereinafter referred to as "PER CAPITA GRANT"). These funds shall be used for completion of the GRANT SCOPE(S). The Grant Performance Period is from July 01, 2018 to June 30, 2024 . II. GENERAL PROVISIONS A. Definitions As used in this CONTRACT, the following words shall have the following meanings: 1. The term "ACT" means the California Drought, Water, Parks Climate, Coastal Protection, and Outdoor Access for All Act of 2018, as referred to in section I of this CONTRACT. 2. The term "APPLICATION" means the individual project APPLICATION packet for a project pursuant to the enabling legislation and/or grant program process guide requirements. 3. The term "DEPARTMENT" or "STATE" means the California Department of Parks and Recreation. 4. The term "DEVELOPMENT" means capital improvements to real property by means of, but not limited to, construction, expansion, and/or renovation, of permanent or fixed features of the property. 5. The term "GRANTEE" means the party described as the GRANTEE in Section I of this CONTRACT. 6. The term "GRANT SCOPE" means the items listed in the GRANT SCOPE/Cost Estimate Form or acquisition documentation found in each of the APPLICATIONS submitted pursuant to this grant. 7. The term "PROCEDURAL GUIDE" means the document identified as the "Procedural Guide for California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access For All Act of 2018 Per Capita Program." The 1 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 PROCEDURAL GUIDE provides the procedures and policies controlling the administration of the grant. B. Project Execution 1. Subject to the availability of GRANT MONIES, the STATE hereby grants to the GRANTEE a sum of money not to exceed the amount stated in Section I of this CONTRACT, in consideration of, and on condition that, the sum be expended in carrying out the purposes as set forth in the scope described in the enabling legislation and referenced in the APPLICATION, Section I of this CONTRACT, and under the terms and conditions set forth in this CONTRACT. The GRANTEE shall assume any obligation to furnish any additional funds that may be necessary to complete the GRANT SCOPE(S). The GRANTEE agrees to submit any change or alteration from the original GRANT SCOPE(S) in writing to the STATE for prior approval. This applies to any and all changes that occur after STATE has approved the APPLICATION. Changes in the GRANT SCOPE(S) must be approved in writing by the STATE. 2. The GRANTEE shall complete the GRANT SCOPE(S) in accordance with the time of the Performance Period set forth in Section I of this CONTRACT, and under the terms and conditions of this CONTRACT. 3. The GRANTEE shall comply with the California Environmental Quality Act (Public Resources Code, Section 21000, et seq., Title 14, California Code of Regulations, Section 15000 et seq.). 4. The GRANTEE shall comply with all applicable current laws and regulations affecting DEVELOPMENT projects, including, but not limited to, legal requirements for construction contracts, building codes, health and safety codes, and laws and codes pertaining to individuals with disabilities, including but not limited to the Americans With Disabilities Act of 1990 (42 U.S.C. §12101 et seq.) and the California Unruh Act (California Civil Code §51 et seq.). C. Project Costs 1. GRANTEE agrees to abide by the PROCEDURAL GUIDE. 2. GRANTEE acknowledges that STATE may make reasonable changes to its procedures as set forth in the PROCEDURAL GUIDE. If STATE makes any changes to its procedures and guidelines, STATE agrees to notify GRANTEE within a reasonable time. D. Project Administration 1. If GRANT MONIES are advanced for DEVELOPMENT projects, the advanced funds shall be placed in an interest bearing account until expended. Interest earned on the advanced funds shall be used on the project as approved by the STATE. If grant monies are advanced and not expended, the unused portion of the 2 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 grant and any interest earned shall be returned to the STATE within 60 days after project completion or end of the Grant Performance Period, whichever is earlier. 2. The GRANTEE shall submit written project status reports within 30 calendar days after the STATE has made such a request. In any event, the GRANTEE shall provide the STATE a report showing total final project expenditures within 60 days of project completion or the end of the grant performance period, whichever is earlier. The Grant Performance Period is identified in Section I of this CONTRACT. 3. The GRANTEE shall make property or facilities acquired and/or developed pursuant to this contract available for inspection upon request by the STATE. E. Project Termination 1. Project Termination refers to the non-completion of a GRANT SCOPE. Any grant funds that have not been expended by the GRANTEE shall revert to the STATE. 2. The GRANTEE may unilaterally rescind this CONTRACT at any time prior to the commencement of the project. The commencement of the project means the date of the letter notifying GRANTEE of the award or when the funds are appropriated, whichever is later. After project commencement, this CONTRACT may be rescinded, modified or amended only by mutual agreement in writing between the GRANTEE and the STATE, unless the provisions of this CONTRACT provide that mutual agreement is not required. 3. Failure by the GRANTEE to comply with the terms of the (a) PROCEDURAL GUIDE, (b) any legislation applicable to the ACT, (c) this CONTRACT as well as any other grant contracts, specified or general, that GRANTEE has entered into with STATE, may be cause for suspension of all obligations of the STATE unless the STATE determines that such failure was due to no fault of the GRANTEE. In such case, STATE may reimburse GRANTEE for eligible costs properly incurred in performance of this CONTRACT despite non-performance of the GRANTEE. To qualify for such reimbursement, GRANTEE agrees to mitigate its losses to the best of its ability. 4. Any breach of any term, provision, obligation or requirement of this CONTRACT by the GRANTEE shall be a default of this CONTRACT. In the case of any default by GRANTEE, STATE shall be entitled to all remedies available under law and equity, including but not limited to: a) Specific Performance; b) Return of all GRANT MONIES; c) Payment to the STATE of the fair market value of the project property or the actual sales price, whichever is higher; and d) Payment to the STATE of the costs of enforcement of this CONTRACT, including but not limited to court and arbitration costs, fees, expenses of litigation, and reasonable attorney fees. 5. The GRANTEE and the STATE agree that if the GRANT SCOPE includes DEVELOPMENT, final payment may not be made until the work described in the GRANT SCOPE is complete and the GRANT PROJECT is open to the public. F. Budget Contingency Clause 3 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 If funding for any fiscal year is reduced or deleted by the budget act for purposes of this program, the STATE shall have the option to either cancel this contract with no liability occurring to the STATE, or offer a CONTRACT amendment to GRANTEE to reflect the reduced grant amount. This Paragraph shall not require the mutual agreement as addressed in Paragraph E, provision 2, of this CONTRACT. G. Hold Harmless 1. The GRANTEE shall waive all claims and recourse against the STATE including the right to contribution for loss or damage to persons or property arising from, growing out of or in any way connected with or incident to this CONTRACT except claims arising from the concurrent or sole negligence of the STATE, its officers, agents, and employees. 2. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, damages, costs, expenses or liability costs arising out of the ACQUISITION, DEVELOPMENT, construction, operation or maintenance of the property described as the project which claims, demands or causes of action arise under California Government Code Section 895.2 or otherwise except for liability arising out of the concurrent or sole negligence of the STATE, its officers, agents, or employees. 3. The GRANTEE agrees that in the event the STATE is named as codefendant under the provisions of California Government Code Section 895 et seq., the GRANTEE shall notify the STATE of such fact and shall represent the STATE in the legal action unless the STATE undertakes to represent itself as codefendant in such legal action in which event the GRANTEE agrees to pay the STATE's litigation costs, expenses, and reasonable attorney fees. 4. The GRANTEE and the STATE agree that in the event of judgment entered against the STATE and the GRANTEE because of the concurrent negligence of the STATE and the GRANTEE, their officers, agents, or employees, an apportionment of liability to pay such judgment shall be made by a court of competent jurisdiction. Neither party shall request a jury apportionment. 5. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, costs, expenses or liability costs arising out of legal actions pursuant to items to which the GRANTEE has certified. The GRANTEE acknowledges that it is solely responsible for compliance with items to which it has certified. H. Financial Records 1. The GRANTEE shall maintain satisfactory financial accounts, documents, including loan documents, and all other records for the project and to make them available to the STATE for auditing at reasonable times. The GRANTEE also agrees to retain such financial accounts, documents and records for five years following project 4 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 termination or issuance of final payment, whichever is later. 2. The GRANTEE shall keep such records as the STATE shall prescribe, including records which fully disclose (a) the disposition of the proceeds of STATE funding assistance, (b) the total cost of the project in connection with such assistance that is given or used, (c) the amount and nature of that portion of the project cost supplied by other sources, and (d) any other such records that will facilitate an effective audit. 3. The GRANTEE agrees that the STATE shall have the right to inspect and make copies of any books, records or reports pertaining to this contract or matters related thereto during regular office hours. The GRANTEE shall maintain and make available for inspection by the STATE accurate records of all of its costs, disbursements and receipts with respect to its activities under this contract. Such accounts, documents, and records shall be retained by the GRANTEE for at least five years following project termination or issuance of final payment, whichever is later. 4. The GRANTEE shall use a generally accepted accounting system. I. Use of Facilities 1. The GRANTEE agrees that the GRANTEE shall operate and maintain the property acquired or developed with the GRANT MONIES, for the duration of the Contract Performance Period. 2. The GRANTEE agrees that, during the Contract Performance Period, the GRANTEE shall use the property acquired or developed with GRANT MONIES under this contract only for the purposes of this grant and no other use, sale, or other disposition or change of the use of the property to one not consistent with its purpose shall be permitted except as authorized by the STATE and the property shall be replaced with property of equivalent value and usefulness as determined by the STATE. 3. The property acquired or developed may be transferred to another entity if the successor entity assumes the obligations imposed under this CONTRACT and with the approval of STATE. 4. Any real Property (including any portion of it or any interest in it) may not be used as security for any debt or mitigation, without the written approval of the STATE provided that such approval shall not be unreasonably withheld as long as the purposes for which the Grant was awarded are maintained. Any such permission that is granted does not make the STATE a guarantor or a surety for any debt or mitigation, nor does it waive the STATE'S rights to enforce performance under the Grant CONTRACT. 5 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 5. All real property, or rights thereto, acquired with GRANT MONIES shall be subject to an appropriate form of restrictive title, rights, or covenants approved by the STATE. If the project property is taken by use of eminent domain, GRANTEE shall reimburse STATE an amount at least equal to the amount of GRANT MONIES received from STATE or the pro-rated full market value of the real property, including improvements, at the time of sale, whichever is higher. 6. If eminent domain proceedings are initiated against GRANTEE, GRANTEE shall notify STATE within 10 days of receiving the complaint. J. Nondiscrimination 1. The GRANTEE shall not discriminate against any person on the basis of sex, race, color, national origin, age, religion, ancestry, sexual orientation, or disability in the use of any property or facility developed pursuant to this contract. 2. The GRANTEE shall not discriminate against any person on the basis of residence except to the extent that reasonable differences in admission or other fees may be maintained on the basis of residence and pursuant to law. 3. All facilities shall be open to members of the public generally, except as noted under the special provisions of this project contract or under provisions of the enabling legislation and/or grant program. K. Severability If any provision of this CONTRACT or the application thereof is held invalid, that invalidity shall not affect other provisions or applications of the CONTRACT which can be given effect without the invalid provision or application, and to this end the provisions of this CONTRACT are severable. L. Liability 1 . STATE assumes no responsibility for assuring the safety or standards of construction, site improvements or programs related to the GRANT SCOPE. The STATE'S rights under this CONTRACT to review, inspect and approve the GRANT SCOPE and any final plans of implementation shall not give rise to any warranty or representation that the GRANT SCOPE and any plans or improvements are free from hazards or defects. 2. GRANTEE will secure adequate liability insurance, performance bond, and/or other security necessary to protect the GRANTEE's and STATE'S interest against poor workmanship, fraud, or other potential loss associated with completion of the grant project. M. Assignability 6 DocuSign Envelope ID:A0858F6E-C187-41A3-9F73-5568489243D3 Without the written consent of the STATE, the GRANTEE'S interest in and responsibilities under this CONTRACT shall not be assignable by the GRANTEE either in whole or in part. N. Use of Grant Monies GRANTEE shall not use any grant funds (including any portion thereof) for the purpose of making any leverage loan, pledge, promissory note or similar financial device or transaction, without: 1) the prior written approval of the STATE; and 2) any financial or legal interests created by any such leverage loan, pledge, promissory note or similar financial device or transaction in the project property shall be completely subordinated to this CONTRACT through a Subordination Agreement provided and approved by the STATE, signed by all parties involved in the transaction, and recorded in the County Records against the fee title of the project property. O. Section Headings The headings and captions of the various sections of this CONTRACT have been inserted only for the purpose of convenience and are not a part of this CONTRACT and shall not be deemed in any manner to modify, explain, or restrict any of the provisions of this CONTRACT. P. Waiver Any failure by a party to enforce its rights under this CONTRACT, in the event of a breach, shall not be construed as a waiver of said rights; and the waiver of any breach under this CONTRACT shall not be construed as a waiver of any subsequent breach. City of Seal Beach GRANTEE, By: Signat of Authorized Repres tive Title: Gill Mei )'leICr Date: 0 I 5 /20 2- STATE OF CALIFORNIA DEPARTMEngF, PARKS AND RECREATION By �,earonsccn Date: 1/28/2022 7 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 State of California-Natural Resources Agency DEPARTMENT OF PARKS AND RECREATION GRANT CONTRACT 2018 Parks Bond Act Per Capita Grant Program GRANTEE City of Seal Beach THE PROJECT PERFORMANCE PERIOD is from July 01, 2018 through June 30, 2024 CONTRACT PERFORMANCE PERIOD is from July 01 2018 through June 30, 2038 The GRANTEE agrees to the terms and conditions of this Contract, and the State of California, acting through its Director of the Department of Parks and Recreation, pursuant to the State of California, agrees to fund the total State grant amount indicated below. The GRANTEE agrees to complete the GRANT SCOPE(s) as defined in the GRANT SCOPE/Cost Estimate Form or acquisition documentation for the application(s)filed with the State of California. The General and Special Provisions attached are made a part of and incorporated into the Contract. City of Seal Beach, Public Works , •� STATE OF CALIFORNIA By ,t� +, �L / DEPARTMENT OF PARKS AND RECREATION ff (Signature of Authorized Rapres.0.) DoeuSlgned by: Title City Manager By F5A4C8O9C41C Date 0112S/702 2- Date 1/28/2022 CERTIFICATION OF FUNDING (For State Use Only) CONTRACT NO AMENDMENT NO FISCAL SUPPLIER I D PROJECT NO. C9802185 0000004576 18-30-077 AMOUNT ENCUMBERED BY THIS DOCUMENT FUND. 814,771.00 Drought,Water,On Air,Cstl Protc,Outdoor Fund PRIOR AMOUNT ENCUMBERED FOR THIS ITEM CHAPTER STATUTE FISCAL YEAR CONTRACT 3790-101-6088 23 19 2021/22 TOTAL AMOUNT ENCUMBERED TO DATE Reporting Structured. Account/AltAccount. ACTIVITY CODE PROJECT/WORK PHASE $14,771.00 37900091 5432000-5432000000 69803 DocuSign Envelope ID:3464 BE73-8399-466D-9 1 EB-0251 D0F873E5 I. RECITALS This CONTRACT is entered into between the California Department of Parks and Recreation (hereinafter referred to as "GRANTOR," "DEPARTMENT" or "STATE") and City of Seal Beach (hereinafter referred to as "GRANTEE"). The DEPARTMENT hereby grants to GRANTEE a sum (also referred to as "GRANT MONIES") not to exceed $14.771 , subject to the terms and conditions of this AGREEMENT and the 2019/20 California State Budget, Chapter 23, statutes of 2019, Item number— 3790-101-6088 (appropriation chapter and budget item number hereinafter referred to as "PER CAPITA GRANT"). These funds shall be used for completion of the GRANT SCOPE(S). The Grant Performance Period is from July 01, 2018 to June 30. 2024 . II. GENERAL PROVISIONS A. Definitions As used in this CONTRACT, the following words shall have the following meanings: 1. The term "ACT" means the California Drought, Water, Parks Climate, Coastal Protection, and Outdoor Access for All Act of 2018, as referred to in section I of this CONTRACT. 2, The term "APPLICATION" means the individual project APPLICATION packet for a project pursuant to the enabling legislation and/or grant program process guide requirements. 3. The term "DEPARTMENT" or"STATE" means the California Department of Parks and Recreation. 4. The term "DEVELOPMENT" means capital improvements to real property by means of, but not limited to, construction, expansion, and/or renovation, of permanent or fixed features of the property. 5. The term "GRANTEE" means the party described as the GRANTEE in Section I of this CONTRACT. 6. The term "GRANT SCOPE" means the items listed in the GRANT SCOPE/Cost Estimate Form or acquisition documentation found in each of the APPLICATIONS submitted pursuant to this grant. 7. The term "PROCEDURAL GUIDE" means the document identified as the "Procedural Guide for California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access For All Act of 2018 Per Capita Program." The 1 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 PROCEDURAL GUIDE provides the procedures and policies controlling the administration of the grant. B. Project Execution 1. Subject to the availability of GRANT MONIES, the STATE hereby grants to the GRANTEE a sum of money not to exceed the amount stated in Section I of this CONTRACT, in consideration of, and on condition that, the sum be expended in carrying out the purposes as set forth in the scope described in the enabling legislation and referenced in the APPLICATION, Section I of this CONTRACT, and under the terms and conditions set forth in this CONTRACT. The GRANTEE shall assume any obligation to furnish any additional funds that may be necessary to complete the GRANT SCOPE(S). The GRANTEE agrees to submit any change or alteration from the original GRANT SCOPE(S) in writing to the STATE for prior approval. This applies to any and all changes that occur after STATE has approved the APPLICATION. Changes in the GRANT SCOPE(S) must be approved in writing by the STATE. 2. The GRANTEE shall complete the GRANT SCOPE(S) in accordance with the time of the Performance Period set forth in Section I of this CONTRACT, and under the terms and conditions of this CONTRACT. 3. The GRANTEE shall comply with the California Environmental Quality Act (Public Resources Code, Section 21000, et seq., Title 14, California Code of Regulations, Section 15000 et seq.). 4. The GRANTEE shall comply with all applicable current laws and regulations affecting DEVELOPMENT projects, including, but not limited to, legal requirements for construction contracts, building codes, health and safety codes, and laws and codes pertaining to individuals with disabilities, including but not limited to the Americans With Disabilities Act of 1990 (42 U.S.C. §12101 et seq.) and the California Unruh Act (California Civil Code §51 et seq.). C. Project Costs 1. GRANTEE agrees to abide by the PROCEDURAL GUIDE. 2. GRANTEE acknowledges that STATE may make reasonable changes to its procedures as set forth in the PROCEDURAL GUIDE. If STATE makes any changes to its procedures and guidelines, STATE agrees to notify GRANTEE within a reasonable time. D. Project Administration 1. If GRANT MONIES are advanced for DEVELOPMENT projects, the advanced funds shall be placed in an interest bearing account until expended. Interest earned on the advanced funds shall be used on the project as approved by the STATE. If grant monies are advanced and not expended, the unused portion of the 2 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 grant and any interest earned shall be returned to the STATE within 60 days after project completion or end of the Grant Performance Period, whichever is earlier. 2. The GRANTEE shall submit written project status reports within 30 calendar days after the STATE has made such a request. In any event, the GRANTEE shall provide the STATE a report showing total final project expenditures within 60 days of project completion or the end of the grant performance period, whichever is earlier. The Grant Performance Period is identified in Section I of this CONTRACT. 3. The GRANTEE shall make property or facilities acquired and/or developed pursuant to this contract available for inspection upon request by the STATE. E. Project Termination 1. Project Termination refers to the non-completion of a GRANT SCOPE. Any grant funds that have not been expended by the GRANTEE shall revert to the STATE. 2. The GRANTEE may unilaterally rescind this CONTRACT at any time prior to the commencement of the project. The commencement of the project means the date of the letter notifying GRANTEE of the award or when the funds are appropriated, whichever is later. After project commencement, this CONTRACT may be rescinded, modified or amended only by mutual agreement in writing between the GRANTEE and the STATE, unless the provisions of this CONTRACT provide that mutual agreement is not required. 3. Failure by the GRANTEE to comply with the terms of the (a) PROCEDURAL GUIDE, (b) any legislation applicable to the ACT, (c) this CONTRACT as well as any other grant contracts, specified or general, that GRANTEE has entered into with STATE, may be cause for suspension of all obligations of the STATE unless the STATE determines that such failure was due to no fault of the GRANTEE. In such case, STATE may reimburse GRANTEE for eligible costs properly incurred in performance of this CONTRACT despite non-performance of the GRANTEE. To qualify for such reimbursement, GRANTEE agrees to mitigate its losses to the best of its ability. 4. Any breach of any term, provision, obligation or requirement of this CONTRACT by the GRANTEE shall be a default of this CONTRACT. In the case of any default by GRANTEE, STATE shall be entitled to all remedies available under law and equity, including but not limited to: a) Specific Performance; b) Return of all GRANT MONIES; c) Payment to the STATE of the fair market value of the project property or the actual sales price, whichever is higher; and d) Payment to the STATE of the costs of enforcement of this CONTRACT, including but not limited to court and arbitration costs, fees, expenses of litigation, and reasonable attorney fees. 5. The GRANTEE and the STATE agree that if the GRANT SCOPE includes DEVELOPMENT, final payment may not be made until the work described in the GRANT SCOPE is complete and the GRANT PROJECT is open to the public. F. Budget Contingency Clause 3 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 If funding for any fiscal year is reduced or deleted by the budget act for purposes of this program, the STATE shall have the option to either cancel this contract with no liability occurring to the STATE, or offer a CONTRACT amendment to GRANTEE to reflect the reduced grant amount. This Paragraph shall not require the mutual agreement as addressed in Paragraph E, provision 2, of this CONTRACT. G. Hold Harmless 1. The GRANTEE shall waive all claims and recourse against the STATE including the right to contribution for loss or damage to persons or property arising from, growing out of or in any way connected with or incident to this CONTRACT except claims arising from the concurrent or sole negligence of the STATE, its officers, agents, and employees. 2. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, damages, costs, expenses or liability costs arising out of the ACQUISITION, DEVELOPMENT, construction, operation or maintenance of the property described as the project which claims, demands or causes of action arise under California Government Code Section 895.2 or otherwise except for liability arising out of the concurrent or sole negligence of the STATE, its officers, agents, or employees. 3. The GRANTEE agrees that in the event the STATE is named as codefendant under the provisions of California Government Code Section 895 et seq., the GRANTEE shall notify the STATE of such fact and shall represent the STATE in the legal action unless the STATE undertakes to represent itself as codefendant in such legal action in which event the GRANTEE agrees to pay the STATE's litigation costs, expenses, and reasonable attorney fees. 4. The GRANTEE and the STATE agree that in the event of judgment entered against the STATE and the GRANTEE because of the concurrent negligence of the STATE and the GRANTEE, their officers, agents, or employees, an apportionment of liability to pay such judgment shall be made by a court of competent jurisdiction. Neither party shall request a jury apportionment. 5. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, costs, expenses or liability costs arising out of legal actions pursuant to items to which the GRANTEE has certified. The GRANTEE acknowledges that it is solely responsible for compliance with items to which it has certified. H. Financial Records 1. The GRANTEE shall maintain satisfactory financial accounts, documents, including loan documents, and all other records for the project and to make them available to the STATE for auditing at reasonable times. The GRANTEE also agrees to retain such financial accounts, documents and records for five years following project 4 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 termination or issuance of final payment, whichever is later 2. The GRANTEE shall keep such records as the STATE shall prescribe, including records which fully disclose (a) the disposition of the proceeds of STATE funding assistance, (b) the total cost of the project in connection with such assistance that is given or used, (c) the amount and nature of that portion of the project cost supplied by other sources, and (d) any other such records that will facilitate an effective audit. 3. The GRANTEE agrees that the STATE shall have the right to inspect and make copies of any books, records or reports pertaining to this contract or matters related thereto during regular office hours. The GRANTEE shall maintain and make available for inspection by the STATE accurate records of all of its costs, disbursements and receipts with respect to its activities under this contract. Such accounts, documents, and records shall be retained by the GRANTEE for at least five years following project termination or issuance of final payment, whichever is later. 4. The GRANTEE shall use a generally accepted accounting system I. Use of Facilities 1. The GRANTEE agrees that the GRANTEE shall operate and maintain the property acquired or developed with the GRANT MONIES, for the duration of the Contract Performance Period. 2. The GRANTEE agrees that, during the Contract Performance Period, the GRANTEE shall use the property acquired or developed with GRANT MONIES under this contract only for the purposes of this grant and no other use, sale, or other disposition or change of the use of the property to one not consistent with its purpose shall be permitted except as authorized by the STATE and the property shall be replaced with property of equivalent value and usefulness as determined by the STATE. 3. The property acquired or developed may be transferred to another entity if the successor entity assumes the obligations imposed under this CONTRACT and with the approval of STATE. 4. Any real Property (including any portion of it or any interest in it) may not be used as security for any debt or mitigation, without the written approval of the STATE provided that such approval shall not be unreasonably withheld as long as the purposes for which the Grant was awarded are maintained. Any such permission that is granted does not make the STATE a guarantor or a surety for any debt or mitigation, nor does it waive the STATE'S rights to enforce performance under the Grant CONTRACT. 5 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 5. All real property, or rights thereto, acquired with GRANT MONIES shall be subject to an appropriate form of restrictive title, rights, or covenants approved by the STATE. If the project property is taken by use of eminent domain, GRANTEE shall reimburse STATE an amount at least equal to the amount of GRANT MONIES received from STATE or the pro-rated full market value of the real property, including improvements, at the time of sale, whichever is higher. 6. If eminent domain proceedings are initiated against GRANTEE, GRANTEE shall notify STATE within 10 days of receiving the complaint. J. Nondiscrimination 1. The GRANTEE shall not discriminate against any person on the basis of sex, race, color, national origin, age, religion, ancestry, sexual orientation, or disability in the use of any property or facility developed pursuant to this contract. 2. The GRANTEE shall not discriminate against any person on the basis of residence except to the extent that reasonable differences in admission or other fees may be maintained on the basis of residence and pursuant to law. 3. All facilities shall be open to members of the public generally, except as noted under the special provisions of this project contract or under provisions of the enabling legislation and/or grant program. K. Severability If any provision of this CONTRACT or the application thereof is held invalid, that invalidity shall not affect other provisions or applications of the CONTRACT which can be given effect without the invalid provision or application, and to this end the provisions of this CONTRACT are severable. L. Liability 1 . STATE assumes no responsibility for assuring the safety or standards of construction, site improvements or programs related to the GRANT SCOPE. The STATE'S rights under this CONTRACT to review, inspect and approve the GRANT SCOPE and any final plans of implementation shall not give rise to any warranty or representation that the GRANT SCOPE and any plans or improvements are free from hazards or defects. 2. GRANTEE will secure adequate liability insurance, performance bond, and/or other security necessary to protect the GRANTEE's and STATE'S interest against poor workmanship, fraud, or other potential loss associated with completion of the grant project. M. Assignability 6 DocuSign Envelope ID:3464BE73-8399-466D-91EB-0251D0F873E5 Without the written consent of the STATE, the GRANTEE'S interest in and responsibilities under this CONTRACT shall not be assignable by the GRANTEE either in whole or in part. N. Use of Grant Monies GRANTEE shall not use any grant funds (including any portion thereof) for the purpose of making any leverage loan, pledge, promissory note or similar financial device or transaction, without: 1) the prior written approval of the STATE; and 2) any financial or legal interests created by any such leverage loan, pledge, promissory note or similar financial device or transaction in the project property shall be completely subordinated to this CONTRACT through a Subordination Agreement provided and approved by the STATE, signed by all parties involved in the transaction, and recorded in the County Records against the fee title of the project property. O. Section Headings The headings and captions of the various sections of this CONTRACT have been inserted only for the purpose of convenience and are not a part of this CONTRACT and shall not be deemed in any manner to modify, explain, or restrict any of the provisions of this CONTRACT. P. Waiver Any failure by a party to enforce its rights under this CONTRACT, in the event of a breach, shall not be construed as a waiver of said rights; and the waiver of any breach under this CONTRACT shall not be construed as a waiver of any subsequent breach. City of Seal Beach GRANTEE By: Signat f Authorized Repres tive Title: CI t\ Mc1n16 er Date: UI / /;02�- STATE OF CALIFORNIA DEPARTMENI0Q nphRKS AND RECREATION By: nor--coox--c -- Date: 1/28/2022 7 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 State of California — Natural Resources Agency DEPARTMENT OF PARKS AND RECREATION AMENDMENT TO CONTRACT Contract No. C9801459 Amendment No. 1 THIS AMENDMENT is hereby made and agreed upon by the State of California, acting through the Director of the Department of Parks and Recreation and by the City of Seal Beach The State and, City of Seal Beach in mutual consideration of the promises made herein and in the contract in which this is an amendment, do promise as follows To extend the Grant Performance Period to June 30, 2028 and to add the Special Provisions, Section III. In all other respects, the contract of which this is an amendment, and the terms and conditions if relevant thereto, shall remain in full force and effect. In witness whereof the parties hereto have executed this amendment as of the date entered below. STATE DEPARIVE14fIretIT PARKS AND RECREATION Appli Of f S 3 ch F By `-/JUVtgil://1F4U4... By Date 6/5/2023 Title CI anager Applicants Authorized Representative as shown in Resolution Date Q1401'2023 CERTIFICATION OF FUNDING (FOR STATE USE ONLY) CONTRACT NO AMENDMENT NO FISCAL SUPPLIER I.D PROJECT NO C9801459 1 0000004576 18-30-076 AMOUNT ENCUMBERED BY THIS FUND DOCUMENT Drought, Water, CIn Air, Cstl Protc, Outdoor Fund 0 PRIOR AMOUNT ENCUMBERED BY THIS ITEM CHAPTER STATUTE FISCAL YEAR CONTRACT 3790-101-6088 29 18 2022/23 ' $177,952 TOTAL AMOUNT ENCUMBERED TO DATE Reporting Structured AccounVAlt Account ACTIVITY CODE PROJECT/WORK $177,952 37900091 5432000- 69801 PHASE 5432000000 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 I. RECITALS This CONTRACT is entered into between the California Department of Parks and Recreation (hereinafter referred to as "GRANTOR," "DEPARTMENT" or "STATE") and City of Seal Beach (hereinafter referred to as "GRANTEE"). The DEPARTMENT hereby grants to GRANTEE a sum (also referred to as "GRANT MONIES") not to exceed $177,952 , subject to the terms and conditions of this AGREEMENT and the 2018/19 California State Budget, Chapter 29, statutes of 2018, Item number — 3790-101-6088 (appropriation chapter and budget item number hereinafter referred to as "PER CAPITA GRANT"). These funds shall be used for completion of the GRANT SCOPE(S). The Grant Performance Period is from July 01, 2018 to June 30, 2028 . II. GENERAL PROVISIONS A. Definitions As used in this CONTRACT, the following words shall have the following meanings: 1. The term "ACT" means the California Drought, Water, Parks Climate, Coastal Protection, and Outdoor Access for All Act of 2018, as referred to in section I of this CONTRACT. 2. The term "APPLICATION" means the individual project APPLICATION packet for a project pursuant to the enabling legislation and/or grant program process guide requirements. 3. The term "DEPARTMENT" or"STATE" means the California Department of Parks and Recreation. 4. The term "DEVELOPMENT" means capital improvements to real property by means of, but not limited to, construction, expansion, and/or renovation, of permanent or fixed features of the property. 5. The term "GRANTEE" means the party described as the GRANTEE in Section I of this CONTRACT. 6. The term "GRANT SCOPE" means the items listed in the GRANT SCOPE/Cost Estimate Form or acquisition documentation found in each of the APPLICATIONS submitted pursuant to this grant. 7. The term "PROCEDURAL GUIDE" means the document identified as the "Procedural Guide for California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access For All Act of 2018 Per Capita Program." The 1 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 PROCEDURAL GUIDE provides the procedures and policies controlling the administration of the grant. B. Project Execution 1. Subject to the availability of GRANT MONIES, the STATE hereby grants to the GRANTEE a sum of money not to exceed the amount stated in Section I of this CONTRACT, in consideration of, and on condition that, the sum be expended in carrying out the purposes as set forth in the scope described in the enabling legislation and referenced in the APPLICATION, Section I of this CONTRACT, and under the terms and conditions set forth in this CONTRACT. The GRANTEE shall assume any obligation to furnish any additional funds that may be necessary to complete the GRANT SCOPE(S). The GRANTEE agrees to submit any change or alteration from the original GRANT SCOPE(S) in writing to the STATE for prior approval. This applies to any and all changes that occur after STATE has approved the APPLICATION. Changes in the GRANT SCOPE(S) must be approved in writing by the STATE. 2. The GRANTEE shall complete the GRANT SCOPE(S) in accordance with the time of the Performance Period set forth in Section I of this CONTRACT, and under the terms and conditions of this CONTRACT. 3. The GRANTEE shall comply with the California Environmental Quality Act (Public Resources Code, Section 21000, et seq., Title 14, California Code of Regulations, Section 15000 et seq.). 4. The GRANTEE shall comply with all applicable current laws and regulations affecting DEVELOPMENT projects, including, but not limited to, legal requirements for construction contracts, building codes, health and safety codes, and laws and codes pertaining to individuals with disabilities, including but not limited to the Americans With Disabilities Act of 1990 (42 U.S.C. §12101 et seq.) and the California Unruh Act (California Civil Code §51 et seq.). C. Project Costs 1. GRANTEE agrees to abide by the PROCEDURAL GUIDE. 2. GRANTEE acknowledges that STATE may make reasonable changes to its procedures as set forth in the PROCEDURAL GUIDE. If STATE makes any changes to its procedures and guidelines, STATE agrees to notify GRANTEE within a reasonable time. D. Project Administration 1. If GRANT MONIES are advanced for DEVELOPMENT projects, the advanced funds may be placed in an interest bearing account until expended. Interest earned on the advanced funds shall be used on the project as approved by the STATE. If grant monies are advanced and not expended, the unused portion of the grant and 2 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 any interest earned shall be returned to the STATE within 60 days after project completion or end of the Grant Performance Period, whichever is earlier. 2. The GRANTEE shall submit written project status reports within 30 calendar days after the STATE has made such a request. In any event, the GRANTEE shall provide the STATE a report showing total final project expenditures within 60 days of project completion or the end of the grant performance period, whichever is earlier. The Grant Performance Period is identified in Section I of this CONTRACT. 3. The GRANTEE shall make property or facilities acquired and/or developed pursuant to this contract available for inspection upon request by the STATE. E. Project Termination 1. Project Termination refers to the non-completion of a GRANT SCOPE. Any grant funds that have not been expended by the GRANTEE shall revert to the STATE. 2. The GRANTEE may unilaterally rescind this CONTRACT at any time prior to the commencement of the project. The commencement of the project means the date of the letter notifying GRANTEE of the award or when the funds are appropriated, whichever is later. After project commencement, this CONTRACT may be rescinded, modified or amended only by mutual agreement in writing between the GRANTEE and the STATE, unless the provisions of this CONTRACT provide that mutual agreement is not required. 3. Failure by the GRANTEE to comply with the terms of the (a) PROCEDURAL GUIDE, (b) any legislation applicable to the ACT, (c) this CONTRACT as well as any other grant contracts, specified or general, that GRANTEE has entered into with STATE, may be cause for suspension of all obligations of the STATE unless the STATE determines that such failure was due to no fault of the GRANTEE. In such case, STATE may reimburse GRANTEE for eligible costs properly incurred in performance of this CONTRACT despite non-performance of the GRANTEE. To qualify for such reimbursement, GRANTEE agrees to mitigate its losses to the best of its ability. 4. Any breach of any term, provision, obligation or requirement of this CONTRACT by the GRANTEE shall be a default of this CONTRACT. In the case of any default by GRANTEE, STATE shall be entitled to all remedies available under law and equity, including but not limited to: a) Specific Performance; b) Return of all GRANT MONIES; c) Payment to the STATE of the fair market value of the project property or the actual sales price, whichever is higher; and d) Payment to the STATE of the costs of enforcement of this CONTRACT, including but not limited to court and arbitration costs, fees, expenses of litigation, and reasonable attorney fees. 5. The GRANTEE and the STATE agree that if the GRANT SCOPE includes DEVELOPMENT, final payment may not be made until the work described in the GRANT SCOPE is complete and the GRANT PROJECT is open to the public. F. Budget Contingency Clause 3 DocuSign Envelope ID:3B1 935C4-934 D-41 EC-AA44-411 D1146A655 If funding for any fiscal year is reduced or deleted by the budget act for purposes of this program, the STATE shall have the option to either cancel this contract with no liability occurring to the STATE, or offer a CONTRACT amendment to GRANTEE to reflect the reduced grant amount. This Paragraph shall not require the mutual agreement as addressed in Paragraph E, provision 2, of this CONTRACT. G. Hold Harmless 1. The GRANTEE shall waive all claims and recourse against the STATE including the right to contribution for loss or damage to persons or property arising from, growing out of or in any way connected with or incident to this CONTRACT except claims arising from the concurrent or sole negligence of the STATE, its officers, agents, and employees. 2. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, damages, costs, expenses or liability costs arising out of the ACQUISITION, DEVELOPMENT, construction, operation or maintenance of the property described as the project which claims, demands or causes of action arise under California Government Code Section 895.2 or otherwise except for liability arising out of the concurrent or sole negligence of the STATE, its officers, agents, or employees. 3. The GRANTEE agrees that in the event the STATE is named as codefendant under the provisions of California Government Code Section 895 et seq., the GRANTEE shall notify the STATE of such fact and shall represent the STATE in the legal action unless the STATE undertakes to represent itself as codefendant in such legal action in which event the GRANTEE agrees to pay the STATE's litigation costs, expenses, and reasonable attorney fees. 4. The GRANTEE and the STATE agree that in the event of judgment entered against the STATE and the GRANTEE because of the concurrent negligence of the STATE and the GRANTEE, their officers, agents, or employees, an apportionment of liability to pay such judgment shall be made by a court of competent jurisdiction. Neither party shall request a jury apportionment. 5. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, costs, expenses or liability costs arising out of legal actions pursuant to items to which the GRANTEE has certified. The GRANTEE acknowledges that it is solely responsible for compliance with items to which it has certified. H. Financial Records 1. The GRANTEE shall maintain satisfactory financial accounts, documents, including loan documents, and all other records for the project and to make them available to the STATE for auditing at reasonable times. The GRANTEE also agrees to retain such financial accounts, documents and records for five years following project 4 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 termination or issuance of final payment, whichever is later. 2. The GRANTEE shall keep such records as the STATE shall prescribe, including records which fully disclose (a) the disposition of the proceeds of STATE funding assistance, (b) the total cost of the project in connection with such assistance that is given or used, (c) the amount and nature of that portion of the project cost supplied by other sources, and (d) any other such records that will facilitate an effective audit. 3. The GRANTEE agrees that the STATE shall have the right to inspect and make copies of any books, records or reports pertaining to this contract or matters related thereto during regular office hours. The GRANTEE shall maintain and make available for inspection by the STATE accurate records of all of its costs, disbursements and receipts with respect to its activities under this contract. Such accounts, documents, and records shall be retained by the GRANTEE for at least five years following project termination or issuance of final payment, whichever is later. 4. The GRANTEE shall use a generally accepted accounting system. I. Use of Facilities 1. The GRANTEE agrees that the GRANTEE shall operate and maintain the property acquired or developed with the GRANT MONIES, for the duration of the Contract Performance Period. 2. The GRANTEE agrees that, during the Contract Performance Period, the GRANTEE shall use the property acquired or developed with GRANT MONIES under this contract only for the purposes of this grant and no other use, sale, or other disposition or change of the use of the property to one not consistent with its purpose shall be permitted except as authorized by the STATE and the property shall be replaced with property of equivalent value and usefulness as determined by the STATE. 3. The property acquired or developed may be transferred to another entity if the successor entity assumes the obligations imposed under this CONTRACT and with the approval of STATE. 4. Any real Property (including any portion of it or any interest in it) may not be used as security for any debt or mitigation, without the written approval of the STATE provided that such approval shall not be unreasonably withheld as long as the purposes for which the Grant was awarded are maintained. Any such permission that is granted does not make the STATE a guarantor or a surety for any debt or mitigation, nor does it waive the STATE'S rights to enforce performance under the Grant CONTRACT. 5 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 5. All real property, or rights thereto, acquired with GRANT MONIES shall be subject to an appropriate form of restrictive title, rights, or covenants approved by the STATE. If the project property is taken by use of eminent domain, GRANTEE shall reimburse STATE an amount at least equal to the amount of GRANT MONIES received from STATE or the pro-rated full market value of the real property, including improvements, at the time of sale, whichever is higher. 6. If eminent domain proceedings are initiated against GRANTEE, GRANTEE shall notify STATE within 10 days of receiving the complaint. J. Nondiscrimination 1. The GRANTEE shall not discriminate against any person on the basis of sex, race, color, national origin, age, religion, ancestry, sexual orientation, or disability in the use of any property or facility developed pursuant to this contract. 2. The GRANTEE shall not discriminate against any person on the basis of residence except to the extent that reasonable differences in admission or other fees may be maintained on the basis of residence and pursuant to law. 3. All facilities shall be open to members of the public generally, except as noted under the special provisions of this project contract or under provisions of the enabling legislation and/or grant program. K. Severability If any provision of this CONTRACT or the application thereof is held invalid, that invalidity shall not affect other provisions or applications of the CONTRACT which can be given effect without the invalid provision or application, and to this end the provisions of this CONTRACT are severable. L. Liability 1. STATE assumes no responsibility for assuring the safety or standards of construction, site improvements or programs related to the GRANT SCOPE. The STATE'S rights under this CONTRACT to review, inspect and approve the GRANT SCOPE and any final plans of implementation shall not give rise to any warranty or representation that the GRANT SCOPE and any plans or improvements are free from hazards or defects. 2. GRANTEE will secure adequate liability insurance, performance bond, and/or other security necessary to protect the GRANTEE's and STATE'S interest against poor workmanship, fraud, or other potential loss associated with completion of the grant project. M. Assignability 6 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 Without the written consent of the STATE, the GRANTEE'S interest in and responsibilities under this CONTRACT shall not be assignable by the GRANTEE either in whole or in part. N. Use of Grant Monies GRANTEE shall not use any grant funds (including any portion thereof) for the purpose of making any leverage loan, pledge, promissory note or similar financial device or transaction, without: 1) the prior written approval of the STATE; and 2) any financial or legal interests created by any such leverage loan, pledge, promissory note or similar financial device or transaction in the project property shall be completely subordinated to this CONTRACT through a Subordination Agreement provided and approved by the STATE, signed by all parties involved in the transaction, and recorded in the County Records against the fee title of the project property. O. Section Headings The headings and captions of the various sections of this CONTRACT have been inserted only for the purpose of convenience and are not a part of this CONTRACT and shall not be deemed in any manner to modify, explain, or restrict any of the provisions of this CONTRACT. P. Waiver Any failure by a party to enforce its rights under this CONTRACT, in the event of a breach, shall not be construed as a waiver of said rights; and the waiver of any breach under this CONTRACT shall not be construed as a waiver of any subsequent breach. III. Special Provisions: On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. "Economic Sanctions" refers to sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. This Executive order extends to recipients of any State Grants (Grantee). Grantees include those who have contracted or will contract to receive State grants funds. Accordingly, should the State determine that a Grantee is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The State shall provide the Grantee advance written notice of such termination, allowing the Grantee at least 30 calendar days to provide a written response. Termination of any contract found to be in violation of this Executive Order shall be at the sole discretion of the State. 7 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D 1146A655 City of Seal Beach GRANTEE . By: Signatu f Authorized Repres tive Title: C ty tfinna3er Date: 010/01 / 2023 STATE OF CALIFORNIA DEPARTMENT OF PARKS AND RECREATION r —Docu..i. S��ig��4 n��e�� y d bb e%W74( FAIL& By. �—luuyy62c/711-404 Date: 6/5/2023 8 DocuSign Envelope ID:3B1935C4-934D-41EC-AA44-411D1146A655 State of California — Natural Resources Agency DEPARTMENT OF PARKS AND RECREATION AMENDMENT TO CONTRACT Contract No. C9802185 Amendment No. 1 THIS AMENDMENT is hereby made and agreed upon by the State of California, acting through the Director of the Department of Parks and Recreation and by the City of Seal Beach The State and, City of Seal Beach in mutual consideration of the promises made herein and in the contract in which this is an amendment, do promise as follows: To extend the Grant Performance Period to June 30, 2028 and to add the Special Provisions, Section III. In all other respects, the contract of which this is an amendment, and the terms and conditions if relevant thereto, shall remain in full force and effect. In witness whereof the parties hereto have executed this amendment as of the date entered below. STATE DEI IPM-g14hTdaF PARKS AND RECREATION Appli i. .) S-al ::.ch t FArt • By Date _7009862C771F4044 . By 6/5/2023 Title City Manager Applicant's Authorized Representative as shown in Resolution Date O1P/01/2013 CERTIFICATION OF FUNDING (FOR STATE USE ONLY) CONTRACT NO AMENDMENT NO FISCAL SUPPLIER I.D PROJECT NO C9802185 1 0000004576 18-30-077 AMOUNT ENCUMBERED BY THIS FUND • DOCUMENT Drought, Water, Cln Air, Cstl Protc, Outdoor Fund 0 PRIOR AMOUNT ENCUMBERED BY THIS ITEM CHAPTER STATUTE FISCAL YEAR CONTRACT 3790-101-6088 23 19 2022/23 $14,771 TOTAL AMOUNT ENCUMBERED TO DATE Reporting Structured AcccunuAlt Account ACTIVITY CODE PROJECT/WORK $14,771 37900091 5432000- 69803 PHASE 5432000000 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 I. RECITALS This CONTRACT is entered into between the California Department of Parks and Recreation (hereinafter referred to as "GRANTOR," "DEPARTMENT" or "STATE") and City of Seal Beach (hereinafter referred to as "GRANTEE"). The DEPARTMENT hereby grants to GRANTEE a sum (also referred to as "GRANT MONIES") not to exceed $14,771 , subject to the terms and conditions of this AGREEMENT and the 2019/20 California State Budget, Chapter 23, statutes of 2019, Item number — 3790-1011-6088 (appropriation chapter and budget item number hereinafter referred to as "PER CAPITA GRANT"). These funds shall be used for completion of the GRANT SCOPE(S). The Grant Performance Period is from July 01, 2018 to June 30, 2028 . II. GENERAL PROVISIONS A. Definitions As used in this CONTRACT, the following words shall have the following meanings: 1. The term "ACT" means the California Drought, Water, Parks Climate, Coastal Protection, and Outdoor Access for All Act of 2018, as referred to in section I of this CONTRACT. 2. The term "APPLICATION" means the individual project APPLICATION packet for a project pursuant to the enabling legislation and/or grant program process guide requirements. 3. The term "DEPARTMENT" or"STATE" means the California Department of Parks and Recreation. 4. The term "DEVELOPMENT" means capital improvements to real property by means of, but not limited to, construction, expansion, and/or renovation, of permanent or fixed features of the property. 5. The term "GRANTEE" means the party described as the GRANTEE in Section I of this CONTRACT. 6. The term "GRANT SCOPE" means the items listed in the GRANT SCOPE/Cost Estimate Form or acquisition documentation found in each of the APPLICATIONS submitted pursuant to this grant. 7. The term "PROCEDURAL GUIDE" means the document identified as the "Procedural Guide for California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access For All Act of 2018 Per Capita Program." The 1 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 PROCEDURAL GUIDE provides the procedures and policies controlling the administration of the grant. B. Project Execution 1. Subject to the availability of GRANT MONIES, the STATE hereby grants to the GRANTEE a sum of money not to exceed the amount stated in Section I of this CONTRACT, in consideration of, and on condition that, the sum be expended in carrying out the purposes as set forth in the scope described in the enabling legislation and referenced in the APPLICATION, Section I of this CONTRACT, and under the terms and conditions set forth in this CONTRACT. The GRANTEE shall assume any obligation to furnish any additional funds that may be necessary to complete the GRANT SCOPE(S). The GRANTEE agrees to submit any change or alteration from the original GRANT SCOPE(S) in writing to the STATE for prior approval. This applies to any and all changes that occur after STATE has approved the APPLICATION. Changes in the GRANT SCOPE(S) must be approved in writing by the STATE. 2. The GRANTEE shall complete the GRANT SCOPE(S) in accordance with the time of the Performance Period set forth in Section I of this CONTRACT, and under the terms and conditions of this CONTRACT. 3. The GRANTEE shall comply with the California Environmental Quality Act (Public Resources Code, Section 21000, et seq., Title 14, California Code of Regulations, Section 15000 et seq.). 4. The GRANTEE shall comply with all applicable current laws and regulations affecting DEVELOPMENT projects, including, but not limited to, legal requirements for construction contracts, building codes, health and safety codes, and laws and codes pertaining to individuals with disabilities, including but not limited to the Americans With Disabilities Act of 1990 (42 U.S.C. §12101 et seq.) and the California Unruh Act (California Civil Code §51 et seq.). C. Project Costs 1. GRANTEE agrees to abide by the PROCEDURAL GUIDE. 2. GRANTEE acknowledges that STATE may make reasonable changes to its procedures as set forth in the PROCEDURAL GUIDE. If STATE makes any changes to its procedures and guidelines, STATE agrees to notify GRANTEE within a reasonable time. D. Project Administration 1. If GRANT MONIES are advanced for DEVELOPMENT projects, the advanced funds may be placed in an interest bearing account until expended. Interest earned on the advanced funds shall be used on the project as approved by the STATE. If grant monies are advanced and not expended, the unused portion of the grant and 2 DocuSign Envelope ID:3B1 935C4-934D-41 EC-AA44-411 D11 46A655 any interest earned shall be returned to the STATE within 60 days after project completion or end of the Grant Performance Period, whichever is earlier. 2. The GRANTEE shall submit written project status reports within 30 calendar days after the STATE has made such a request. In any event, the GRANTEE shall provide the STATE a report showing total final project expenditures within 60 days of project completion or the end of the grant performance period, whichever is earlier. The Grant Performance Period is identified in Section I of this CONTRACT. 3. The GRANTEE shall make property or facilities acquired and/or developed pursuant to this contract available for inspection upon request by the STATE. E. Project Termination 1. Project Termination refers to the non-completion of a GRANT SCOPE. Any grant funds that have not been expended by the GRANTEE shall revert to the STATE. 2. The GRANTEE may unilaterally rescind this CONTRACT at any time prior to the commencement of the project. The commencement of the project means the date of the letter notifying GRANTEE of the award or when the funds are appropriated, whichever is later. After project commencement, this CONTRACT may be rescinded, modified or amended only by mutual agreement in writing between the GRANTEE and the STATE, unless the provisions of this CONTRACT provide that mutual agreement is not required. 3. Failure by the GRANTEE to comply with the terms of the (a) PROCEDURAL GUIDE, (b) any legislation applicable to the ACT, (c) this CONTRACT as well as any other grant contracts, specified or general, that GRANTEE has entered into with STATE, may be cause for suspension of all obligations of the STATE unless the STATE determines that such failure was due to no fault of the GRANTEE. In such case, STATE may reimburse GRANTEE for eligible costs properly incurred in performance of this CONTRACT despite non-performance of the GRANTEE. To qualify for such reimbursement, GRANTEE agrees to mitigate its losses to the best of its ability. 4. Any breach of any term, provision, obligation or requirement of this CONTRACT by the GRANTEE shall be a default of this CONTRACT. In the case of any default by GRANTEE, STATE shall be entitled to all remedies available under law and equity, including but not limited to: a) Specific Performance; b) Return of all GRANT MONIES; c) Payment to the STATE of the fair market value of the project property or the actual sales price, whichever is higher; and d) Payment to the STATE of the costs of enforcement of this CONTRACT, including but not limited to court and arbitration costs, fees, expenses of litigation, and reasonable attorney fees. 5. The GRANTEE and the STATE agree that if the GRANT SCOPE includes DEVELOPMENT, final payment may not be made until the work described in the GRANT SCOPE is complete and the GRANT PROJECT is open to the public. F. Budget Contingency Clause 3 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 If funding for any fiscal year is reduced or deleted by the budget act for purposes of this program, the STATE shall have the option to either cancel this contract with no liability occurring to the STATE, or offer a CONTRACT amendment to GRANTEE to reflect the reduced grant amount. This Paragraph shall not require the mutual agreement as addressed in Paragraph E, provision 2, of this CONTRACT. G. Hold Harmless 1. The GRANTEE shall waive all claims and recourse against the STATE including the right to contribution for loss or damage to persons or property arising from, growing out of or in any way connected with or incident to this CONTRACT except claims arising from the concurrent or sole negligence of the STATE, its officers, agents, and employees. 2. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, damages, costs, expenses or liability costs arising out of the ACQUISITION, DEVELOPMENT, construction, operation or maintenance of the property described as the project which claims, demands or causes of action arise under California Government Code Section 895.2 or otherwise except for liability arising out of the concurrent or sole negligence of the STATE, its officers, agents, or employees. 3. The GRANTEE agrees that in the event the STATE is named as codefendant under the provisions of California Government Code Section 895 et seq., the GRANTEE shall notify the STATE of such fact and shall represent the STATE in the legal action unless the STATE undertakes to represent itself as codefendant in such legal action in which event the GRANTEE agrees to pay the STATE's litigation costs, expenses, and reasonable attorney fees. 4. The GRANTEE and the STATE agree that in the event of judgment entered against the STATE and the GRANTEE because of the concurrent negligence of the STATE and the GRANTEE, their officers, agents, or employees, an apportionment of liability to pay such judgment shall be made by a court of competent jurisdiction. Neither party shall request a jury apportionment. 5. The GRANTEE shall indemnify, hold harmless and defend the STATE, its officers, agents and employees against any and all claims, demands, costs, expenses or liability costs arising out of legal actions pursuant to items to which the GRANTEE has certified. The GRANTEE acknowledges that it is solely responsible for compliance with items to which it has certified. H. Financial Records 1. The GRANTEE shall maintain satisfactory financial accounts, documents, including loan documents, and all other records for the project and to make them available to the STATE for auditing at reasonable times. The GRANTEE also agrees to retain such financial accounts, documents and records for five years following project 4 DocuSign Envelope ID:3B1 935C4-934D-41 EC-AA44-411 D1146A655 termination or issuance of final payment, whichever is later. 2. The GRANTEE shall keep such records as the STATE shall prescribe, including records which fully disclose (a) the disposition of the proceeds of STATE funding assistance, (b) the total cost of the project in connection with such assistance that is given or used, (c) the amount and nature of that portion of the project cost supplied by other sources, and (d) any other such records that will facilitate an effective audit. 3. The GRANTEE agrees that the STATE shall have the right to inspect and make copies of any books, records or reports pertaining to this contract or matters related thereto during regular office hours. The GRANTEE shall maintain and make available for inspection by the STATE accurate records of all of its costs, disbursements and receipts with respect to its activities under this contract. Such accounts, documents, and records shall be retained by the GRANTEE for at least five years following project termination or issuance of final payment, whichever is later. 4. The GRANTEE shall use a generally accepted accounting system. I. Use of Facilities 1. The GRANTEE agrees that the GRANTEE shall operate and maintain the property acquired or developed with the GRANT MONIES, for the duration of the Contract Performance Period. 2. The GRANTEE agrees that, during the Contract Performance Period, the GRANTEE shall use the property acquired or developed with GRANT MONIES under this contract only for the purposes of this grant and no other use, sale, or other disposition or change of the use of the property to one not consistent with its purpose shall be permitted except as authorized by the STATE and the property shall be replaced with property of equivalent value and usefulness as determined by the STATE. 3. The property acquired or developed may be transferred to another entity if the successor entity assumes the obligations imposed under this CONTRACT and with the approval of STATE. 4. Any real Property (including any portion of it or any interest in it) may not be used as security for any debt or mitigation, without the written approval of the STATE provided that such approval shall not be unreasonably withheld as long as the purposes for which the Grant was awarded are maintained. Any such permission that is granted does not make the STATE a guarantor or a surety for any debt or mitigation, nor does it waive the STATE'S rights to enforce performance under the Grant CONTRACT. 5 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-41 1 D1146A655 5. All real property, or rights thereto, acquired with GRANT MONIES shall be subject to an appropriate form of restrictive title, rights, or covenants approved by the STATE. If the project property is taken by use of eminent domain, GRANTEE shall reimburse STATE an amount at least equal to the amount of GRANT MONIES received from STATE or the pro-rated full market value of the real property, including improvements, at the time of sale, whichever is higher. 6. If eminent domain proceedings are initiated against GRANTEE, GRANTEE shall notify STATE within 10 days of receiving the complaint. J. Nondiscrimination 1. The GRANTEE shall not discriminate against any person on the basis of sex, race, color, national origin, age, religion, ancestry, sexual orientation, or disability in the use of any property or facility developed pursuant to this contract. 2. The GRANTEE shall not discriminate against any person on the basis of residence except to the extent that reasonable differences in admission or other fees may be maintained on the basis of residence and pursuant to law. 3. All facilities shall be open to members of the public generally, except as noted under the special provisions of this project contract or under provisions of the enabling legislation and/or grant program. K. Severability If any provision of this CONTRACT or the application thereof is held invalid, that invalidity shall not affect other provisions or applications of the CONTRACT which can be given effect without the invalid provision or application, and to this end the provisions of this CONTRACT are severable. L. Liability 1. STATE assumes no responsibility for assuring the safety or standards of construction, site improvements or programs related to the GRANT SCOPE. The STATE'S rights under this CONTRACT to review, inspect and approve the GRANT SCOPE and any final plans of implementation shall not give rise to any warranty or representation that the GRANT SCOPE and any plans or improvements are free from hazards or defects. 2. GRANTEE will secure adequate liability insurance, performance bond, and/or other security necessary to protect the GRANTEE's and STATE'S interest against poor workmanship, fraud, or other potential loss associated with completion of the grant project. M. Assignability 6 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 Without the written consent of the STATE, the GRANTEE'S interest in and responsibilities under this CONTRACT shall not be assignable by the GRANTEE either in whole or in part. N. Use of Grant Monies GRANTEE shall not use any grant funds (including any portion thereof) for the purpose of making any leverage loan, pledge, promissory note or similar financial device or transaction, without: 1) the prior written approval of the STATE; and 2) any financial or legal interests created by any such leverage loan, pledge, promissory note or similar financial device or transaction in the project property shall be completely subordinated to this CONTRACT through a Subordination Agreement provided and approved by the STATE, signed by all parties involved in the transaction, and recorded in the County Records against the fee title of the project property. O. Section Headings The headings and captions of the various sections of this CONTRACT have been inserted only for the purpose of convenience and are not a part of this CONTRACT and shall not be deemed in any manner to modify, explain, or restrict any of the provisions of this CONTRACT. P. Waiver Any failure by a party to enforce its rights under this CONTRACT, in the event of a breach, shall not be construed as a waiver of said rights; and the waiver of any breach under this CONTRACT shall not be construed as a waiver of any subsequent breach. Ill. Special Provisions: On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. "Economic Sanctions" refers to sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. This Executive order extends to recipients of any State Grants (Grantee). Grantees include those who have contracted or will contract to receive State grants funds. Accordingly, should the State determine that a Grantee is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The State shall provide the Grantee advance written notice of such termination, allowing the Grantee at least 30 calendar days to provide a written response. Termination of any contract found to be in violation of this Executive Order shall be at the sole discretion of the State. 7 DocuSign Envelope ID:3B1935C4-934D-41 EC-AA44-411 D1146A655 City of Seal Beach GRANTEE By: Signat Authorized Repres Live Title: li l ti M41 n o Se r Date: 010101 2023 STATE OF CALIFORNIA DEPARTMENT OF PARKS AND RECREATION - o�cu��Slg�n�cd by. ��N2Ll.(-LC F4 By. C —,Ti�Ff6 ZC.l;,1-4O4 Date 6/5/2023 8 EXHIBIT B FAITHFUL PERFORMANCE BOND • BOND PREMIUM IS SUBJECT TO CHANGE • BASED ON THE FINAL CONTRACT AMOUNT EXECUTED IN DUPLICATE Bond No. 0850404 PERFORMANCE BOND Premium: $7,592.00 KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach ("City"), has awarded to KYA Services LLC 1800 E. McFadden Ave. Santa Ana, CA 92705 ("Principal") (Name and address of Contractor) a contract (the "Contract")for the Work described as follows: Heather Park Play Area Improvements: CIP PR2203/O-PR-1: KYA Job No. P-0100028 (Project name) WHEREAS, Principal is required under the terms of the Contract to furnish a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the undersigned Principal, and Harco National Insurance Company 4200 Six Forks Road, Suite 1400 Raleigh, NC 27609 (Name and address of Surety) ("Surety") a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City in the penal sum of Seven Hundred Sixty Seven Thousand Eight Hundred Thirty and 56/100 Dollars ($ 767,830.56 ), this amount being not less than the total Contract Price, in lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors executors and administrators, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the hereby bounded Principal, his, her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the Contract and any alteration thereof made as therein provided, on the Principal's part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorneys' fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Surety hereby waives any statute of limitations as it applies to an action on this Bond. The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or of the Work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations under this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work or to the specifications. Surety hereby waives the provisions of California Civil Code Sections 2845 and 2849. The City is the principal beneficiary of this Bond and has all rights of a party hereto. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: March 4, 2024 "Principal" "Surety" KYA Services LLC Harco National Insurance Company B : %--‘4.4 y Its bYvvjvt� g,. OG0 By: I Irene !long, y- t By: By: Its Its serve ed..L, .., f 20/3 SEAL 1.41}..°inpa�` •��. (Seal) °f Ca\Vc°,.'. ,''II(III 11111woos Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County of Orange On 0 4 2024 before me, Thao Nguyen Luu , Notary Public, Date Insert Name of Notary exactly as it appears on the official seal personally appeared _ Irene Luong Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the •., `� THAO NGUYEN LUU person(s), or the entity upon behalf of which the person(s) Notary Public-California z acted, executed the instrument. I Orange County .' 9.p, Commission+t 2453804 I certify under PENALTY OF PERJURY under the laws of My Comm.Expires Jul 18.2027 the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Signature Place Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of the form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: _ _ Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer Title(s). ❑ Corporate Officer —Title(s): ❑ Partner ❑Limited ❑General ❑ Partner ❑Limited❑ General ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Trustee OF SIGNER ❑ Trustee OF SIGNER ❑ Guardian or Conservator Top of thumb here ❑ Guardian or Conservator Top of thumb here ❑ Other: —_ I ❑ Other Signer is Representing: Signer is Representing. POWER OF ATTORNEY Bond# 0850404 HARCO NATIONAL INSURANCE COMPANY INTERNATIONAL FIDELITY INSURANCE COMPANY Member companies of IAT Insurance Group, Headquartered:4200 Six Forks Rd,Suite 1400, Raleigh,NC 27609 KNOW ALL MEN BY THESE PRESENTS:That HARCO NATIONAL INSURANCE COMPANY,a corporation organized and existing under the laws of the State of Illinois,and INTERNATIONAL FIDELITY INSURANCE COMPANY,a corporation organized and existing under the laws of the State of New Jersey,and having their principal offices located respectively in the cities of Rolling Meadows,Illinois and Newark,New Jersey,do hereby constitute and appoint P. AUSTIN NEFF, EMILIE GEORGE, CHRISTINE WOOLFORD, IRENE LUONG, ALEXANDER R. HOLSHEIMER, JAMES W. MOILANEN, YUNG T. MULLICK, DANIELLE HANSON Mission Viejo, CA their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof,which are or may be allowed,required or permitted by law,statute,rule,regulation,contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY,as fully and amply,to all intents and purposes,as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked,pursuant to and by authority of the By-Laws of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 13th day of December,2018 and by the Board of Directors of HARCO NATIONAL INSURANCE COMPANY at a meeting held on the 13th day of December,2018. "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Senior Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of,Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances,contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation;and(3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking,recognizance,contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF,HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY have each executed and attested these presents on this 31st day of December,2023 .,,,,,,,,,. ct1T>!l ........... SVR STATE OF NEW JERSEY STATE OF ILLINOIS QA• PONp County • 44:4of Essex : • 4/� 7/ County of Cook • SEALrim • =p 11 Kenneth Chapman % .• S- t" 1r+��', Executive Vice President,Harco National Insurance Company ▪ '"'•,...'-•a, and International Fidelity Insurance Company On this 31st day of December,2023 ,before me came the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn,said he is the therein described and authorized officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY;that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. .:(14Y. ' IN TESTIMONY WHEREOF,I have hereunto set my hand affixed my Official Seal,at the City of Newark, • :���9sIoN�+ New Jersey the day and year first above written. 0 NOTARY �•'. M. :s PUBLIC yp",-�b"-�ee��„ O. CO • OFEW N ���•°` Cathy Cruz a Notary Public of New Jersey My Commission Expires April 16,2024 CERTIFICATION I,the undersigned officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney,with the originals on file in the home office of said companies,and that the same are correct transcripts thereof,and of the whole of the said originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF,I have hereunto set my hand on this day, March 4,2024 A00964 Mullick&Moilanen Bonding&I a — Irene Martins,Assistant Secretary EXECUTED IN DUPLICATE Bond No. 0850404 PREMIUM LISTED ON PAYMENT BOND PERFORMANCE BOND (LABOR AND MATERIALS) KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach ("City"), State of California, has awarded to KYA Services LLC 1800 E. McFadden Ave. Santa Ana, CA 92705 ("Principal") (Name and address of Contractor) a contract (the "Contract")for the Work described as follows: Heather Park Play Area Improvements; CIP PR2203/O-PR-1; KYA Job No. P-0100028 (Project name) WHEREAS, under the terms of the Contract, the Principal is required before entering upon the performance of the Work, to file a good and sufficient payment Bond with the City to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code. NOW, THEREFORE, we, the undersigned Principal, and Harco National Insurance Company 4200 Six Forks Road, Suite 1400 Raleigh, NC 27609 (Name and address of Surety) ("Surety") a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the penal sum of Seven Hundred Sixty Seven Thousand Eight Hundred Thirty and 56/100 Dollars ($ 767,830.56 ), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this Work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this Bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys' fees, incurred by City in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this Bond. Upon expiration of the time within which the California Labor Commissioner may serve a civil wage and penalty assessment against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1741, and upon expiration of the time within which a joint labor management committee may commence an action against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1771.2, if the condition of this Bond be fully performed, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On March 5, 2024 before me, Sierra Read, Notary Public (insert name and title of the officer) personally appeared Brooks Berry who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Notary WITNESS my hand and official seal. slERw>REne Public EDforma "" t` Orange County \ Commission:2344229 ty Comm.Expires Jan 29. 2025 Signature (Seal) The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or the Specifications accompanying the same shall in any manner affect its obligations on this Bond, and it does hereby waive notice of any such change, extension, alteration, or addition. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: March 4, 2024 "Principal" "Surety" KYA Services LLC Harco National Insurance Company Adft PFAM - By: By: 'will � ►�_� Its By-p-�‘ , Its Irene Luo g, Attor•ey-in-F..ct By: By: Its Its Se rvic . , 2013 `C� SE '• ( O (Seal) c)e�••°rnpa�� ��`a o fCa,_10 Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County of Orange On a 4 2024 before me, Thao Nguyen Luu , Notary Public, Date Insert Name of Notary exactly as it appears on the official seai personally appeared Irene Luong Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the ,,�>, THAO NGUYEN LUU person(s), or the entity upon behalf of which the person(s) • f Notary Public•Caiifornia acted, executed the instrument. f 4 _- Orange County --19.r, Commission at 2453804 I certify under PENALTY OF PERJURY under the laws of _'- My Comm.Expires Jul 18,2027 the State of California that the foregoing paragraph is true 411- and correct. Witness my hand and official seal. Signature Place Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of the form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer—Title(s): - ❑ Corporate Officer --Title(s): ❑ Partner ❑Limited ❑General ❑ Partner LI Limited❑General ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Trustee OF SIGNER ❑ Trustee OF SIGNER ❑ Guardian or Conservator Top of thumb here ❑ Guardian or Conservator Top of thumb here ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: POWER OF ATTORNEY Bond# 0850404 HARCO NATIONAL INSURANCE COMPANY INTERNATIONAL FIDELITY INSURANCE COMPANY Member companies of IAT Insurance Group,Headquartered:4200 Six Forks Rd,Suite 1400, Raleigh, NC 27609 KNOW ALL MEN BY THESE PRESENTS:That HARCO NATIONAL INSURANCE COMPANY,a corporation organized and existing under the laws of the State of Illinois,and INTERNATIONAL FIDELITY INSURANCE COMPANY,a corporation organized and existing under the laws of the State of New Jersey,and having their principal offices located respectively in the cities of Rolling Meadows,Illinois and Newark,New Jersey,do hereby constitute and appoint P. AUSTIN NEFF, EMILIE GEORGE, CHRISTINE WOOLFORD, IRENE LUONG, ALEXANDER R. HOLSHEIMER, JAMES W. MOILANEN, YUNG T. MULLICK, DANIELLE HANSON Mission Viejo, CA their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof,which are or may be allowed, required or permitted by law,statute,rule,regulation,contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY,as fully and amply,to all intents and purposes,as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked,pursuant to and by authority of the By-Laws of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 13th day of December,2018 and by the Board of Directors of HARCO NATIONAL INSURANCE COMPANY at a meeting held on the 13th day of December,2018. "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Senior Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of,Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances,contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation;and(3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking, recognizance,contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF,HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY have each executed and attested these presents on this 31st day of December,2023 ,µ,ur••,y \O�,LtTy/�`ilj STATE OF NEW JERSEY STATE OF ILLINOIS t��q ' `1:��! Countyof Essex �`-4Qa �4r� C+� 4 f� County of Cook SEAL. r o I. cm rrt '�f�904 r, fOJ ,4474 se, %, •r1E Kenneth Chapman '•.•s'�t' �,`� ' Executive Vice President,Harco National Insurance Company " ....... and International Fidelity Insurance Company On this 31st day of December,2023 ,before me came the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn,said he is the therein described and authorized officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY;that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. ""�3"."N • IN TESTIMONY WHEREOF,I have hereunto set myhand affixed myOfficial Seal,at the Cityof Newark, ,••'`�,P ..•ftk i New Jersey the day and year first above written. .:(O NOTARY • :> •� MI . PUBLIC 1.3j : etetie, T • 'OF NJ...... Cathy Cruz a Notary Public of New Jersey '` MyCommission Expires CERTIFICATION pres April 16,2024 I,the undersigned officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney,with the originals on file in the home office of said companies,and that the same are correct transcripts thereof,and of the whole of the said originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF,I have hereunto set my hand on this day, March 4,2024 A00964 Mullick&Moilanen Bonding&I Irene Martins,Assistant Secretary ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On March 5, 2024 before me, Sierra Read, Notary Public (insert name and title of the officer) personally appeared Brooks Berry who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ���°°>F SIERRA READ Notary Public-California Orange County J Commission:2344229 ..L- My Comm.Expires Jan 29.2025 Signature ���/�� `v 1 (Seal) EXHIBIT C PAYMENT BOND (LABOR AND MATERIALS) BOND PREMIUM IS SUBJECT TO CHANGE BASED ON THE FINAL CONTRACT AMOUNT EXECUTED IN DUPLICATE Bond No. 0850404 PERFORMANCE BOND Premium: $7,592.00 KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach ("City"), has awarded to KYA Services LLC 1800 E. McFadden Ave. Santa Ana, CA 92705 ("Principal") (Name and address of Contractor) a contract (the "Contract")for the Work described as follows: Heather Park Play Area Improvements: CIP PR2203/O-PR-1: KYA Job No. P-0100028 (Project name) WHEREAS, Principal is required under the terms of the Contract to furnish a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the undersigned Principal, and Harco National Insurance Company 4200 Six Forks Road, Suite 1400 Raleigh, NC 27609 (Name and address of Surety) ("Surety") a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City in the penal sum of Seven Hundred Sixty Seven Thousand Eight Hundred Thirty and 56/100 Dollars ($ 767,830.56 ), this amount being not less than the total Contract Price, in lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors executors and administrators, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the hereby bounded Principal, his, her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the Contract and any alteration thereof made as therein provided, on the Principal's part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorneys'fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Surety hereby waives any statute of limitations as it applies to an action on this Bond. The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or of the Work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations under this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work or to the specifications. Surety hereby waives the provisions of California Civil Code Sections 2845 and 2849. The City is the principal beneficiary of this Bond and has all rights of a party hereto. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: March 4, 2024 "Principal" "Surety" KYA Services LLC Harco National Insurance Company By: ::TnorneY.iF Its yin) It Iree L ng,By: Its Its Servic�,s \ed C�a6�.�, 41;1; 2013n cn C�SEAL (Self. (Seal) Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County of Orange On ii AR 2024before me,_ Thao Nguyen Luu , Notary Public, Date Insert Name of Notary exactly as it appears on the official seal personally appeared Irene Luong Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), r THAO NGUYEN LUU and that by his/her/their signature(s) on the instrument the • � Notary Public California person(s), or the entity upon behalf of which the person(s) "pi, = Orange County acted, executed the instrument. Commission M 2453804 My Comm.Expires Jul 18. 2027 I certify under PENALTY OF PERJURY under the laws of —— - - — the State of California that the foregoing paragraph is true and correct. Witness my hand and offici I seal. Signature Place Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of the form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: • Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer—Title(s): ❑ Corporate Officer —Title(s):_ ❑ Partner ❑Limited ❑General ❑ Partner ❑Limited❑ General ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Trustee OF SIGNER ❑ Trustee OF SIGNER ❑ Guardian or Conservator Top of thumb here ❑ Guardian or Conservator Top of thumb here ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: POWER OF ATTORNEY Bond# 0850404 HARCO NATIONAL INSURANCE COMPANY INTERNATIONAL FIDELITY INSURANCE COMPANY Member companies of IAT Insurance Group,Headquartered:4200 Six Forks Rd,Suite 1400, Raleigh, NC 27609 KNOW ALL MEN BY THESE PRESENTS:That HARCO NATIONAL INSURANCE COMPANY,a corporation organized and existing under the laws of the State of Illinois,and INTERNATIONAL FIDELITY INSURANCE COMPANY,a corporation organized and existing under the laws of the State of New Jersey,and having their principal offices located respectively in the cities of Rolling Meadows, Illinois and Newark,New Jersey,do hereby constitute and appoint P. AUSTIN NEFF, EMILIE GEORGE, CHRISTINE WOOLFORD, IRENE LUONG, ALEXANDER R. HOLSHEIMER, JAMES W. MOILANEN, YUNG T. MULLICK, DANIELLE HANSON Mission Viejo, CA their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof,which are or may be allowed,required or permitted by law,statute,rule,regulation,contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY,as fully and amply,to all intents and purposes,as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked,pursuant to and by authority of the By-Laws of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 13th day of December,2018 and by the Board of Directors of HARCO NATIONAL INSURANCE COMPANY at a meeting held on the 13th day of December,2018. "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Senior Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of,Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances,contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation;and(3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking,recognizance,contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used Whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF,HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY have each executed and attested these presents on this 31st day of December,2023 .,.......... t\0�0 ir/441. lj STATE OF NEW JERSEY STATE OF ILLINOIS .''. 1•tOR ': �41• Count of Essexy0 !�, Y County of Cook = SEAL SEAL14.474 = = ra ,. ai ,os, 1 V � lE ' Kenneth Chapman . * */ Executive Vice President,Harco National Insurance Company "•••..... and International Fidelity Insurance Company On this 31st day of December,2023 ,before me came the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn,said he is the therein described and authorized officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY;that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. `"....... "•, IN TESTIMONY WHEREOF, I have hereunto set myhand affixed myOfficial Seal,at the Cityof Newark, ,GP g Y HRG� New Jersey the day and year first above written. f; NOTARY*p• :> 1.1.•4111S PUBLIC CR.: T. A OF NEW 3,.o Cathy Cruz a Notary Public of New Jersey MyCommission Expires CERTIFICATION April 16,2024 I,the undersigned officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney,with the originals on file in the home office of said companies,and that the same are correct transcripts thereof,and of the whole of the said originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF,I have hereunto set my hand on this day. March 4,2024 A00964 Mullick&Moilanen Bonding&I Irene Martins,Assistant Secretary EXECUTED IN DUPLICATE Bond No. 0850404 PREMIUM LISTED ON PAYMENT BOND PERFORMANCE BOND (LABOR AND MATERIALS) KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach ("City"), State of California, has awarded to KYA Services LLC 1800 E. McFadden Ave. Santa Ana, CA 92705 ("Principal") (Name and address of Contractor) a contract (the "Contract")for the Work described as follows: Heather Park Play Area Improvements; CIP PR2203/O-PR-1; KYA Job No. P-0100028 (Project name) WHEREAS, under the terms of the Contract, the Principal is required before entering upon the performance of the Work, to file a good and sufficient payment Bond with the City to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code. NOW, THEREFORE, we, the undersigned Principal, and Harco National Insurance Company 4200 Six Forks Road, Suite 1400 Raleigh, NC 27609 (Name and address of Surety) ("Surety") a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the penal sum of Seven Hundred Sixty Seven Thousand Eight Hundred Thirty and 56/100 Dollars ($ 767,830.56 ), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this Work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this Bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys' fees, incurred by City in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this Bond. Upon expiration of the time within which the California Labor Commissioner may serve a civil wage and penalty assessment against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1741, and upon expiration of the time within which a joint labor management committee may commence an action against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1771.2, if the condition of this Bond be fully performed, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On March 5, 2024 before me, Sierra Read, Notary Public (insert name and title of the officer) personally appeared Brooks Berry who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. :5`" A Notary PublicSIERR READ Catfn'na Orange County Commission=2344229 My Comm.Expires Jan 29. 2025 Signature (Seal) The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or the Specifications accompanying the same shall in any manner affect its obligations on this Bond, and it does hereby waive notice of any such change, extension, alteration, or addition. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: March 4, 2024 "Principal" "Surety" KYA Services LLC Harco National Insurance Company sg"VIC0 J 201 _ By: PAIrIPAr SEAL Briro It- Irene Luo7, Atto ey-in-Fact °f Calk�s By: — Its Its (Seal) (Seal) Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA County of Orange On N;u 0 4 2024 before me, Thao Nguyen Luu , Notary Public, Date Insert Name of Notary exactly as it appears on the official seal personally appeared Irene Luong Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), • • THAO NGI;YEN LUl and that by his/her/their signature(s) on the instrument the Notary Public•California person(s). or the entity upon behalf of which the person(s) I Orange County acted, executed the instrument. :pq f.• Commission#2453804 my Comm.Expires Jul 18.2027 I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Signature Place Notary Seal Above Signature of otary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of the form to another document. Description of Attached Document Title or Type of Document: Document Date: _ Number of Pages: Signer(s) Other Than Named Above: Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer--Title(s): ❑ Corporate Officer —Title(s): ❑ Partner ❑Limited ❑General ❑ Partner ❑Limited❑General ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Attorney in Fact RIGHT THUMBPRINT ❑ Trustee OF SIGNER ❑ Trustee OF SIGNER ❑ Guardian or Conservator Top of thumb here ❑ Guardian or Conservator Top of thumb here ❑ Other: ❑ Other: Signer is Representing Signer is Representing: POWER OF ATTORNEY Bond# 0850404 HARCO NATIONAL INSURANCE COMPANY INTERNATIONAL FIDELITY INSURANCE COMPANY Member companies of IAT Insurance Group,Headquartered:4200 Six Forks Rd,Suite 1400,Raleigh, NC 27609 KNOW ALL MEN BY THESE PRESENTS:That HARCO NATIONAL INSURANCE COMPANY,a corporation organized and existing under the laws of the State of Illinois,and INTERNATIONAL FIDELITY INSURANCE COMPANY,a corporation organized and existing under the laws of the State of New Jersey,and having their principal offices located respectively in the cities of Rolling Meadows, Illinois and Newark,New Jersey,do hereby constitute and appoint P. AUSTIN NEFF, EMILIE GEORGE, CHRISTINE WOOLFORD, IRENE LUONG, ALEXANDER R. HOLSHEIMER, JAMES W. MOILANEN, YUNG T. MULLICK, DANIELLE HANSON Mission Viejo, CA their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof,which are or may be allowed,required or permitted by law,statute,rule,regulation,contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY,as fully and amply,to all intents and purposes,as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked,pursuant to and by authority of the By-Laws of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 13th day of December,2018 and by the Board of Directors of HARCO NATIONAL INSURANCE COMPANY at a meeting held on the 13th day of December,2018. "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Senior Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of,Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances,contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation;and(3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking,recognizance,contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF,HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY have each executed and attested these presents on this 31st day of December,2023 ...•rtry„'�• \t�'uiY lj STATE OF NEW JERSEY STATE OF ILLINOIS •„p��. j•70 9V�1 ry Countyof Essex --LI•cr �te ." County of Cook SEAL EEAI �► 19 4471—1904 to (/ / = rs, t1N 3 CD rim >s Kenneth Chapman y ' ,.�. Executive Vice President, Harco National Insurance Company ......."�.. and International Fidelity Insurance Company On this 31st day of December,2023 ,before me came the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn,said he is the therein described and authorized officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY;that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. SHy C IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal,at the City of Newark, °',`c' .gslo `c' New Jersey the day and year first above written. NOTARY��p: :> O.•60 HI = PUBLIC '6:6-10 OF NE J Cathy Cruz a Notary Public of New Jersey ' .,.... My Commission Expires April 16,2024 CERTIFICATION I,the undersigned officer of HARCO NATIONAL INSURANCE COMPANY and INTERNATIONAL FIDELITY INSURANCE COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney,with the originals on file in the home office of said companies,and that the same are correct transcripts thereof,and of the whole of the said originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF,I have hereunto set my hand on this day, March 4,2024 A00964 Mullick&Moilanen Bonding&I /YJ Irene Martins,Assistant Secretary ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On March 5, 2024 before me, Sierra Read, Notary Public (insert name and title of the officer) personally appeared Brooks Berry who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. E• READ Notary PubSIERRAlicCalifornia Orange County Commission 2344229 �/� �My Comm.Expires Jan 29, 2025 Signature (/i' 1 'L ��� (Seal)( ) EXHIBIT D WORKER'S COMPENSATION INSURANCE CERTIFICATE WORKERS' COMPENSATION CERTIFICATE OF INSURANCE WHEREAS, the City of Seal Beach ("City") has required certain insurance to be provided by: KYA Services LLC NOW THEREFORE, the undersigned insurance company does hereby certify that it has issued the policy or policies described below to the following named insureds and that the same are in force at this time: 1. This certificate is issued to: City of Seal Beach City Hall 211 8'h Street Seal Beach, California 90740 The insureds under such policy or policies are: 2. Workers' Compensation Policy or Policies in a form approved by the Insurance Commissioner of California covering all operations of the named insureds as follows: Policy Number Effective Date Expiration Date WLR_C52205359 07/01/2023 07/01/2024 By: Its Authorized Representative EXHIBIT E CITY OF SEAL BEACH INSURANCE ENDORSEMENTS AND CERTIFICATES EXHIBIT E-1 ADDITIONAL INSURED ENDORSEMENT COMMERCIAL GENERAL LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING COMMERCIAL GENERAL LIABILITY] ADDITIONAL INSURED ENDORSEMENT COMPREHENSIVE GENERAL LIABILITY KYA Services LLC- 1800 E McFadden Avenue, Santa Ana, CA 92705 Name and address of named insured("Named Insured"): ALKEME INSURANCE SERVICES, INC. - 111 Corporate Dr.#200, Ladera Ranch, CA 92694 Name and address of insurance company("Company"): General Liability General description of agreement(s), permit(s), license(s), and/or activity(ies)insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the "Policy")or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach ("City"), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials, are additional insureds (the above named additional insureds are hereafter referred to as the "Additional Insureds") under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company's liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s)or permit(s)designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty(30) Days before the effective date thereof. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 8th Street Seal Beach, CA 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS POLICY PERIOD LIMITS OF ENDORSEMENT ATTACHES FROM/TO LIABILITY 6952470 1/1/2024 9/1/2024 11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes: o Contractual Liability ❑ Explosion Hazard o Owners/Landlords/Tenants ❑ Collapse Hazard o Manufacturers/Contractors o Underground Property Damage o Products/Completed Operations o Pollution Liability o Broad Form Property Damage o Liquor Liability o Extended Bodily Injury ❑ o Broad Form Comprehensive ❑ o General Liability Endorsement ❑ 12. A o deductible or❑ self-insured retention (check one) of$ applies to all coverage(s)except: if none, so state). The deductible is applicable ❑ per claim or o per occurrence (check one). 13. This is an Xoccurrence or❑ claims made policy (check one). 14. This endorsement is effective on 1/1/2024 at 12:01 a.m. and forms a part of Policy Number 6952470 Brooks Berry (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed February 21 , 20 24 Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: /�1 659-6476 or initialed signature accepted) EXHIBIT E-2 ADDITIONAL INSURED ENDORSEMENT AUTOMOBILE LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING AUTOMOBILE LIABILITY] ADDITIONAL INSURED ENDORSEMENT AUTOMOBILE LIABILITY KYA Services LLC- 1800 E McFadden Avenue, Santa Ana, CA 92705 Name and address of named insured("Named Insured"): ALKEME INSURANCE SERVICES, INC. - 111 Corporate Dr. #200, Ladera Ranch, CA 92694 Name and address of insurance company("Company"): Automobile Liability General description of agreement(s),permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the"Policy")or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach ("City"), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the "Additional Insureds")under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company's liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty(30) Days before the effective date thereto. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 8th Street Seal Beach, CA 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS POLICY PERIOD LIMITS OF ENDORSEMENT ATTACHES FROM/TO LIABILITY 4629084 1/1/2024 9/1/2024 11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes: x Any Automobiles ❑ Truckers Coverage o All Owned Automobiles ❑ Motor Carrier Act Non-owned Automobiles o Bus Regulatory Reform Act x Hired Automobiles ❑ Public Livery Coverage ➢4 Scheduled Automobiles ❑ o Garage Coverage ❑ 12. A o deductible or o self-insured retention (check one)of$ applies to all coverage(s)except: (if none, so state). The deductible is applicable o per claim or o per occurrence (check one). 13. This is an x occurrence or o claims made policy(check one). 14. This endorsement is effective on 1/1/2024 at 12:01 a.m. and forms a part of Policy Number 4629084 I, Brooks Berry(print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed February 21 , 20 24 Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: (Z14)659-6476 or initialed signature accepted) EXHIBIT E-3 ADDITIONAL INSURED ENDORSEMENT PROFESSIONAL LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING PROFESSIONAL LIABILITY] EXHIBIT E-4 ADDITIONAL INSURED ENDORSEMENT EXCESS LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING UMBRELLA OR EXCESS LIABILITY] ADDITIONAL INSURED ENDORSEMENT EXCESS LIABILITY KYA Services LLC- 1800 E McFadden Avenue, Santa Ana, CA 92705 Name and address of named insured("Named Insured"): ALKEME INSURANCE SERVICES, INC.- 111 Corporate Dr.#200, Ladera Ranch, CA 92694 Name and address of insurance company("Company): Excess Liability General description of agreement(s),permit(s), license(s), and/or activity(ies)insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the"Policy")or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach ("City"), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the "Additional Insureds")under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought, except with respect to the limits of the Company's liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty(30) Days before the effective date thereto. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 Eighth Street Seal Beach, California 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS POLICY PERIOD LIMITS OF ENDORSEMENT ATTACHES FROM/TO LIABILITY 6952470 1/1/2024-9/1/2024 $1,000,000 1000588259231 2/27/2023-2/27/2024 $10,000,000 ❑ Following Form o Umbrella Liability 11. Applicable underlying coverages: INSURANCE COMPANY POLICY NUMBER AMOUNT 12. The following inclusions, exclusions, extensions or specific provisions relate to the above coverages: 13. A o deductible or o self-insured retention (check one)of$ applies to all coverage(s)except: (if none, so state). The deductible is applicable o per claim or o per occurrence (check one). 14. This is an X occurrence or o claims made policy(check one). 15. This endorsement is effective on 2/27/2023at 12:01 a.m. and forms a part of Policy Number 1000588259231 Brooks Berry(pnnt name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed February 21 , 20 24 Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: /14)659-6476 or initialed signature accepted) EXHIBIT F ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING CONTRACTOR LICENSING LAWS [Business & Professions Code § 7028.15] [Public Contract Code § 20103.5] I, the undersigned, certify that I am aware of the following provisions of California law and that I, or the entity on whose behalf this certification is given, hold a currently valid California contractor's license as set forth below (required at time of award): Business & Professions Code § 7028.15: (a) It is a misdemeanor for any person to submit a bid to a public agency in order to engage in the business or act in the capacity of a contractor within this state without having a license therefore, except in any of the following cases: (1) The person is particularly exempted from this chapter. (2) The bid is submitted on a state project governed by Section 10164 of the Public Contract Code or on any local agency project governed by Section 20103.5 of the Public Contract Code. (b) If a person has been previously convicted of the offense described in this section, the court shall impose a fine of 20 percent of the price of the contract under which the unlicensed person performed contracting work, or four thousand five hundred dollars ($4,500), whichever is greater, or imprisonment in the county jail for not less than 10 days nor more than six months, or both. In the event the person performing the contracting work has agreed to furnish materials and labor on an hourly basis, "the price of the contract" for the purposes of this subdivision means the aggregate sum of the cost of materials and labor furnished and the cost of completing the work to be performed. (c) This section shall not apply to a joint venture license, as required by Section 7029.1. However, at the time of making a bid as a joint venture, each person submitting the bid shall be subject to this section with respect to his or her individual Iicensure. (d) This section shall not affect the right or ability of a licensed architect, land surveyor, or registered professional engineer to form joint ventures with licensed contractors to render services within the scope of their respective practices. (e) Unless one of the foregoing exceptions applies, a bid submitted to a public agency by a contractor who is not licensed in accordance with this chapter shall be considered non-responsive and shall be rejected by the public agency. Unless one of the foregoing exceptions applies, a local public agency shall, before awarding a contract or issuing a purchase order, verify that the contractor was properly licensed when the contractor submitted the bid. Notwithstanding any other provision of law, unless one of the foregoing exceptions applies, the registrar may issue a citation to any public officer or employee of a public entity who knowingly awards a contract or issues a purchase order to a contractor who is not licensed pursuant to this chapter. The amount of civil penalties, appeal, and finality of such citations shall be subject to Sections 7028.7 to 7028.13, inclusive. Any contract awarded to, or any purchase order issued to, a contractor who is not licensed pursuant to this chapter is void. (f) Any compliance or noncompliance with subdivision (e) of this section, as added by Chapter 863 of the Statutes of 1989, shall not invalidate any contract or bid awarded by a public agency during which time that subdivision was in effect. (g) A public employee or officer shall not be subject to a citation pursuant to this section if the public employee, officer, or employing agency made an inquiry to the board for the purposes of verifying the license status of any person or contractor and the board failed to respond to the inquiry within three business days. For purposes of this section, a telephone response by the board shall be deemed sufficient. Public Contract Code § 20103.5: In all contracts subject to this part where federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of this state. However, at the time the contract is awarded, the contractor shall be properly licensed in accordance with the laws of this state. The first payment for work or material under any contract shall not be made unless and until the Registrar of Contractors verifies to the agency that the records of the Contractors' State License Board indicate that the contractor was properly licensed at the time the contract was awarded. Any bidder or contractor not so licensed shall be subject to all legal penalties imposed by law, including, but not limited to, any appropriate disciplinary action by the Contractors' State License Board. The agency shall include a statement to that effect in the standard form of pre-qualification questionnaire and financial statement. Failure of the Design-Builder to obtain proper and adequate licensing for an award of a contract shall constitute a failure to execute the Contract and shall result in the forfeiture of the security of Design- Builder. A, B, C15, C10, C20, C33, License No.: 984827 Class:C-61/D 12 Expiration Date: 6/30/2025 Date: 2/21/2024 EXHIBIT G AGREEMENT TO COMPLY WITH LABOR LAW REQUIREMENTS EXHIBIT G AGREEMENT TO COMPLY WITH CALIFORNIA LABOR LAW REQUIREMENTS The undersigned Design-Builder certifies that it is aware of and hereby agrees to fully comply with a[l applicable provisions of California law, including but not limited to the following: 1. This Agreement calls for services that, in whole or in part, constitute "public works" as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code ("Chapter 1"). Further, Design-Builder acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. Therefore, as to those Services that are "public works", Design-Builder shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein. 2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above. 3. Design-Builder shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Design-Builder shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Design-Builder and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Design-Builder or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Design-Builder shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Design-Builder's Services are subject to compliance monitoring and enforcement by DIR. Design-Builder shall post job site notices, as prescribed by DIR regulations. 5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Design-Builder acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Design-Builder shall post such rates at each job site covered by this Agreement. 6. Design-Builder shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Design-Builder shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Design- Builder or by any subcontractor. 7. Design-Builder shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Design-Builder and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records. 8. Design-Builder shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Code of Regulations, Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Design- Builder shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Design- Builder shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Design-Builder and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Design-Builder shall not perform work with any subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. Design- Builder and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If Design-Builder or any subcontractor becomes debarred or suspended during the duration of the project, Design-Builder shall immediately notify City. 10. Design-Builder acknowledges that eight hours labor constitutes a legal day's work. Design-Builder shall comply with and be bound by Labor Code Section 1810. Design- Builder shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Design-Builder shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Design-Builder or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight 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 Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Design-Builder in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay. 11. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Design-Builder hereby certifies as follows: "I am 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 I will comply with such provisions before commencing the performance of the work of this contract." 12. For every subcontractor who will perform work on the project, Design-Builder shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Design-Builder shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Design-Builder shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Design-Builder shall diligently take corrective action to halt or rectify any failure. 13. To the maximum extent permitted by law, Design-Builder shall indemnify, hold harmless and defend (at Design-Builder's expense with counsel reasonably acceptable to City) City, its elected and appointed officials. officers, employees, agents, servants, those City agents serving as independent contractors in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Design-Builder, its subcontractors, and each of their officials, officers, employees, agents and servants) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Design-Builder under this Section shall survive the termination of the Agreement. Date 2/21/2024 Signature Brooks Berry, CFO EXHIBIT H PROPOSAL (Design-Builder's Proposal for Design-Build Services, dated January 22, 2024 for City of Seal Beach - Heather Park - Improvement Project (Project No. P-0100028); KYA CMAS (4-18-72-0057C) ICWit SERVICES LLC PREPARED FOR Kathryne Cho City of Seal Beach +15624312527 kcho@sealbeachca.gov 01 /22/2024 City of Seal Beach - Heather Park - Improvement Project Project Number P-0100028 Contact Deanna Rey 1800 E. McFadden Ave. KYA CMAS (4-18-72-0057C) Santa Ana, CA deanna.rey@thekyagroup.com Pages 6 L►CENSE 984827 (B, C15, D12, A, C20, C10, C33) DIR# 1000003379 KVA SERVICES Proposal: P-0100028 Date:O1/O5/2O24 To:City of Seal Beach Terms: 211 Eighth St KYA CMAS(4-18-72-OO57C) Seal Beach,CA 90749 RA: Deanna Rey RA Phone: RA Email:deanna.rey@thekyagroup.com Site:Heather Park Address: Lampson Ave&Heather St Seal Beach,CA 90740 Site Qualifications and General Scope of Work DIR#1000003379 Priced per KYA CMAS(4-20-78-0089C) Proposal excludes the following: -Removal and root grinding of existing trees -Irrigation -Planting Trees -Maintenance and maintenance equipment not mentioned. -Any Testing for Irrigation,soil,or anything not mentioned. -Removal,disposal,and/or relocation of any obstructions,stockpiles, debris,or excavated materials generated by others. -Traffic/pedestrian control and street sweeping services. -Stormwater pollution prevention plan. -Any work not specifically listed above *All work above quoted under standard working hours 'All work above is assuming standard access and does not include maintenance to improve access. *Please be advised:Upon Contract Award a DIR Project Registration number will be required prior to scheduling *Tax Included in total Notes: Sales tax rate will be based upon the shipping address.Price is good for 30 days from date of quote. Initials This is a legal agreement-please read carefidh Complete and Initial all pages Proposal Number P-0100028 2 KVA SCOPE OF WORK - PRICING SERVICES City of Seal Beach-Heather Park-Improvement Project Quantity U/M Price Value 3/41N CL 2 BASE P-CLASS 2 AGGREGATE BASE-PERMEABLE 285 CY $101.44 $28,910.40 BUFFINGS 050/040-BUFFINGS 50/40 57000 LB $0.57 $32,490.00 BFLV-11-BINDER-11 8500 LB $3.21 $27,285.00 CA-PREMARC-URETHANE BINDER-ALIPHATIC 120 EA $320.70 $38,484.00 CA-TPV CUST-RUBBER GRANULES-CUSTOM,1-4 MM 240 EA $114.80 $27,552.00 CA-TPV RH2O-RUBBER GRANULES-BLACK,1-4 MM 240 EA $98.09 $23,541.60 PLAYGROUND SERIES 212-3 1 EA $117,124.19 $117,124.19 PLAYGROUND SERIES 212-1(partial) 1 EA $30,509.23 $30,509.23 DSA HIP CANOPY-20X20 1 EA $11,524.79 $11,524.79 UPGRADE WITH DESIGN WORK 10500 SF $4.56 $47,880.00 READY MIX CONCRETE 50 CY $217.61 $10,880.50 CONCRETE PUMP 5 EA $409.06 $2,045.30 BAR#4- 1500 EA $6.79 $10,185.00 TEMPORARY FENCING SYSTEM 1500 EA $12.87 $19,305.00 SUNDRIES-SUNDRIES 15 EA $654.48 $9,817.20 Dumpster Service 20 EA $788.17 $15,763.40 Removal of Playground Equipment 150 HRS $100.09 $15,013.50 Application of Playground Equipment 365 HRS $100.09 $36,532.85 Removal of Existing Surface 10000 SF $2.32 $23,200.00 Application of Concrete 3400 SF $38.60 $131,240.00 Concrete Curb outdoor installation 150 LF $54.03 $8,104.50 Application of Poured-In Rubber Surface 5200 SF $12.35 $64,220.00 DESERT GOLD DG 36 TON $74.45 $2,680.20 Application of decomposed granite 900 SF $3.09 $2,781.00 Application of Aggregate Base 10590 SF $2.32 $24,568.80 Bonding Fee 1 EA $6,192.10 $6,192.10 Total Price $767,830.56 This is a legal agreement-please read carefully Complete and Initial all pages Proposal Number P-0100028 3 KVA CONDITIONS AND WARRANTY SERVICES . 1)Proposal: The above proposal is valid for 30 days from the date first set forth above.After 30 days,we reserve the right to increase prices due to the rise in cost of raw materials,fuel or other cost increases.When applicable,KYA Services,LLC reserves the right to implement a surcharge for significant increases in raw materials,including,but not limited to;fuel,and materials.Due to the duration of time between proposals, contracts and final furnishing,KYA Services,LLCreserves the right to implement this surcharge when applicable. Any job that is accepted prior to December 31st of the current year and scheduled to install after December 31st of the current year is subject to price increase 2)Purchase: By executing this proposal,or submitting a purchase order pursuant to this proposal(which shall incorporate the terms of this agreement specifically by reference)which is accepted by KYA Services,LLC.(the"Company"),the purchaser identified above("you"or the "Purchaser")agrees to purchase the materials and the services to be provided by the"Company",as detailed in the Pricing and"General Scope of Work"sections in this agreement,above. 3)Standard Exclusions: Unless specifically included,this agreement does not include,and Company will not provide services,labor or materials for any of the following work:(a)removal or disposal of any material containing asbestos or any hazardous materials as defined by the EPA;neither we nor our installers are responsible for the handling,removal or abatement of asbestos contained floor material or adhesive.Further,our policy is to request an Asbestos Hazard Emergency Response Act(AHERA)report prior to proceeding with any floor material or floor adhesive removal.We and our installers consider it the owners responsibility to produce this report prior to executing this contract.(b)moving Owner's property around the installation site.(c)repair or replacement of any Purchaser or Owner-supplied materials.(d)repair of concealed underground utilities not located on prints,supplied to Company by Owner during the bidding process,or physically staked out of by the Owner,and which are damaged during construction;or(e)repair of damage to existing surfaces that could occur when construction equipment and vehicles are being used in the normal course of construction. 4)Insurance Requirements: Company is not required to provide any insurance coverage in excess of Company's standard insurance.A copy of the Company's standard insurance is available for your review prior to acceptance of the Company's proposal. 5)Payment; Terms of payment are defined in the"Pricing"details section and are specific to this contract.For purposes of this agreement, "Completion"is defined as being the point at which the materials have been furnished.In any event where Completion cannot be effected due to delays or postponements caused by the Purchaser or Owner,final payment(less 10%retainage)is due within 30 days of the date when the Completion was scheduled,had the delay not occurred.All payments must be made to KYA Services,LLC 1800 E. McFadden Ave.,Santa Ana,CA 92705.If the Purchaser or Owner fails or delays in making any scheduled milestone payments,the Company may suspend the fulfilment of its obligations hereunder until such payments are made,or Company may be relieved of its obligations hereunder if payment is more than 60 days past due.Company may use all remedies available to it under current laws,including but not limited to filing of liens against the property and using a collection agency or the courts to secure the collection of the outstanding debt. 6)Lien Releases: Upon request by Owner,Company will issue appropriate partial lien releases as corresponding payments are received from Purchaser, but prior to receiving final payment from Purchaser or Owner,Company will provide a full release of liens upon receipt of final payment.In accordance with state laws,Company reserves the right to place a lien on the property if final payment has not been received 10 days prior to the filing deadline for liens. 7)Site Plan Approval,Permits,Permit Fees.Plans,Engineering Drawings and Survevin4 Site plan approval,permits,permit fees,plans,engineering drawings and surveying are specifically excluded from this agreement and the Services unless specified under the "General Scope of Work".The Company does not in any way warrant or represent that a permit or site plan approval for construction will be obtained.Sealed engineered drawings that are required but not included in the"General Scope of Work" will result in additional cost to Purchaser. 8)Manufacturing and Delivery: Manufacturing lead-time and delivery varies depending on the product purchased. Initials This is a legal agreement-please read earefidIv Complete and Initial all pages Proposal Number P-0100028 4 KVA SERVICES 9)Returned Product,Deposits and/or Cancelled Order: From date of shipment from our facility,all returned product(s)and cancelled orders are subject to a 50%restocking fee.No returns are available following this date.All deposits are non-refundable. 10)Concealed Conditions: "Concealed conditions"include,without limitation to,water,gas,sprinkler,electrical and sewage lines,post tension cables,and steel rebar. Observations that were able to be made either by visual inspection or by drawings and/or plans submitted by Owner at the time this agreement was approved. If additional Concealed Conditions are discovered once work has commenced which were not visible at the time this proposal was approved,Company will stop work and indicate these unforeseen Concealed Conditions to Purchaser or Owner so that Purchaser and Company can execute a change order for any additional work.In any event,any damage caused by or to unforeseen Concealed Conditions is the sole responsibility of the Purchaser and Company shall not be held liable for any such damage. Soil conditions are assumed to be soil that does not contain any water,hard rock(such as limestone,caliche,etc.),rocks bigger than 4inches in diameter or any other condition that will require additional labor,equipment and/or materials not specified by the purchaser or Owner in the bidding process. Any condition requiring additional labor,equipment,and/or materials to complete the drilling or concrete operations will require a change order before Company will complete the process.Any variation will incur additional charges. 11)Changes in the Work: During the course of this project,Purchaser may order changes in the work(both additions and deletions).The cost of these changes will be determined by the Company,and a change order must be completed and signed by both the Purchaser and the Company,which will detail the"General Scope of the Change Order".Should any change be essential to the completion of the project,and the Purchaser refuses to authorize such change order,then Company will be deemed to have performed its part of the project,and the project and Services will be terminated.Upon such termination,Company will submit a final billing to Purchaser for payment,less labor allowance for work not performed but including additional charges incurred due to the stoppage.No credit will be allowed for materials sold and supplied,which will remain the property of the Purchaser. 12)Warranty:Limitations of Liability: Company warrants that all Company-supplied labor and Services will be performed in a good and workmanlike manner.Purchaser shall notify the Company in writing detailing any defects in Service for which a warranty claim is being made. COMPANY SHALL NOT IN ANY EVENT BE LIABLE FOR INDIRECT,SPECIAL,CONSEQUENTIAL,INCIDENTAL,PUNITIVE OR LIQUIDATED DAMAGES IN ANY ACTION ARISING FROM OR RELATED TO THIS AGREEMENT,WHETHER BASED IN CONTRACT, TORT(INCLUDING NEGLIGENCE),INTENDED CONDUCT OR OTHERWISE,INCLUDING WITHOUT LIMITATION,DAMAGES RELATING TO LOSS OF PROFITS,INCOME OR GOODWILL,REGARDLESS OF WHETHER COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL COMPANY'S LIABILITY FOR MONETARY DAMAGES UNDER THIS AGREEMENT EXCEED THE FEES PAID OR DUE AND PAYABLE FOR THE SERVICE UNDER THIS AGREEMENT(OR RELEVANT PURCHASE ORDER). The warranties or the materials are contained in a separate document between Company and the ultimate Owner of the materials,which will be provided to Owner at the time of completion of work. 13)Indemnification: To the fullest extent permitted by law.Purchaser shall indemnify,defend and hold harmless the Company and its consultants,agents and employees or any of them from and against claims,damages, losses and expenses, including but not limited to attomey's fees, relating to furnishing of the materials or performance of the Services,provided that such claim,damage, loss or expense is attributable to bodily injury to,sickness,disease or death of a person,or injury to or destruction of tangible property, but only to the extent caused by the negligent acts or omissions of the Purchaser or its agents,employees,or subcontractors or anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim,damage,loss or expense is caused in part by a party indemnified hereunder.Such obligation shall not be construed to negate,abridge or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in Section 13. 14)Delegation:Subcontractors: The Services and furnishing of materials may be performed by subcontractors under appropriate agreements with the Company Initials Tins is a/c;ia/t/i.rc curs ut-/Trust rr,ac/rarc7irlh ('nuq)hlr ,I/prr%rs Proposal'Number l'-iI I ll/ti S 5 Kyn SERVICES . 15)Force Maieure:Impracticability: The Company shall not be charged with any loss or damage for failure or delay in delivering or furnishing of materials when such failure or delay is due to any cause beyond the control of the Company,due to compliance with governmental regulations,or orders,or due to any acts of God,lockouts,slowdowns,wars or shortages in transportation,materials or labor. 16)Dispute Resolution: Any controversy or claim arising out of or related to this agreement must be settled by binding arbitration administered in CA,92705 by a single arbitrator selected by the parties or by the American Arbitration Association,and conducted in accordance with the construction industry arbitration rules.Judgement upon the award may be entered in any court having jurisdiction thereof. 17)Entire Agreement;No Reliance: This agreement represents and contains the entire agreement between the parties.Prior discussion or verbal representations by the parties that are not contained in this agreement are not part of this agreement.Purchaser hereby acknowledges that it has not received or relied upon any statements or representations by Company or its agents which are not expressly stipulated herein,including without limitation any statements as to the materials,warranties or services provided hereunder. 18)No Third-Party Beneficiaries: This agreements creates no third party rights or obligations between Company and any other person,including any Owner who is not also a Purchaser.It is understood and agreed that the parties do not intend that any third party should be a beneficiary of this agreement. 19)Governing Law: This agreement will be constructed and enforced in accordance with the laws of the State of California. 20)Assignment: Purchaser may not assign this agreement,by operation of law or otherwise,without the prior written consent of the Company.The agreements shall be binding upon and ensure to the benefit of the Company and the Purchaser,and their successors and permitted assigns. Executed to be effective as of the date executed by the Company: KYA Services,LLC Accepted by: Signature: Signature: By:(Print) By:(Print) Title: Title: Date: Date: Initials This is a legal agreement-please read carefirlly Complete and Initial all pages Proposal Number P-0100028 6 EXHIBIT I STATE OF CALIFORNIA MULTIPLE AWARD SCHEDULE NON-MANDATORY WITH KYA SERVICES, CMAS NO. 4-20-78-0089C SUPPLEMENT NO. 5 Procurement Division DES CALIFORNIA DEPARTMENT OF 707 Third Street, 2nd Floor, MS #2-202 GENERAL SERVICES West Sacramento, CA 95605-2811 State of California MULTIPLE AWARD SCHEDULE NON-MANDATORY KYA Services, LLC CMAS NUMBER: 4-20-78-0089C SUPPLEMENT NUMBER: 5 CMAS TERM DATES: 02/26/2020 through 02/10/2025 EFFECTIVE DATE: 11/22/2023 CMAS CATEGORY: Non-Information Technology Commodities APPLICABLE CMAS March 1 , 2023 TERMS & CONDITIONS: State Agencies: See Purchasing Authority MAXIMUM ORDER LIMIT: Dollar Threshold provision Local Government Agencies: Unlimited FOR USE BY: State & Local Government Agencies BASE SCHEDULE #: 47QSMA2ODO8P7 BASE SCHEDULE HOLDER: KYA Services LLC John Dickinson PROGRAM ANALYST John.Dickinson(c�dgs.ca.gov This California Multiple Award Schedule (CMAS) provides for the purchase, warranty, removal, disposal, preparation, installation, maintenance, and repair of park and playground equipment, commercial flooring, pre-engineered and prefabricated buildings and structures for storage solutions, hardware and tools, heating, ventilation, and air conditioning (HVAC), energy-efficient lighting, power distribution equipment, complete daycare, preschool and classroom solutions, and signs. (See page 4 through 10 for the job titles and restrictions applicable to this CMAS.) CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 The purpose of this supplement is to incorporate the following changes: 1) Update the "Available Products and/or Services" and "Excluded Products and/or Services" provisions. 2) Update the California Contractor's License Classes in the "Public Works (Installation Services Only)" provision. The most current Ordering Instructions and Special Provisions, CMAS Terms and Conditions, products and/or services are included herein. All purchase orders issued by State agencies shall incorporate these Ordering Instructions and Special Provisions and CMAS Terms and Conditions. Review these provisions carefully as they have changed. Supplement 5 replaces the original CMAS and the previous supplements in their entirety. NOTICE: Products and/or services on this CMAS may be available on a Mandatory State Contract. If this is the case, the use of this CMAS is restricted unless the State agency has an approved exemption as explained in the State Contract User Instructions. Information regarding State Contracts can be obtained at the: State Contracts Index Listing. This requirement is not applicable to local government agencies. Any reference to a specific manufacturer's or publisher's warranty or terms and conditions as shown in the base schedule are not applicable to this CMAS. The services provided under this CMAS are only available in support of the products covered by this CMAS. State agencies cannot use this CMAS to purchase products available through the California Prison Industry Authority (CALPIA) without a one-time exemption from CALPIA. Agencies may request an exemption at the CALPIA website. A copy of the approved exemption must be kept with the purchase order in the procurement file for audit purposes. CMAS RESTRICTION FOR CARPET PURCHASES The Department of General Services' Office of Sustainability has determined that all carpet purchased by state agencies be made at the ANSI/NSF-140 Platinum level. The Governor's Executive Order B-18-12 Ordered that the State agencies purchase and use environmentally preferable products that have a lesser or reduced effect on human health and the environment. Carpet that is 3rd party certified to ANSI/NSF-140 Platinum level meets the requirement. IMPORTANT NOTE TO ALL USERS OF THIS MULTIPLE AWARD SCHEDULE A contract for the purchase and installation of carpet is a public works contract as defined in Section 1101 of the Public Contract Code and, as such, requires certain special conditions. Prior to placing an order against this multiple award schedule, read pages 26 through 35 entitled "Information Regarding the Purchase and Installation of Carpet and Other Floor Coverings" to ensure your agency understands the special conditions involving public works contracts. If your agency does not have staff with expertise involving public works contracts, it is recommended that you seek interagency assistance or consider not using this multiple award schedule. October 4, 2023 Ordering Instructions and Special Provisions 2 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Agency non-compliance with the requirements may result in the loss of CMAS program delegated purchasing authority. CMAS contractor non-compliance with the requirements may result in termination. October 4, 2023 Ordering Instructions and Special Provisions 3 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 CMAS PRODUCT & SERVICE CODES Product & Service Codes listed below are for marketing purposes only. Review the base schedule for the products and/or services available. Brand-Act Global Brand-Bentley Brand-Quick Crete Brand-Tandus Building-Prefab Structure-Medical Floor Coy-Broadloom Carpet Floor Coy-Hardwood Floor Coy-Sport Flooring Floor Coy-Synthetic Turf Floor Coy-Vinyl Sheeting/Tile Playground-Equip Sport Surface-Synthetic Track AVAILABLE PRODUCTS AND/OR SERVICES This CMAS provides for the purchase, warranty, removal, disposal, preparation, installation, maintenance, and repair of park and playground equipment, commercial flooring, pre-engineered and prefabricated buildings and structures for storage solutions, hardware and tools, heating, ventilation, and air conditioning (HVAC), energy-efficient lighting, power distribution equipment, complete daycare, preschool and classroom solutions, and signs. Only the following services are available within the scope of this CMAS: Standard Floor Preparation (So Cal) Standard Floor Preparation (Sac) Standard Floor Preparation (Bay Area) Excessive Floor Preparation (So Cal) Excessive Floor Preparation (Sac) Excessive Floor Preparation (Bay Area) Field Repairs Removal of Playground Equipment Application of Playground Equipment Standard Floor Prep Furniture R&R Toilet Removal Turf Removal Turf Application (Standard) Turf Application (Non- Standard) Concrete Curb Natural Sod Removal Poured-In-Place Removal Poured-In-Place Application Natural Sod Application October 4, 2023 Ordering Instructions and Special Provisions 4 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Poured-In-Place Repair Aggregate Base Removal Aggregate Base Application Logo Application Track Surface Repair Track Surface Re-Top Track Surface Complete Application Track Surface Refresh Structural Spray Black Structural Spray Color Base Mat w/ Structural Spray Black Base Mat w/ Structural Spray Color Polyurethane Sandwich System Polyurethane Full Pour Track Maintenance Substrate Prep Substrate Compaction Trenching Clear, Grub and Haul Staking Goal Post Application Drainage Application Application of Sports Pad Application of Playground Pad Application of Infill Application of Headerboard Removal of Existing Surface Application of Rubber Playground Tiles Standard Synthetic Turf Maintenance Premium Synthetic Turf Maintenance Application of Asphalt Application of Concrete Perimeter saw cut Application of tree wells Application of mulch Application of decomposed granite Application of irrigation Perimeter pip removal Asphalt saw cut Application of sealer Re-grading base Application of ramp Application of grout Scarification Application of seeded rock Demo Glue Down Carpet / Carpet Tile Demo Powerbond Carpet/ Vinyl Backed October 4, 2023 Ordering Instructions and Special Provisions 5 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Demo Carpet over Pad Demo Sheet Vinyl Demo VCT/LVT Demo Rubber Skim Coat Grind Floor Application of Carpet Tile Application of Powerbond Carpet Application of Carpet Over Pad Lift Application of Carpet Tile Application of Sheet Vinyl Self Cove Application of Linoleum Heat Weld Application of LVT Application of VCT Application of Rubber Tile 4" Rubber Base 6" Rubber Base Vinyl Transition Strips Moisture Test Outside Corner Installation Removal of Degraded Seal Coats Application of Moisture Barrier Demo Ceramic Tile Application of HVT Expediting Service Application of Self- Level Compound Application of Ceiling Tiles Surface Preparation for Finish Application of Lamp Lens Application of Retrofit LED Kit Application of Tackboard Application of Sound Wall Application of Thermostats Dumpster Service Demo Existing Wood Flooring < 5,000sf Demo Existing Wood Flooring > 5,000sf Install Wood Flooring < 5,000sf Install Wood Flooring > 5,000sf Install Wood Subfloor < 5,000sf Install Wood Subfloor > 5,000sf Install Visqueen Vapor Retarder Shim Flooring < 5,000sf Shim Flooring > 5,000sf Slab infill < 5,000sf Slab infill > 5,000sf October 4, 2023 Ordering Instructions and Special Provisions 6 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Install Threshold Install Floor Lids Install Vent Cove Base The ordering agency must verify all products and/or services are currently available on the base General Services Administration (GSA) schedule. Only the following job titles are available within the scope of this CMAS: Floor Covering Journeyman (So Cal) Floor Covering Level 1 (So Cal) Floor Covering Level 2 (So Cal) Floor Covering Level 3 (So Cal) Floor Covering Level 4 (So Cal) Floor Covering Level 5 (So Cal) Floor Covering Level 6 (So Cal) Floor Covering Level 7 (So Cal) Floor Covering Level 8 (So Cal) Floor Covering Journeyman (Bay Area) Floor Covering Level 1 (Bay Area) Floor Covering Level 2 (Bay Area) Floor Covering Level 3 (Bay Area) Floor Covering Level 4 (Bay Area) Floor Covering Level 5 (Bay Area) Floor Covering Level 6 (Bay Area) Floor Covering Level 7 (Bay Area) Floor Covering Level 8 (Bay Area) Floor Covering Journeyman (Sac) Floor Covering Level 1 (Sac) Floor Covering Level 2 (Sac) Floor Covering Level 3 (Sac) Floor Covering Level 4 (Sac) Floor Covering Level 5 (Sac) Floor Covering Level 6 (Sac) Floor Covering Level 7 (Sac) Floor Covering Level 8 (Sac) Carpenter Journeyman HVAC Installer HVAC Laborer HVAC Technician Site Assessment Coordinator Tile Layer Journeyman October 4, 2023 Ordering Instructions and Special Provisions 7 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 The ordering agency must verify the following current information about the job titles available in the base schedule at the General Services Administration (GSA) eLibrary: • Description of the functional requirements • Minimum education and experience requirements • Maximum pricing allowed (lower pricing acceptable) FIND BASE SCHEDULE PRICING Once on the Contractor Information page for a specific GSA schedule, the pricelist can be found either in the Contractor Terms & Conditions (T&Cs)/Pricelist document or at GSA Advantage. The Contractor T&Cs/Pricelist document is provided by the contractor as a requirement of GSA and can be found under the Contractor T&Cs/Pricelist heading by clicking on the page icon. If the contractor has products/services available for ordering on GSA Advantage, a 'GSA Advantage' icon will be displayed. By clicking this image link, this will execute a search against GSA Advantage. Depending on the category, whether product or service related, will return either: 1) If products, a listing of all products available for the contractor under this contract 2) If services, the same document provided under the column Contractor T&Cs/Pricelist by clicking View Contractor Information and then View Contractor Catalog. EXCLUDED PRODUCTS AND/OR SERVICES The following products and services are not available under this CMAS: The purchase of Information Technology (IT) hardware Non-Information Technology consulting services Public works services for State Agencies Surveillance Systems Security and Detection Systems Physical Access Control Systems Complete Facilities Maintenance and Management Smart Buildings Systems Integrator Paint Custom Graphics/Letters Re-Paint Existing Game Lines Court Design Service Application of replica plants Application of cobble stone Application of woodchips Application of boulders Application of slurry Striping -asphalt Natural tree - small Natural tree - med Natural - large Application of natural plants Application of pavers October 4, 2023 Ordering Instructions and Special Provisions 8 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Specialty Equipment Service GMAX Testing Procedure Performance Testing Procedure HIC Testing Procedure Application of Interior Paint Application of Exterior Paint Field Surveyor Service Application of Window Treatment Storage Service Water Base Wood Floor Refinishing < 5000sf Water Base Wood Floor Refinishing > 5,000sf Oil Base Wood Floor Refinishing < 5000sf Oil Base Wood Floor Refinishing > 5,000sf Sand & Refinish Wood Flooring < 5,000sf Sand & Refinish Wood Flooring > 5,000sf Patch Wood Flooring < 5,000sf Patch Wood Flooring > 5,000sf Application of Additional Finish Coat Paint Basketball Court Paint Volleyball Court Paint Badminton Court Paint Pickleball Court Paint/Stain Floor Air Cooled Chiller Services —Annual Cost per Chiller Water Cooled Screw and Centrifugal Chiller Services — Annual Cost per Chiller Water Cooled Magnetic Bearing Chiller Services —Annual Cost per Chiller Heat Exchanger Services—Annual Cost per Heat Exchanger Air Compressor Services — Annual Cost per Air Compressor VFD's and Pump Services —Annual Cost per VFD and Pump Air— Water Separator Services —Annual Cost per Separator Electric Vehicle (EV) Charging Basic - 240 V - Up to 400A Electric Vehicle (EV) Charging Basic -480 V - 400 to 2000A Electric Vehicle (EV) Charging Stations - Level II - 240V Electric Vehicle (EV) Charging Stations — Level III - 480V Energy Efficiency Assessment I Energy Efficiency Assessment 2 Energy Efficiency Assessment 3 Roof Mount Solar Option #1 Ground Mount Solar Option #2 Solar Carport Option #3 Flooring Project Manager Flooring Site Supervisor Flooring Project Coordinator Flooring Project Estimator Turf Project Manager Turf Site Supervisor Turf Project Coordinator October 4, 2023 Ordering Instructions and Special Provisions 9 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Turf Project Estimator Rendering Coordinator Procurement Coordinator Submittals Coordinator Plumber/HVAC/Electrician General Laborer Journeyman General Laborer Material Handler Level 1 Drywall Installer Journeyman Communications System Installer Plasterer Journeyman Quality Control Supervisor Safety Coordination Manager Construction Project Supervisor Project Specification Consultant Project Design Consultant Cement Mason Journeyman Drywall Lather Journeyman Operating Engineer Journeyman AN Installer HVAC Project Manager Installer - Access Systems Technician - Access Systems Project Manager - Access Systems Project Engineer - Access Systems EV Installer EV Technician EV Project Manager EV Project Engineer Construction Laborer- Site Clean Up and Management Construction Laborer- Journeyman Construction Laborer - Skilled and Trained Construction Laborer - Apprentice Construction Laborer- Equipment Operator Order-Level Materials (OLM) ISSUE PURCHASE ORDER TO Agency purchase orders must be sent to the following: KYA Services, LLC 1800 E McFadden Avenue Santa Ana, CA 92705-4708 Attn: Lisa Chavez E-mail: Iisa.chavez@thekyagroup.com October 4, 2023 Ordering Instructions and Special Provisions 10 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Agencies with questions regarding products and/or services may contact the CMAS contractor as follows: Contact: Lisa Chavez Phone: (714) 659-6477 E-mail: lisa.chavez@thekyagroup.com Website: https://www.thekyagroup.com/ TOP 500 DELINQUENT TAXPAYERS In accordance with Public Contract Code (PCC) 10295.4, and prior to placing an order for non-IT goods and/or services, agencies must verify with the Franchise Tax Board and the California Department of Tax and Fee Administration that this CMAS contractor's name does not appear on either list of the 500 largest tax delinquencies pursuant to Revenue and Taxation Code 7063 or 19195. The Franchise Tax Board's list of Top 500 Delinquent Taxpayers is available at their website. The California Department of Tax and Fee Administration's list of Top 500 Sales & Use Tax Delinquencies in California is available at their website. CALIFORNIA SELLER'S PERMIT The CMAS contractor's California Seller's Permit Number is 102369022. Prior to placing an order with this company, agencies must verify that this permit is still valid at the California Department of Tax and Fee Administration website. MINIMUM ORDER LIMITATION The minimum dollar value of an order to be issued under this CMAS is $2,500. CMAS PRICES The maximum prices allowed for the products and/or services available are those set forth in the base schedule. The ordering agency is encouraged to seek prices lower than those in the base schedule. When responding to an agency's Request for Offer (RFO), the CMAS contractor can offer lower prices to be competitive. PRICE DISCOUNTS This CMAS contains dollar volume and prompt payment discounts. See the base schedule for the specific discount percentage. October 4, 2023 Ordering Instructions and Special Provisions 11 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 EXECUTIVE ORDER N-6-22 — RUSSIA SANCTIONS On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. "Economic Sanctions" refers to sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The State shall provide Contractor advance written notice of such termination, allowing Contractor at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State. DARFUR CONTRACTING ACT This CMAS contractor has certified compliance with the Darfur Contracting Act, per PCC 10475. It is the agency's responsibility to verify that the contractor has a Darfur Contracting Act Certification on file. IRAN CERTIFICATION This CMAS contractor has certified compliance with the Iran Contracting Act, per PCC 2001-2008. It is the agency's responsibility to verify that the contractor has an Iran Contracting Act Certification on file. CALIFORNIA CIVIL RIGHTS LAW CERTIFICATION Pursuant to PCC 2010 applicants must certify their compliance with the California Civil Rights laws and Employer Discriminatory Policies (Civil Code 51, GC 12960). It is the agency's responsibility to verify that the contractor has a California Civil Rights Law Certification on file. WARRANTY For warranties, see the base schedule and the CMAS Warranty provision in the CMAS Terms and Conditions/General Provisions. CMAS contractor personnel shall have the experience, education, and expertise as defined in the base schedule. DELIVERY As negotiated between agency and CMAS contractor and included in the purchase order. LIQUIDATED DAMAGES FOR LATE DELIVERY The value of the liquidated damages cannot be a penalty, must be mutually agreed upon by agency and contractor and included in the purchase order to be applicable. October 4, 2023 Ordering Instructions and Special Provisions 12 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 SHIPPING INSTRUCTIONS F.O.B. (Free On Board) Origin. Buying agency pays the freight charges. State agencies shall follow the instructions below whenever the weight of the purchase is 100 lbs. or more and F.O.B. Destination, Freight Prepaid is not used. This requirement is not applicable to local government agencies. All shipments will be made by ground transportation unless otherwise ordered on the purchase order. Traffic Management Unit (TMU) approval is not required for any Leveraged Procurement Agreement negotiated by DGS; however, it is recommended that state agencies contact TMU for a freight weight comparison using the Freight Analysis Worksheet on the TMU website, under the "Forms" heading to ensure the state is getting the most reasonable shipping cost. Note: If shipping charges for purchases weighing less than 100 lbs. appear to be excessive (e.g., $500 for a 5 lb. package where the shipping charge is a percentage of the cost of the item being purchased), departments are encouraged to contact TMU for help to obtain more appropriate pricing. TMU contact information can be found at the TMU website. PURCHASING AUTHORITY DOLLAR THRESHOLD Order limits for the purchase of goods and/or services is determined by the individual agency purchasing authority threshold. No CMAS order may be executed by a State agency that exceeds that agency's purchasing authority threshold, unless an exemption is granted by the Department of General Services (DGS) Purchasing Authority Unit (PAU). State agencies with approved purchasing authority, along with their dollar thresholds can be obtained at the List of State Departments with Approved Purchasing Authority website. HOW TO USE CMAS State agencies must adhere to the requirements in the State Contracting Manual (SCM) Volume 2, Chapter 1600 and CMAS Ordering Instructions and Special Provisions when using CMAS. • Develop an RFO, which includes a Scope of Work (SOW) and Bidder Declaration form. For information on the Bidder Declaration requirements see SCM, Volume 2, Sections 305 and 1202. • Clearly defined Tasks (what needs to be done) and Deliverables (outcome of each task, i.e., reports, procedures manual, etc.) must be included in the State's SOW. • A Work Order Authorization (WOA) may be used to document completion of pre-determined tasks, but only if the tasks are clearly defined in the SOW. The WOA may be used to approve release for the next phase of the agreement but cannot be used to identify any tasks other than the ones called out in the SOW. The WOA will be signed by all parties and may be submitted for progress payments under the award. October 4, 2023 Ordering Instructions and Special Provisions 13 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 • Projects can be performed on a Fixed Price Per Deliverable (FP/D). Fixed Price; FP/D: A defined service, or set of services, performed by Contractor in response to a defined task, or set of tasks, at a specific fixed price, and delivered per a specific schedule. Note: When using FP/D the Statement of Work must describe in detail the particular project and the work that the selected Qualified Contractor will be required to perform. • For Consulting or Personal services, do not include any labor categories/job titles or number of hours limit in RFO Requirements or the SOW. The CMAS Contractor provides this information in their Attachment B Cost Worksheet. The State does not have the expertise to make this decision (GC 19130(b)). • Search for potential CMAS contractors on the CMAS website and select "Find a CMAS Contractor." • Request offers from a minimum of 3 CMAS contractors including one small business (SB) and/or Disabled Veteran Business Enterprise (DVBE), if available, who are authorized to sell the products and/or able to perform the services needed. (Government Code 14846(b)). • A valid attempt must be made to secure offers from viable CMAS contractors who are able to supply the goods and/or provide the services. Neither a lack of sufficient CMAS contractors nor the use of restrictive requirements meets the intent for obtaining offers (SCM Volume 2, Section 1670.2). • If requesting offers from a certified DVBE, include the Disabled Veteran Business Enterprise Declarations form (Standard 843) in the RFO. This declaration must be completed by the DVBE prime contractor and/or any DVBE subcontractors and submitted with the offer (SCM Volume 2, Section 1201). • This is not a bid transaction, so the small business preference, DVBE incentives, protest language, intent to award, evaluation criteria, advertising, Administrative and Technical Requirements, etc. are not applicable. (SCM Volume 2, Section 1603). • If less than 3 offers are received, State agencies must document their file with the reasons why the other suppliers did not respond with an offer. The reason must come from the CMAS contractor. • Assess the offers received using best value criteria including cost as one of the criteria (SCM Volume 2, Section 1603). • Issue a Purchase Order to the selected CMAS contractor. • For CMAS transactions under $10,000, only one offer is required if the State agency can establish and document that the price is fair and reasonable. The fair and reasonable method can only be used for non-customizable purchases. See SCM Volume 2, Section 1510 for Fair and Reason criteria. Local agencies must follow their own procurement regulations. For more information see the Local Agency packet available online. October 4, 2023 Ordering Instructions and Special Provisions 14 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 AGENCY RESPONSIBILITY Each agency is responsible for its own contracting program and purchasing decisions, including use of the CMAS program and associated outcomes. This responsibility includes, but is not limited to, ensuring the necessity of the services, securing appropriate funding, complying with laws and policies, preparing the purchase order in a manner that safeguards the State's best interests, obtaining required approvals, and documenting compliance with GC 19130.b(3) for outsourcing services. It is the responsibility of each agency to consult with their legal staff and contracting offices for advice depending upon the scope or complexity of the purchase order. If legal services are not available within your agency, DGS Office of Legal Services is available to provide services. CONFLICT OF INTEREST Agencies must evaluate the proposed purchase order to determine if there are any potential conflict of interest issues. See the CMAS Terms and Conditions, Conflict of Interest, for more information. SPLITTING ORDERS Splitting orders to avoid any monetary limitations is prohibited. Do not circumvent normal procurement methods by splitting purchases into a series of delegated purchase orders per PCC 10329. Splitting a project into small projects to avoid either fiscal or procedural controls is prohibited per State Administrative Manual (SAM) 4819.34. This provision does not apply to local government agencies. ORDERING PROCEDURES 1. Purchase Orders All Ordering Agency purchase order documents executed under this CMAS must contain the applicable CMAS number as show on page 1. a. State Departments: Standard 65 Purchase Documents — State departments not transacting in FISCal must use the Purchasing Authority Purchase Order (Standard 65) for purchase execution. An electronic version of the Standard 65 is available at the Department of General Services (DGS), Procurement Division (PD) website, select Standard (STD) Forms. FISCAL Purchase Documents— State departments transacting in FISCal will follow the FISCal procurement and contracting procedures. b. Local Government Agencies: Local government agencies may use their own purchase order document for purchase execution. October 4, 2023 Ordering Instructions and Special Provisions 15 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 The agency is required to complete and distribute the purchase order. For services, the agency shall modify the information contained on the order to include the service period (start and end date), the monthly cost (or other intermittent cost), and any other information pertinent to the services. The cost for each line item must be included in the order, not just system totals. The contractor must immediately reject purchase orders that are not accurate. Discrepancies are to be negotiated and incorporated into the purchase order prior to product delivery and service implementation. 2. Service and Delivery after CMAS Expiration The purchase order must be issued before the CMAS expires. However, delivery of the products or completion of the services may be after the CMAS expires (unless otherwise specifically stated in the purchase order). Amending the purchase order to add quantity, time, or money is not possible if the CMAS expired. 3. Multiple CMAS Agreements on a Single Purchase Order State agencies wishing to include multiple CMAS agreements on a single FISCal purchase order must adhere to the following guidelines: • All CMAS must be for the same CMAS contractor. • The purchase order must go to one contractor location. • Enter the word "CMAS" in the space reserved for the Leveraged Procurement Agreement (LPA) number. The word "CMAS" signifies that the purchase order contains items from multiple CMAS agreements. The purchasing agency may only use one bill code. • For each individual CMAS, the agency must identify and group together the CMAS number with the line items and subtotal per CMAS number (do not include tax in the subtotal), and sequentially identify each individual CMAS as Sub #1, Sub #2, Sub #3, etc. This facilitates accurate billing of administrative fees by the Procurement Division. • The total of all items on the purchase order must not exceed the State agency's purchasing authority dollar threshold granted by DGS PAU. • Do not combine items from IT and non-IT CMAS agreements. An Information Technology CMAS begins with the number '3" and a non-IT CMAS begins with the number"4." The purchase order limits are different for these CMAS agreements. 4. Amendments to State Agency's Purchase Orders Agency purchase orders cannot be amended if the CMAS has expired. SCM, Volume 2, Section 1605 provides the following directions regarding amendments to all types of LPA purchase orders: Original orders, which include options for changes (e.g., quantity or time), that were assessed and considered in the selection for award during the RFO process, may be amended consistent with the terms of the original order, provided that the original order allowed for amendments. If the original order did not evaluate options, then amendments are not allowed unless an Non-Competitively Bid is approved for those amendments. October 4, 2023 Ordering Instructions and Special Provisions 16 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Amendments unique to Non-IT Services: If the original contract permitted amendments, but did not specify the changes, (e.g., quantity or time), it may be amended. Per PCC 10335 (d)(1), a contract may only be amended once under this exemption. The time shall not exceed one year, or add not more than 30 percent of the original order value and may not exceed $250,000. If the original contract did not have language permitting amendments, the Non-Competitively Bid process must be followed. CMAS CONTRACTOR OWNERSHIP INFORMATION The CMAS contractor is a large business enterprise. SMALL BUSINESS MUST BE CONSIDERED Prior to placing orders under the CMAS program, State agencies must first consider offers from small businesses that have established CMAS agreements (GC 14846(b)). NOTE: DGS auditors will request substantiation of compliance with this requirement when agency files are reviewed. CMAS Small Business and Disabled Veteran Partners can be found on the CMAS website by selecting "Find a CMAS Contractor". In response to our commitment to increase participation by small businesses, the Department of General Services waives the administrative fee (charged to customer agencies to support the CMAS program) for orders to California certified small business enterprises. SMALL BUSINESS/DVBE - TRACKING State agencies are able to claim subcontracting dollars towards their SB or DVBE goals whenever the CMAS contractor subcontracts a commercially useful function to a certified SB or DVBE. The CMAS contractor will provide the ordering agency with the name of the SB or DVBE used and the dollar amount the ordering agency can apply towards its SB or DVBE goal. SMALL BUSINESS/DVBE - SUBCONTRACTING 1. The amount an ordering agency can claim towards achieving its SB or DVBE goals is the dollar amount of the subcontract award made by the CMAS contractor to each SB or DVBE. 2. The CMAS contractor will provide an ordering agency with the following information at the time the order is quoted: a. The CMAS contractor will state that, as the prime contractor, it shall be responsible for the overall execution of the fulfillment of the order. b. The CMAS contractor will indicate to the ordering agency how the order meets the SB or DVBE goal, as follows: i. List the name of each company that is certified by the Office of Small Business and DVBE Services that it intends to subcontract a commercially useful function to; and October 4, 2023 Ordering Instructions and Special Provisions 17 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 ii. Include the SB or DVBE certification number of each company listed and attach a copy of each certification; and iii. Indicate the dollar amount of each subcontract with a SB or DVBE that may be claimed by the ordering agency towards the SB or DVBE goal; and iv. Indicate what commercially useful function the SB or DVBE subcontractor will be providing towards fulfillment of the order. 3. The ordering agency's purchase order must be addressed to the prime contractor, and the purchase order must reference the information provided by the prime contractor as outlined above. CONTRACTORS ACTING AS FISCAL AGENTS ARE PROHIBITED When a subcontractor ultimately provides all of the products or performs all of the services that a CMAS contractor has agreed to provide, and the prime contractor only handles the invoicing of expenditures, then the prime contractor's role becomes that of a fiscal agent because it is merely administrative in nature and does not provide a Commercially Useful Function. It is unacceptable to use fiscal agents in this manner because the agency is paying unnecessary administrative costs. WITHHOLD LANGUAGE (SB588) Upon delivery or completion of ordered goods or services for which the Contractor committed to DVBE subcontractor participation, state departments must require the Contractor to certify all the following: 1. The amount and percentage of work the Contractor committed to provide to one or more DVBEs under the requirements of the contract and the amount each DVBE received from the Contractor. 2. That all payments under the contract have been made to the DVBE. Upon request, the Contractor must provide proof of payment for the work. In accordance with the Military and Veterans Code 999.7, state departments shall withhold $10,000 from the final payment, or the full final payment if less than $10,000, if the Contractor fails to meet the certification requirements identified above. State departments shall notify the Contractor of their failure to meet the certification requirements and give the Contractor an opportunity to comply with the certification requirements. If after 30 calendar days from the date of notice, the Contractor refuses to comply with the certification requirements, the state department shall permanently deduct $10,000 from the final payment or the full payment if less than $10,000. PRODUCT SUBSTITUTIONS Substitution of Deliverables may not be tendered without advance written consent of the Buyer. The Contractor must offer an equivalent or newer model of the product from the same manufacturer at the same or lower price. Contractor cannot use any specification in lieu of those contained in the Contract without written consent from the Buyer. October 4, 2023 Ordering Instructions and Special Provisions 18 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 NEW EQUIPMENT REQUIRED The State will procure new equipment. All equipment must be new (or warranted as newly manufactured) and the latest model in current production. Used, shopworn, demonstrator, prototype, or discontinued models are not acceptable. Where Federal Energy Management Program (FEMP) standards are available, all State agencies shall purchase only those products that meet the recommended standards. All products displaying the Energy Star label meet the FEMP standards. SPECIAL MANUFACTURED GOODS Any CMAS for goods to be manufactured by the CMAS contractor specifically for the State and not suitable for sale to others may require progress payments. For a Non-IT goods CMAS, see the CMAS Non-IT Commodities Terms and Conditions, Provision 69, Progress Payments. TRADE-IN EQUIPMENT Trade-ins at open market price may be considered. The product description and trade-in allowance must be identified on the purchase order. Agencies are required to adhere to SAM 3520 through 3520.6, Disposal of Personal Property and Surplus Personal Property, as applicable, when trade-ins are considered. A Property Survey Report, Standard 152, must be submitted for approval prior to disposition of any State owned personal property, including general office furniture regardless of the acquisition value, or if the property was recorded or capitalized for accounting purposes. STATE AGENCY BUY RECYCLED CAMPAIGN State ordering agencies are required to report purchases made within the eleven product categories in the California Department of Resources Recycling and Recovery's State Agency Buy Recycled Campaign per PCC 12200 through 12217. Contractor will be required to complete and return a Recycled-Content Certification form upon request by the state ordering agency. ACCEPTANCE TESTING CRITERIA If the agency wants to include acceptance testing for all newly installed technology systems, individual equipment, and machines which are added or field modified (modification of a machine from one model to another) after a successful performance period, the test criteria must be included in the purchase order to be applicable. October 4, 2023 Ordering Instructions and Special Provisions 19 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 PRODUCT INSTALLATION The CMAS contractor is fully responsible for all installation services performed under the CMAS. Product installations must be performed by manufacturer authorized personnel and meet manufacturer documented specifications. The prime contractor, as well as any subcontractors, must hold any certifications and/or licenses required for the project. PUBLIC WORKS (INSTALLATION SERVICES ONLY) A public works contract is defined as an agreement for "the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind" in accordance with PCC 1101. State agencies planning these types of projects need to review SCM, Volume 1, Chapters 10 and 11 for applicable guidelines and regulations. Visit the DGS, Real Estate Services Division (RESD) website if you have questions about public works transactions. Local Agency CMAS purchase orders may allow for public works installation only when it is in support of the products covered by this CMAS. Agencies are to ensure that the applicable laws and codes pertaining to the contractor and subcontractor licensing, prevailing wage rates, bonding, labor code requirements, etc. are adhered to by the prime contractor as well as any subcontractor during performance under the CMAS purchase order. The bond amount for public works is not less than 100% of the purchase order price. NOTE: In accordance with Labor Code (LC) 1773.2, the ordering agency is responsible for determining the appropriate craft, classification or type of worker needed for any contract for public works. Also, the agency is to specify the applicable prevailing wage rates as determined by the Director of the Department of Industrial Relations (DIR). In lieu of specifying the prevailing wage rates, the agency may include a statement on the order that the prevailing wage rates are on file at the agency's office and will be made available upon request. The prevailing wage rates are available from DIR at www.dir.ca.gov (select Statistics & Research). Bonds: For guidelines, see CMAS, General Terms and Conditions, Public Works Requirements. State Contractor's License: Public works services can be obtained through CMAS only if incidental to the overall purchase order. If incidental public works services are included in the purchase order, prior to issuing the order agencies should visit the State Contractor's License Board website to verify that the Contractor's License shown below is still active and in good standing. The CMAS contractor's California Contractor's License number is 984827. This is a Class C15 - Flooring And Floor Covering, B - General Building, C-61 / D12 - Synthetic Products, A - General Engineering, C20 - Warm-Air Heating, Ventilating and Air-Conditioning, and C10 - Electrical license that is valid through 06/30/2025. October 4, 2023 Ordering Instructions and Special Provisions 20 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 NOT SPECIFICALLY PRICED (NSP) ITEMS Contractors must be authorized providers of the products and/or services they offer under the NSP Items provision. Agency and contractor use of the NSP provision is subject to the following requirements: 1. Purchase orders containing only NSP items are prohibited. 2. A purchase order containing NSP items may be issued only if it results in the lowest overall alternative to the State. 3. NSP items shall be clearly identified in the order. Any product or service already specifically priced and included in the base contract may not be identified as an NSP item. 4. Maximum Order Limitation: For orders $250,000, or less, the total dollar value of all NSP products included in a purchase order shall not exceed $5,000. For orders exceeding $250,000, and at the option of the contractor, the total dollar value of all NSP products in a purchase order shall not exceed 5% of the total cost of the order, or $25,000 whichever is lower. The total dollar value of all services included in a purchase order must not exceed the dollar value of the products. NSP may be used to cover labor for a "clean" install (typically new construction) or to prepare an "unclean" site for carpet installation. However, the total dollar value of ALL services (NSP services and line item services in the base contract) must not exceed the total product cost. 5. An NSP item included in an order issued against this CMAS is subject to all of the terms and conditions set forth in the CMAS. The following NSP items ARE SPECIFICALLY EXCLUDED from any order issued under this CMAS: 1 . Items not intended for use in direct support of the priced items included in the same order. An NSP item must be subordinate to the specifically priced item that it is supporting. For example, a cable, which is not otherwise specifically priced in the base contract is subordinate to a specifically priced printer and is eligible to be an NSP item subject to that cable meeting the remaining NSP requirements. However, a printer that is not otherwise specifically priced in the base contract is not subordinate to a specifically priced cable and is not eligible to be an NSP item. 2. Supply type items, except for the minimum amount necessary to provide initial support to the priced items included in the same order. 3. Any other item or class of items specifically excluded from the scope of this CMAS. 4. Public Works services NOT incidental to the overall project requirements. 5. Installation Services 6. Products or services the contractor is NOT factory authorized or otherwise certified or trained to provide. The contractor is required to reject purchase orders containing NSP items that do not comply with the above requirements. The contractor will promptly notify the agency issuing the noncompliant order of its rejection and the reasons for its rejection. October 4, 2023 Ordering Instructions and Special Provisions 21 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 STATE AND LOCAL GOVERNMENTS CAN USE CMAS State and local government agency use of CMAS is optional. A local government is any city, county, city and county, district, or other local governmental body or corporation, including Universities of California, California State Universities, K-12 schools, and community colleges empowered to expend public funds. While the State makes this CMAS available, each local government agency should make its own determination whether the CMAS program is consistent with its procurement policies and regulations. PCC 10298 allows any city, county, city and county, district, or other local governmental body or corporation empowered to expend public funds to contract with suppliers awarded CMAS without further competitive bidding. See complete PCC 10298 language at the California Legislative Information website. PCC 10299 allows any school district empowered to expend public funds to utilize CMAS without further competitive bidding. See complete PCC 10299 language at the California Legislative Information website. SELF-DELETING BASE SCHEDULE TERMS AND CONDITIONS Instructions or terms and conditions that appear in the Special Items or other provisions of the base schedule and apply to the purchase, license, or rental (as applicable) of products or services by the US Government in the United States and/or to any overseas location shall be self-deleting. (Example: "Examinations of Records" provision). Federal regulations and standards, such as Federal Acquisition Regulation, Federal Information Resources Management Regulation, Federal Information Processing Standards, General Services Administration Regulation, or Federal Installment Payment Agreement shall be self-deleting. Federal blanket orders and small order procedures are not applicable. ORDER OF PRECEDENCE The CMAS Terms and Conditions take precedence if there is a conflict between the terms and conditions of the contractor's base schedule, packaging, invoices, catalogs, brochures, technical data sheets, or other documents (see CMAS Terms and Conditions, CONFLICT OF TERMS). APPLICABLE CODES, POLICIES AND GUIDELINES All California codes, policies, and guidelines are applicable. The use of CMAS does not relieve state agencies of their responsibility to meet statewide requirements regarding contracting or the procurement of goods or services. Most procurement and contract codes, policies, and guidelines are incorporated into CMAS agreements; however, there is no guarantee that every requirement that pertains to all State processes has been included. October 4, 2023 Ordering Instructions and Special Provisions 22 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 PAYMENTS AND INVOICES This CMAS contains prompt payment discounts. See the base schedule for the specific discount percentage. 1. Payment Terms Payment terms for this CMAS are net 45 days. Payment will be made in accordance with the provisions of the California Prompt Payment Act, GC 927. Unless expressly exempted by statute, the Act requires State agencies to pay properly submitted, undisputed invoices not more than 45 days after (1) the date of acceptance of goods or performance of services; or (2) receipt of an undisputed invoice, whichever is later. 2. Payee Data Record (Standard 204) State Agencies must obtain a copy of the Payee Data Record (Standard 204) in order to process payments. State Ordering Agencies must forward a copy of the Standard 204 to their accounting offices. Without the Standard 204, payment may be unnecessarily delayed. State Agencies should contact the CMAS contractor for copies of the Payee Data Record. 3. DGS Administrative and Incentive Fees Orders from State Agencies: DGS will bill each State agency directly an administrative fee for use of CMAS. The administrative fee should NOT be included in the order total or remitted before an invoice is received from DGS. This administrative fee is waived for CMAS purchase orders issued to California certified small businesses. Orders from Local Government Agencies: CMAS contractors, who are not California certified small businesses, are required to remit to DGS an incentive fee equal to a percentage of the total of all local government agency orders (excluding sales tax and shipping) placed against their CMAS. The incentive fee is waived for CMAS purchase orders issued to California certified small businesses. For more information on the incentive fees see the CMAS Management Guide. 4. Contractor Invoices Unless otherwise stipulated, the CMAS contractor must send their invoices to the agency address set forth in the purchase order. Invoices shall be submitted in triplicate and shall include the following: • CMAS number • Agency purchase order number October 4, 2023 Ordering Instructions and Special Provisions 23 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 • Agency Bill Code (State Only) • Line item number • Unit price • Extended line item price • Invoice total State sales tax and/or use tax shall be itemized separately and added to each invoice as applicable. The company name on the CMAS, purchase order and invoice must match, or the State Controller's Office will not approve payment. 5. Advance Payments Advance payment is allowed for services only under limited, narrowly defined circumstances, i.e., between specific departments and certain types of non-profit organizations, or when paying another government agency (GC 11256 through 11263 and 11019). It is NOT acceptable to pay in advance, except software maintenance and license fees, which are considered a subscription and may be paid in advance if a provision addressing payment in advance is included in the purchase order. Software warranty upgrades and extensions may also be paid for in advance, one time. 6. Credit Card The CMAS contractor does not accept the State of California credit card (VISA CAL-Card). 7. Leasing/Financing California State Agencies should use the Golden State Financial Marketplace (GS SMart) program for all financing and leasing needs. California Local Government Agencies (counties, cities, K-12 school districts, community colleges, California State Universities, Universities of California, etc.) may utilize the GS SMart program for financing and leasing according to PCC 14937. The minimum dollar amount for Local Government Agency financing and leasing is $100,000. 8. Leasing The State reserves the right to select the form of payment for all procurements, whether it is an outright purchase with payment rendered directly by the State, or a financing/lease-purchase or operating lease via'the State Financial Marketplace (GS SMart and/or Lease SMart). If payment is via the financial marketplace, the CMAS contractor will invoice the State and the State will approve the invoice. The selected Lender/Lessor for all product listed on the State's procurement document will pay the supplier on behalf of the State. Buyers may contact the GS SMart Unit via e-mail at SFM@dgs.ca.gov for further information. October 4, 2023 Ordering Instructions and Special Provisions 24 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 9. Maintenance Tax The California Department of Tax and Fee Administration has ruled that in accordance with Section 1546 of the Sales and Use Tax Regulations of the Business Taxes Law Guide, whenever optional maintenance contracts include consumable supplies, such supplies are subject to sales tax. Generally, the State has two options: 1. For agreements that provide for only maintenance services (i.e., the furnishing of labor and parts necessary to maintain equipment), the charges for the provision of maintenance services are not taxable. 2. For agreements that provide for both maintenance services and consumable supply items (e.g., toner, developer, staples), the provision of the consumable supplies is considered a taxable sale of tangible personal property. Therefore, State agencies awarding optional maintenance contracts are responsible for paying the applicable sales tax on the consumable supplies used during the performance period of the maintenance contract. The Contractor will be required to itemize the taxable consumables for State accounting purposes. OBTAINING COPY OF CMAS A copy of this CMAS can be obtained at Cal eProcure. Links to the CMAS terms and conditions and base schedule are available on the front page of this CMAS agreement. It is important for the agency to confirm that the required products, services, and prices are included in the CMAS and are at or below base schedule rates. To streamline verification that the needed items are in the base schedule, the agencies should ask the CMAS contractor to identify the specific location in the base schedule that include the required products, services, and prices. Once verified, agencies should save the information for their file documentation. FEDERAL DEBARMENT When federal funds are expended, the agency is required to obtain (retain in file) a signed "Federal Debarment" certification from the CMAS contractor before the purchase order is issued. This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants; responsibilities. The regulations were published as Part VII of the May 26, 1988 Federal Register (pages 19160-19211). CONTRACTOR TRAVEL The Travel provision is not applicable to this CMAS. AMERICANS WITH DISABILITY ACT To view the DGS Accessibility Policy, please visit the DGS website. October 4, 2023 Ordering Instructions and Special Provisions 25 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Information Regarding the Purchase and Installation of Floor Coverings A contract for the purchase and installation of carpet and other floor coverings is a public works contract as defined in Section 1101 of the Public Contract Code and, as such, requires certain special conditions. A state agency may not contract for the installation of carpet in a building (a capital improvement to the building) that is not owned by the state. Carpet in leased facilities must be provided by the lessor and is accounted for in the lease agreement and rate. Users should contact the building manager and or the building owner when carpet is required. A supplier or installer of carpet must be licensed by the State Contractors' Licensing Board with a C-15 Flooring and Floor Covering license which is current and in good standing. The supplier must provide the license number and expiration date for themselves and for all subcontractors providing installation services. This information shall be provided by the supplier on the "Contractors' License Requirements" form (see attached Sample A), which must be attached to each resulting carpet order. A subcontractor is defined as anyone who will perform work, labor, or render services in an amount in excess of one-half of one percent of the total order. Each subcontractor's business address and the portion of work that each will perform shall also be included on this form. If the contract amount exceeds $5,000 (labor/installation costs), the supplier must furnish a payment bond (Std. 807 - see attached Sample B) prior to the commencement of performance. The payment bond shall be in a sum not less than one hundred percent (100%) of the contract price. A blank copy of the Std. 807 form shall be provided to the supplier. In addition, the awarding agency must notify the contractor that the contract is subject to state contractor nondiscrimination and compliance requirements (see paragraph 42 of the CMAS Terms and Conditions). The prevailing wage requirements apply and a list of prevailing wage rates must be available for inspection. It is the ordering agency's responsibility to provide a copy of the prevailing wage rates to the contractor. The prevailing wage rates are available from the Department of Industrial Relations, Prevailing Wage Unit at www.dir.ca.gov (select Statistics & Research) or at (415) 703- 4774. Agencies should be aware that there are certain requirements that pertain to floor coverings included in the Americans with Disabilities Act of 1992 (ADA). Some of these requirements pertain to carpet pile height (not to exceed 1/2" in height), fastening exposed carpet edges to floor, and changes in floor level not to exceed 1/2" beveled. It is the responsibility of the agency to comply with these requirements. Detailed information relative to carpet installation and ADA requirements can be obtained from the State Architect, Access Compliance Unit, at (916) 445-7523. Agencies should be aware that old flooring material (tiles, glues, cove base, etc.) may contain asbestos and could present significant problems in the removal of old flooring material and in the installation of new carpet. Users should determine the presence or absence of asbestos containing material in their existing flooring materials and act accordingly before placing orders for carpet. It is strongly recommended that new carpet not be installed over existing carpet due to potential conflicts with the Americans with Disabilities Act, and various fire, health and safety codes. October 4, 2023 Ordering Instructions and Special Provisions 26 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 The moisture content of the slab over which the carpet is to be installed must be within the limits allowed by the carpet manufacturer and/or glue manufacturer. The testing of slab moisture content can be performed by either the agency ordering the carpet or by the carpet supplier. The agency should provide for a site inspection prior to issuing an order for the carpet desired and should use a checklist similar to the one attached (see attached Sample C). Additions, changes, modifications to the checklist should be made as necessary. The agency should inspect and monitor the progress of the installation to prevent problems. The prime responsibility for contract performance rests with the contract holder, who shall be the primary contact point for problem resolution. This contract is structured such that the user may purchase carpet only or carpet installed from the supplier. In no case is the supplier allowed to deny installation of the carpet selected by any user for any location. Installation services may not exceed an amount equal to the cost of the carpet and, when identified, will be paid for in the cost of the CMAS order. Typically, the price schedule will contain pricing for "clean floor" (new) installation only. However, agencies may use the Not Specifically Priced (NSP) provision for "unclean floor" installation services, as well as products. The total dollar value of all installation services, on clean and/or unclean surfaces, using line item and/or NSP pricing, must not exceed 50% of the order's total value. The cost of installation and any ancillary supplies/services is not included in the base price of the carpet and may be obtained from the price schedule if listed, or can otherwise be included via the NSP provision. It is incumbent upon the user to identify whether the costs for installation and other requirements are fair and equitable. The following chart is provided to give an approximation of the costs for installation in several typical state locations. October 4, 2023 Ordering Instructions and Special Provisions 27 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 ESTIMATED CARPET INSTALLATION COSTS (NOTE: THESE ARE APPROXIMATIONS ONLY, NOT ACTUAL CONTRACT INSTALLATION PRICES. DOES NOT INCLUDE COST OF NEW CARPET.) BASED ON WEEKDAY INSTALLATION, NORMAL WORKING HOURS, PREVAILING WAGE, NO UNIQUE CONDITIONS Description Of Installation Estimated Installation Cost (per square yard) General Office Space Broadloom$4.00 New Construction Clean Floor Install New Carpet Direct Glue Down or Full Spread Release Adhesive Modular(Tile)$4.00 Non-Patterned Carpet General Office Space Broadloom$5.00 No Furniture Moving Remove Old Direct Glue Carpet Install New Carpet Direct Glue Down or Full Spread Release Adhesive Modular(Tile)$5.00 Non-Patterned Carpet General Office Space Broadloom$10.00 Moving of Conventional Furniture Remove Old Direct Glue Carpet Install New Carpet Direct Glue Down or Full Spread Release Adhesive Modular(Tile)$10.00 Non-Patterned Carpet General Office Space Broadloom$5.00 Moving of Modular(Panels And Components)Furniture Remove Old Direct Glue Carpet Install New Broadloom Carpet Direct Glue Down Plus$300.00-$400.00 Per Workstation Non-Patterned Carpet General Office Space Modular(Tile)$11.00 Lifting of Modular(Panels And Components)Furniture Remove Old Direct Glue Carpet Install New Modular Carpet Full Spread Release Adhesive October 4, 2023 Ordering Instructions and Special Provisions 28 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 CARPET TYPES FOR GIVEN AREAS (GENERAL GUIDELINE ONLY Area To Be Carpeted Carpet Type General Office 26-28 Ounce Broadloom,Commercial Grade,Loop Pile,Nylon,Dupont Lumina or Legacy Or Basf 2000zx Yarn System.Installation by Direct Glue (Example:General State Offices with No Down. Or Light To Medium Public Traffic) Or 26-28 Ounce Modular(Carpet Tile),Commercial Grade,Loop Pile,Nylon, Dupont Lumina or Legacy Or Basf 2000zx Yarn System. Installation With Full Spread Of Release Adhesive. Executive Offices 28-32 Ounce Broadloom,Commercial Grade,Tufted Graphics Design,Loop Pile,Nylon,Dupont Lumina or Legacy Or Basf 2000zx Yarn System. (Example: Director's Office,Deputy Installation by Direct Glue Down. Directors,Agency Personnel Or 28-32 Ounce Modular(Carpet Tile),Commercial Grade,Tufted Graphics Design,Loop Pile,Nylon,Dupont Lumina or Legacy Or Basf 2000zx Yarn System.Installation With Full Spread Of Release Adhesive. State Owned Residences 34 Ounce Broadloom,Tufted,Commercial Grade,Cut and Loop Pile.Yam to Be Branded Nylon,Any Conventional Dye Method. Installation Stretch In Over 3/8 Inch, 100%Synthetic Carpet Cushion,28 Ounce Per Square Yard Nominal,6.2 Pound Pcr Cubic Foot,Meeting Astm E648 Class 1 Radiant Panel Test. Temporary Buildings Including Mobile 20 Ounce Broadloom,Tufted,Commercial Grade,Loop Pile, Branded, And Modular Facilities Solution Dyed Nylon. Installation By Direct Glue Down. Very High Traffic Areas 20 Ounce Broadloom,Tufted,Structured Back,Commercial Grade,Nylon, (Example: Medium To Heavy Use Public Dupont Lumina or Legacy Or Basf 2000zx Yarn System.May Include High Areas,Airports,College/University Food Density Urethane or Vinyl Chloride Pad Backing. Seams Should Be Capable of Service Areas,Dormitories Scaling(Weld Together). Installation By Direct Glue Down October 4, 2023 Ordering Instructions and Special Provisions 29 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 SAMPLE A CONTRACTORS' LICENSE REQUIREMENTS The work described in this order requires a valid California Contractor's License (C-15 Flooring and Floor Covering). If subcontractors are to be used, they must also possess valid State Contractors' Licenses appropriate to their scope of work, and they must be listed below. Supplier's Contractor's License Number: License Issued to Whom: Class / Type of License: Expiration Date of License: Work to be Performed: Subcontractor's Name and Address: License Number: Class / Type of License: Expiration Date of License: Work to be Performed: WORKMEN'S COMPENSATION CERTIFICATION The undersigned hereby certifies the following: I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for workmen's compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this order. Signature of Supplier Date October 4, 2023 Ordering Instructions and Special Provisions 30 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 SAMPLE B PAYMENT BOND TO ACCOMPANY CONSTRUCTION CONTRACT (Public Contract Code Sections 7103 and 10221) BOND Number: The premium on this bond is for the term Know All Men By These Presents: That The State of California, acting by and through the has awarded to whose address is as Principle, a contract for the work described as follows Project Title: Project Location: WHEREAS, the provisions of Public Contract Code Section 7103 and 10221 require that the Principle file a bond in connection with said contract and this bond is executed and tendered in accordance therewith. NOW THEREFORE, Principle and , a Surety Corporation organized under the laws of and authorized to transact a generalsurety business in the State of California, as Surety, are held and firmly bound to the People of the State of California in the penal sum of ( ), for which payment we bind ourselves, our heirs, executors, administrators, successors and assigns jointly and severally, firmly by these presents. October 4, 2023 Ordering Instructions and Special Provisions 31 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 SAMPLE B THE CONDITION OF THIS OBLIGATION IS SUCH, 1. That if said Principle or its subcontractors shall fail to pay any of the persons named in Civil Code Section 9100, or amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Principle and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code, with respect to such work and labor, that the surety herein will pay for the same, otherwise this obligation is to be void. In case suit is brought upon this bond, the Surety will pay a reasonable attorney's fee to be fixed by the court. 2. This bond shall insure to the benefit of any persons named in Civil Code Section 9100 as to give a right of action to such persons or their assigns in any suit brought upon this bond. 3. The aggregate liability of the Surety hereunder, including costs and attorney fees, on all claims whatsoever shall not exceed the penal sum of the bond in accordance with the provisions of Section 996.470(a) of the Code of Civil Procedure. 4. This bond is executed by the Surety, to comply with the provisions of Public Contract Code Sections 7103. 10221 and 10222, Chapter 5, Title 3, Part 6, Division 4 of the Civil Code and of Chapter 2, Title 14, Part 2 of the Code of Civil Procedure and said bond shall be subject to all of the terms and provisions thereof. 5. This bond may be cancelled by the Surety in accordance with the provisions of Section 996.310 et seq. of the Code of Civil Procedure. 6. This bond to become effective (NAME OF SURETY) (ADDRESS) I certify (or declare) under penalty of perjury that I have executed the foregoing bond under an unrevoked power of attorney. Executed in on (CITY AND STATE) (DATE) (SIGNATURE OF ATTORNEY IN FACT) (PRINTED OR TYPED NAME OF ATTORNEY IN FACT) STATE OF CALIFORNIA STD. 807 (REV 2/14) October 4, 2023 Ordering Instructions and Special Provisions 32 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 SAMPLE C CARPET INSTALLATION REQUIREMENTS Requirement Items Items Performed By Performed By Required Yes Required Vendor Agency No Standard office furniture to be removed and replaced (excluding copiers,computers,personal items and plants). Vendor to provide all equipment and labor. Remove existing: carpet ,pad ,tile Disposition:To Statc Remove from State Premises Raise and reset monuments. Prepare floor and strip wax and other coatings and debris using commercial stripper. Follow stripper and carpet manufacturer's recommendations. Remove trim,rehang doors and replace doorstops(except metal doors to be trimmed by State. Inspection of floor preparation by Building Manager. Reducer strips(metal ,plastic )to be installed in accordance with the manufacturer's recommendations and in accordance with approved broadloom seaming diagrams. Tack strips to be installed. Pad to be installed. October 4, 2023 Ordering Instructions and Special Provisions 33 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 Requirement Items Items Performed By Performed By Required Yes Required Vendor Agency No Cove base,rubber or vinyl Furnish and install Color:brown ,black other Size:6" ,4" ,2" other Remove existing base Trim cove on existing base Other(explain) All spots and smears of floor adhesives and seam cement to be removed. Remove all scraps and extraneous items from State premises upon completion of the installation and protect all adjacent areas from damage. Leave overage with Building Manager. Work to be performed on other than regular working hours. Nights Weekends Floor duct covers,contact: Building Manager Other October 4, 2023 Ordering Instructions and Special Provisions 34 CALIFORNIA MULTIPLE AWARD SCHEDULE (CMAS) KYA SERVICES, LLC CMAS NUMBER 4-20-78-0089C, SUPPLEMENT NUMBER 5 SAMPLE C (continued) Carpet Installation Instructions Continued COORDINATION AND INSPECTION OF WORK Site Inspection: A job walk-through for the purpose of inspecting the installation site will be conducted on at at The walk-through inspection will be conducted by Failure to inspect the installation site in no way relieves the supplier from obligations as stated in this order. Installation Coordination: (Name) (Title) at (Agency) , telephone ( will be responsible for coordination of all installation work. Within 10 days after receipt of a purchase order, the supplier shall contact (Name) to coordinate an acceptable installation schedule. No installation work shall commence without the Building Manager's advance approval of the schedule. Inspection of Installation Work: Check here if any deficiencies in materials and/or workmanship are noted during inspection of the work in progress. The agency will immediately notify the supplier of these problems. The supplier shall request an inspection after % of the work has been completed. This inspection will be made jointly by the supplier and a designee of the agency. (Name) , (Title) will be responsible for performing initial, continuing, and final inspection of the installation work by the supplier. October 4, 2023 Ordering Instructions and Special Provisions 35 AC� DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 3/5/2024 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 endorsement(s). PRODUCER CONTACT NAME: Meghan Carroll ERM Insurance Brokers LLC PHONE FAX 111 Corporate Drive, Suite 200 ((Am.No,Eau:949-596-0291 puc,No):949-222-0445 Ladera Ranch CA 92694 ADDRESS: mcarroll©erminsurance.com INSURERS)AFFORDING COVERAGE NAIC# License#:0M63276 INSURER A:Berkley National Insurance Corn 38911 INSURED KYASERV-01 INSURER B:Lexington Insurance Company 19437 KYA Services LLC 1800 E. McFadden Ave. INSURER C:Westchester Surplus Lines Insu 10172 Santa Ana CA 92705 INSURER 0:National Union Fire Ins.Co.of 19445 INSURER E: , INSURER F: COVERAGES CERTIFICATE NUMBER:1437369879 REVISION NUMBER: 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. MSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITSLTR INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DDIYYYY) D X COMMERCIAL GENERAL LIABILITY Y Y 6952470 1/1/2024 ' 9/1/2024 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED CLAIMS-MADE X OCCUR PREMISES(Ea occurrence) $300,000 MED EXP(My one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GENL AGGREGATE LIMIT APPLIES PER: GENERAL'AGGREGATE $2,000,000 _ POLICY X P LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ D AUTOMOBILE LIABILITY Y V 4629084 1/1/2024 9/12024 COMBINED(Eeaccdent)SINGLE LIMIT $1,000,000 X ANY AUTO •BODILY INJURY(Per person) $ OWNED X SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ X HIRED X ''NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) _ $ D UMBRELLA LIAB X OCCUR 6952470 1/12024 9/1/2024 EACH OCCURRENCE $1,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER _ ANYPROPRIETOR/PARTNER/EXECUTIVE N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED*? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Leased/RentedEquipment MNP1076871-51 2/27/2024 2/27/2025 Dad$1,000 S250,000 B Contractors Professional 031565759 6/8/2023 6/8/2024 Deductible$15,000 $lmil/2mil C Pollution Liability G74302567001 10/11/2023 10/11/2024 Aggregate/EachOcc $1,000.000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Certificate holder is additional insured per CG2010 1219/CG2037 1219,waiver of subrogation.primary/non-contributory wording,and per project aggregate; auto additional insured,waiver of subrogation; primary/non-contributory wording. Excess layer two,#1000588259241,02/27/2024 to 02/27/2025.Agg/Occ of $10,000,000,Starr Indemnity.Excess is follow form.30 day notice of cancellation except 10 days for non-payment. RE P-0100028 Heather Park-Improvement Project Heather Street&Lampson Avenue,Seal Beach,CA 90740 Additional Insured: City of Seal Beach, its trustees,administrators,representatives,agents and employees. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Seal Beach 211 Eighth Street Seal Beach CA 90749 AUTHORIZED REPRESENTATIVE �• Caa — ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY CG20010413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the additional insured. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: GL 6952470 COMMERCIAL GENERAL LIABILITY CG24041219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s) Or Organization(s): PURSUANT TO APPLICABLE WRITTEN CONTRACT OR AGREEMENT YOU ENTER INTO. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above because of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organization(s)shown in the Schedule above. CG 24 04 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ENDORSEMENT This endorsement,effective 12:01 A.M. 01/01/2024 forms a part of Policy No. CA 4629084 issued to KYA Services, LLC By NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. ADDITIONAL INSURED-WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE ADDITIONAL INSURED: "Any person or organization for whom you are contractually bound to provide Additional Insured status but only to the extent of such person or organizations liability arising out of the use of a covered "auto". I. SECTION II-LIABILITY COVERAGE,A.Coverage, 1.—Who Is Insured, is amended to add: d. Any person or organization,shown in the schedule above,to whom you become obligated to include as an additional insured under this policy,as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of use of a covered"auto". However,the insurance provided will not exceed the lesser of: (1) The coverage and/or limits of this policy,or (2) The coverage and/or limits required by said contract or agreement. AUTHORIZED REPRESENTATIVE 87950(09/14) ENDORSEMENT This endorsement,effective 12:01 A.M. 01/01/2024 forms a part of policy No.CA 4629084 issued to KYA Services, LLC by National Union Fire Insurance Company of Pittsburgh,PA THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. INSURANCE PRIMARY AS TO CERTAIN ADDITIONAL INSUREDS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM Section IV-Business Auto Conditions,B.,General Conditions,5.,Other Insurance,c.,is amended by the addition of the following sentence: The insurance afforded under this policy to an additional insured will apply as primary insurance for such additional insured where so required under an agreement executed prior to the date of accident.We will not ask any insurer that has issued other insurance to such additional insured to contribute to the settlement of loss arising out of such accident. All other terms and conditions remain unchanged. 74445 (10/99) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ENDORSEMENT This endorsement,effective 12:01 A.M. 01/01/2024 forms a part of Policy No. CA 4629084 issued to KYA Services, LLC By NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM Section IV-Business Auto Conditions,A.-Loss Conditions,5.-Transfer of Rights of Recovery Against Others to Us,is amended to add: However,we will waive any right of recovery we have against any person or organization with whom you have entered into a contract or agreement because of payments we make under this Coverage Form arising out of an"accident"or"loss"if: (1)The"accident"or"loss"is due to operations undertaken in accordance with the contract existing between you and such person or organization;and(2)The contract or agreement was entered into prior to any"accident"or"loss". No waiver of the right of recovery will directly or indirectly apply to your employees or employees of the person or organization,and we reserve our rights or lien to be reimbursed from any recovered funds obtained by any injured employee. AUTHORIZED REPRESENTATIVE 62897(6/95) POLICY NUMBER: GL 6952470 COMMERCIAL GENERAL LIABILITY CG20101219 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 Organization(s) Location(s)Of Covered Operations Any person or organization whom you become Per the contract or agreement. obligated to include as an additional insured as a result of any contract or agreement you have entered into. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. or agreement to provide for such additional A. Section II — Who Is An Insured is amended to insured. include as an additional insured the person(s) or B. With respect to the insurance afforded to these organization(s)shown in the Schedule,but only with additional insureds, the following additional respect to liability for "bodily injury", "property exclusions apply: damage" or "personal and advertising injury" This insurance does not apply to "bodily injury" or caused, in whole or in part, by: "property damage"occurring after: 1. Your acts or omissions; or 1. All work, including materials, parts or 2. The acts or omissions of those acting on equipment furnished in connection with your behalf; such work, on the project (other than in the performance of your ongoing operations for service, maintenance or repairs) to be the additional insured(s) at the location(s) performed by or on behalf of the additional designated above. However: insured(s) at the location of the covered operations has been completed; or 1. The insurance afforded to such additional insured only applies to the extent permitted 2. That portion of"your work"out of which the by law; and injury or damage arises has been put to its 2. to the additional intended use by any person or organization If coverageprovided other than another contractor or insured is required by a contract or subcontractor engaged in performing agreement, the insurance afforded to such operations for a principal as a part of the additional insured will not be broader than same project. that which you are required by the contract CG 20 10 1219 ©Insurance Services Office, Inc., 2018 Page 1 of 2 1. Required by the contract or agreement; or C. With respect to the insurance afforded to these 2. Available under the applicable limits of additional insureds, the following is added to insurance; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not required by a contract or agreement, the most we increase the applicable limits of will pay on behalf of the additional insured is the insurance. amount of insurance: • Page 2 of 2 ©Insurance Services Office, Inc., 2018 CG 20 10 12 19 POLICY NUMBER: GL 6952470 COMMERCIAL GENERAL LIABILITY CG 20 37 12 19 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 PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization whom you become Per the contract or agreement obligated to include as an additional insured as a result of any contract or agreement you have entered into. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II—Who Is An Insured is amended to B.With respect to the insurance afforded to these include as an additional insured the person(s) or by the contract or agreement to provide for organization(s)shown in the Schedule, but only with such additional insured. additional insureds, the respect to liability for "bodily injury" or "property following is added to Section III — Limits Of damage" caused, in whole or in part, by"your work" Insurance: at the location designated and described in the If coverage provided to the additional insured is Schedule of this endorsement performed for that required by a contract or agreement, the most we additional insured and included in the "productscompleted operations hazard". will pay on behalf of the additional insured is the amount of insurance: However: 1. Required by the contract or agreement; or 1. The insurance afforded to such additional insured • 2. Available under the applicable limits of only applies to the extent permitted by law; and insurance; 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance whichever is less. afforded to such additional insured will This endorsement shall not increase the applicable limits of insurance. not be broader than that which you are required CG 20 37 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 1 21F6 AC OR CP® DATE(MMIDDIYYYV) CERTIFICATE OF LIABILITY INSURANCE 03/04/2024 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 endorsement(s). PRODUCER CONTACT Aon Risk Services,Inc of Florida AON RISK SERVICES SOUTH INC NAME: 3550 LENOX ROAD NORTHEAST PHONE FAX SUITE 1700 (A/C,No,Ext):833-506-1544 (A/C,No): ATLANTA GA 30326 EMAIL ADDRESS: work.comp@trinetcom INSURER(S)AFFORDING COVERAGE NAIC U INSURER A: ACE Amencan Insurance Company 22667 INSURED INSURER B: TriNet Group,Inc.L/C/F Kya services,LLC 1 Park Place,Suite 600 INSURER C: Dublin,CA 94568-7983 INSURER D INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 15742012 REVISION NUMBER: 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. INSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR INVD (MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES(Ea occurrence) S MED EXP(Any one person) $ PERSONAL 8 ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE S POLICY PROJECT n LOC PRODUCTS-COMP/OP AGG S OTHERCOI S AUTOMOBILE LIABILITY (Ea accidEntSINGLE LIMIT) ANY AUTO BODILY INJURY(Per person) $ — OWNED SCHEDULED _AUTOS ONLY _AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY _AUTOS ONLY (Per accident) S _ UMBRELLA LIAB _OCCUR EACH OCCURRENCE S EXCESS LIAB CLAIMS-MADE AGGREGATE S DEC RETENTION$ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N X STATUTE ER A ANY PROPRIETOR/PARTNER/EXECUTIVE N WLR C52205359 E.L.EACH ACCIDENT $ 2,000,000 OFFICER/MEMBER EXCLUDED? N/A X — 07/01/2023 07/01/2024 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE S 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT S 2,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) Workers Compensation coverage is limited to worksite employees of Kya services,LLC through a co-employment agreement with TyNet HR II-A,Inc.. Waiver of subrogation in favor of City of Seal Beach as required by written contract. CERTIFICATE HOLDER CANCELLATION City of Seal Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 211 Eighth Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Seal Beach.CA 90749 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE cflon ask 6etvice. South lac ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD Workers'Compensation and Employers' Liability Policy Named Insured TriNet Group,Inc.UC/F Kya services,LLC Endorsement Number 1 Park Place,Suite 600 Dublin,CA 94568-7983 Policy Number Symbol:WLR Number:C52205359 Policy Period Effective Date of Endorsement 07/01/2023 TO 07/01/2024 03/04/2024 Issued By(Name of Insurance Company) ACE American Insurance Company Insert the policy number.The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in item 3.A. of the Information Page. 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, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. (X ) Specific Waiver Name of person or organization: City of Seal Beach 211 Eighth Street Seal Beach,CA 90749 ( ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: 3. Premium: The premium charge for this endorsement shall be INCLUDED percent of the California premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Minimum Premium: INCLUDED Authorized Representative WC 90 03 75 (05/18)