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AGMT - Petrochem Materials Innovation LLC (On Call Asphalt Maintenance and Repair Services)
MAINTENANCE AND REPAIR SERVICES AGREEMENT for On-Call Asphalt Maintenance and Repair Services between EA( 81'4 '`"f �ORP0gq j''��'��4� ` � Fp ,y,y1�I :o; sQi c0U NTT City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Petrochem Materials Innovation, LLC 6168 Innovation Way Carlsbad, CA, 92009 760-603-0961 This Maintenance and Repair Services Agreement ("the Agreement") is made as of July 1, 2024 (the "Effective Date"), by and between Petrochem Materials Innovation, a Nevada LLC ("Contractor"), a limited liability company and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires to retain a contractor to perform certain on-call asphalt maintenance and repair services (the "Project"), to be carried out consistent with City-approved plans and specifications. B. The Seal Beach City Charter and Seal Beach Municipal Code Section 3.20.025(D) provide for an exemption from public bidding requirements for purchases made in cooperation with the state, the county or another government entity for the purpose of obtaining a lower price upon the same terms, conditions and specifications. C. The County of Los Angeles and Petrochem Materials Innovation, LCC (PMI) are parties to a contract for maintenance services including Central Mix REAS (Contract MA-IS-2440097-1), which was entered into following a competitive bidding process pursuant to the County of Los Angeles Charter and Los Angeles County Code, and Contract MA-IS-2440097-1 authorizes other government agencies to utilize those same prices, terms, and conditions. D. City desires to enter into a cooperative purchasing agreement with PMI based on County of Los Angeles Contract MA-IS-2440097-1 between PMI and the County of Los Angeles, pursuant to the authority provided by the Seal Beach City Charter and Seal Beach Municipal Code § 3.20.025(D), and to engage Contractor as an independent contractor to provide on-call asphalt maintenance and repair services in accordance with the terms and conditions of this Agreement. E. Contractor is a California licensed "A" Contractor and C32 Contractor (State Contractor's License #991274, DIR 1000011208) and represents that its principals and employees are fully qualified to perform the services contemplated by this Agreement by virtue of their experience, training, education and expertise. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Services. For and in consideration of the mutual promises set forth herein, strictly on an on-call basis, and subject to the terms and conditions of this Agreement, Contractor shall perform and complete in good and workmanlike manner all on-call asphalt and related repair services (collectively "Services") as described in this Agreement and the other Contract Documents listed in Subsection 1.2. The specific services to be provided shall be more particularly 2 of 23 described in individual purchase orders issued by City as described in Subsection 1.3 of this Agreement. 1.2. Contract Documents. The Contract Documents consist of (i) this Agreement, (ii) Terms for Compliance with California Labor Law Requirements (Exhibit B); (iii) each Purchase Order and related documents described in Subsection 1.3, (iv) the provisions of the 2018 edition of the Standard Specifications for Public Works Construction ("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, and (v) Contractor Proposal and County of Los Angeles Contract MA-IS-2440097-1 (Exhibit A), all of which are incorporated herein by this reference. 1.2.1 Order of Precedence. The Order of Precedence of the Contract Documents shall be as follows: (i) this Agreement; and then (ii) Exhibit B; and then (iii) a Purchase Order; and then (iv) the City's Standard Specifications; and then (v) Exhibit A. To the extent that there is any conflict between a purchase order, related proposal, related notice to proceed, Exhibit A, Exhibit B, and this Agreement, this Agreement shall control. Terms of each purchase order issued by City pursuant to Subsection 1.3 shall take precedence over Exhibit A. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.3. Purchase Orders. Based on the on-call nature of this Agreement, City shall from time to time, request specific services of the type generally described in Section 1.2 of this Agreement, by issuing a Purchase Order to Contractor. The Purchase Order will describe the materials, equipment, services and other work to be performed by Contractor on a specific purchase, the schedule of delivery and other work for the task, and the amount of compensation to be paid by City for Contractor's services. Contractor shall not perform and City shall not be liable for any Services performed by Contractor unless written authorization from City is given to Contractor in the form of a separate Purchase Order, receipt by City of a corresponding proposal from Contractor consistent with that Purchase Order, and a Notice to Proceed issued by City, for the performance of such Purchase Order. All provisions set forth in this Agreement shall fully apply to each Purchase Order, unless expressly provided otherwise therein. 1.4. Compliance with Contract Documents. The Services shall be performed in accordance with the Contract Documents, and Contractor shall furnish at its own expense all labor, materials, equipment and services necessary therefor, except such labor, materials, equipment and services as are specified in each Purchase Order to be furnished by City. 3 of 23 1.5. Compliance with Laws. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, State, and local law. 1.6. Standard of Care. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the Services to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing all Services. The City relies upon the skill of Contractor, and Contractor's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Contractor and Contractor's staff, shall perform the Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care, and shall perform the Services in a manner reasonably satisfactory to City. The acceptance of Contractor's work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.7. Additional Services. Contractor will not be compensated for any work performed not specified in the Scope of Services unless the 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; Time of Performance 2.1. Original Term. The original term of this Agreement shall commence as of the Effective Date and shall expire at midnight on January 8, 2027 ("Original Term"), unless sooner terminated or extended as provided by this Agreement. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established and agreed upon schedules and deadlines set forth in each individual Purchase Order. Contractor shall be required to commence work within five business days of receiving City's fully- executed Notice to Proceed, except as otherwise set forth in the fully-executed Notice to Proceed. 2.2. Extensions. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the terms and conditions set forth hereafter, for up to two (2) additional terms of one (1) year each ("extension"), by providing written notice to Contractor at least one (1) month prior to the expiration of an existing term. Any extension shall be contingent upon the extension of Contract MA-IS-2440097-1 by PMI and the County of Los Angeles. If timely elected by the City, the first extension shall have a term extending from January 9, 2027 through and including January 8, 2028 unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from January 9, 2028 through and including January 8, 2029, unless sooner terminated pursuant to this Agreement. Any extension shall not be 4 of 23 effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor's authorized representatives. 2.3. Time of the Essence. Time is of the essence in respect to all provisions of the Agreement or any purchase order that specifies 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. 3.0 Contractor's Compensation 3.1. Original Term. In consideration of Contractor's performance of the Services set forth in Exhibit A based on a Purchase Order, City will pay Contractor in accordance with the rates shown on the fee schedules set forth in the County of Los Angeles Contract MA-IS-2440097-1 included in Exhibit A for the Services but in no event will the City pay more than the total not-to-exceed amount of $300,000 (Three Hundred Thousand dollars and 00/100) for the Services for the original term. 3.2. Extensions. In the event that City elects to extend the Original Term in accordance with Subsection 2.2 of this Agreement, City will pay Contractor in accordance with the rates agreed to in County of Los Angeles Contract MA-IS- 2440097-1 but in no event will the City pay more than the total not to-exceed amount of $300,000 (Three Hundred Thousand dollars and 00/100) for each one- year extension. 3.3 Additional Services. Any additional work authorized by the City Council pursuant to Subsection 1.7 will be compensated in accordance with the applicable fee schedule set forth in the County of Los Angeles Contract MA-IS- 2440097-1 included in Exhibit A. 3.4 Retention and Completion. Retention requirements and notices of completion shall be governed by the City's Standard Specifications identified in Subsection 1.2. 4.0 Method of Payment Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within fifteen (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 Contractor within thirty (30) days of receiving Contractor's invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 5 of 23 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, upon giving Contractor written notice thereof not less than thirty (30) days prior to the date of termination. 5.1.2. This Agreement may be terminated by City upon ten (10) days' notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least twenty (20) days before the expiration date of the previous policy. 5.2. Termination by Contractor. This Agreement may be terminated by Contractor based on reasonable cause, by serving written notice of termination to City, provided that Contractor has first served City with a written notice of default and demand to cure, and City has failed to cure such default within thirty (30) days of receipt of such notice. 5.3. Obligations Upon Termination. Unless otherwise specified in the notice of termination, Contractor shall cease all work under this Agreement upon the date of termination indicated in the notice of termination issued pursuant to Subsection 5.1 or Subsection 5.2. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 12.1 of this Agreement) produced or developed pursuant to this Agreement up to the date of termination. Provided that Contractor is not then in breach, City shall pay Contractor for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If 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 satisfactorily performed, based on an amount agreed to by City and Contractor. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. In no event shall Contractor be entitled to payment for unperformed services or services within the Scope of Services satisfactorily performed prior to the effective date of this Agreement; and Contractor shall not be entitled to receive more than the amount that would be paid to Contractor for the full performance of the Services up to date of termination. Contractor 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 the City's representative for purposes of this Agreement. 6.2. Frank Hoffman is the Contractor's primary representative for purposes of this Agreement. Frank Hoffman shall be responsible during the term 6 of 23 of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services hereunder. Contractor may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211-8th Street Seal Beach, CA 90740 Attn: City Manager To Contractor: Petrochem Materials Innovation, LLC 6168 Innovation Way Carlsbad, CA 92009 Attn: Frank Hoffman 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 Contractor and all of Contractor's employees and other personnel shall obtain and maintain during the Agreement term all necessary licenses, 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. Contractor is an independent contractor and not an employee of the City. All work or other Services provided pursuant to this Agreement shall be performed by Contractor or by Contractor's employees or other personnel under Contractor's supervision. Contractor will determine the means, methods, and details by which Contractor's employees and other personnel will perform the Services. Contractor 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 Contractor's employees and other personnel performing any of the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Contractor and Contractor's personnel shall not supervise any of 7 of 23 City's employees; and City's employees shall not supervise Contractor's personnel. Contractor'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 Contractor'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. Contractor shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Contractor's personnel require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor's choice, except (1) as otherwise required for the performance of Services on City real property, facilities, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Contractor's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Contractor's performance of any Services under this Agreement, or (3) 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 Contractor from time to time for Contractor's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 9.3. Contractor shall be responsible for and pay all wages, salaries, benefits and other amounts due to Contractor's personnel in connection with their performance of any Services under this Agreement and as required by law. Contractor 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, Contractor and any of its officers, employees, agents, 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. Contractor shall defend, indemnify and hold harmless City and its elected and appointed officials, officers, employees, agents, servants, designated 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 Contractor'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 Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this Section. These duties are in 8 of 23 addition to Contractor's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor's covenants 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. Contractor agrees that, in providing its employees and any other personnel to City to perform any work or other Services under this Agreement, Contractor shall assure compliance with the Public Employees' Retirement Law ("PERL"), commencing at Government Code Section 20000, as amended by the Public Employees' Pension Reform Act of 2013 ("PEPRA"), and the regulations of PERS. Without limitation to the foregoing, Contractor 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, Contractor shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify and hold harmless City, and its City and its elected and appointed officials, officers, employees, agents, servants, designated 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 Contractor's violation of any provisions of this Section 10.0. These duties are in addition to Contractor's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor's covenants under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Contractor 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. Contractor covenants that all Work Product (as defined in Subsection 12.1) and all other data, documents, writings, discussion or other information created, developed, received or provided by Contractor for performance of this Agreement are deemed confidential unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose such Work Product or other data, documents, writings, discussion or information without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, directors, employees, agents, and/or subcontractors shall not without 9 of 23 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 the City. Response to a subpoena or court order shall not be considered "voluntary," provided Contractor gives City notice of such court order or subpoena. 11.2. Contractor shall promptly notify City should Contractor, its officers, directors, employees, agents 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 Services performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Contractor or be present at any deposition, hearing or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. 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. 11.3. Contractor's covenants under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Work Product 12.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, specifications, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or files, and/or other media whatsoever created or developed by Contractor 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 payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without Contractor'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. Contractor shall not obtain or attempt to obtain copyright protection as to any Work Product. 10 of 23 12.2. Contractor 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 12.1. 12.3. Contractor 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. Contractor shall defend, indemnify and hold City, and its elected and appointed officials, officers, employees, agents, servants, attorneys, designated 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. Contractor 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, Contractor, at its expense, shall: (1) 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 (2) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. These covenants shall survive the expiration and/or termination of this Agreement. 12.4. Upon expiration or termination of the Agreement, Contractor 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 Contractor prepares a document on a computer, Contractor shall provide City with said document both in a printed format and in an electronic format that is acceptable to City. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City. Contractor is fully responsible to City for the performance of any and all subcontractors. 14.0 Prohibition Against Assignment or Delegation Contractor shall not assign any of its rights or interests or delegate any of its duties under this Agreement, either in whole or in part, without City's prior written 11 of 23 consent, which may be withheld for any reason. Any purported assignment or delegation without City's consent shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this Section, "assignment" and "delegation" means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. 15.0 Inspection and Audit of Records Contractor 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, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Contractor 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. At all times during regular business hours, Contractor shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Contractor 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 Contractor when unsafe or harmful acts are observed or reported relative to the performance of the Services. Contractor shall maintain the work sites free of hazards to persons and property resulting from its operations. Contractor shall immediately report to the City any hazardous condition noted by Contractor. 17.0 Insurance 17.1. General Requirements. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Contractor has secured all insurance required under this Section. 12 of 23 17.2. Minimum Scope and Limits of Insurance. Contractor 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: 17.2.1. Commercial General Liability Insurance: Contractor shall maintain limits no less than $2,000,000 per occurrence for bodily injury including 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 Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance: Contractor 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 and Employer's Liability coverages. Workers' Compensation Insurance in the amount required by law; and Employer's Liability: Contractor shall maintain limits of no less than $1,000,000 per accident and in the aggregate for bodily injury or disease. 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 the City. 17.4. Additional Insured. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, designated 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 Contractor, 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, designated 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 13 of 23 owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible. 17.4.3. These additional insured provisions shall also apply to any excess/umbrella liability policies. 17.5. Cancellations or Modifications to Coverages. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by City to state: (1) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to City; (2) 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, designated 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 the City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers and those City agents serving as independent contractors in the role of City officials, shall be excess of the Contractor's insurance and shall not be called upon to contribute with it. 17.7. Separation of Insureds. All insurance required by this Section 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, designated 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. Contractor guarantees that, at the option of City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers and those City agents serving as independent contractors in the role of City officials; or (2) Contractor 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 procured or maintained pursuant to this Agreement shall expressly waive the insurer's right of 14 of 23 subrogation against City and its elected and appointed officials, officers, employees, agents, servants, designated volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives its own rights of recovery and all rights of subrogation against City. 17.10. Enforcement of Agreement Provisions (Non-Estoppel). Contractor acknowledges and agrees that any actual or alleged failure on City's part to inform Contractor 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 Contractor 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 Contractor'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 Contractor's expense, the premium thereon. Contractor shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor. 17.12. Evidence of Insurance. Prior to the performance of Services under this Agreement, Contractor shall furnish City with original certificates of insurance and all original endorsements evidencing and effecting the coverages required by this Agreement 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. Contractor may also provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on file with City's Risk Manager. All certificates and endorsements shall be received and approved by the City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Contractor 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. Contractor shall furnish such proof at least two (2) weeks prior to the expiration of the coverages. 17.13. Insurance Requirements Not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor's liability or as full performance of Contractor's duty to indemnify City under any provision of this Agreement. 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. 15 of 23 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 Contractor under this Agreement. Contractor shall 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 Contractor 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 Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. 17.15. Timely Notice of Claims. Contractor shall give City prompt and timely notice of demands or claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required insurance policies. 17.16. Subcontractor Insurance Requirements/Pass-Thru Clause. Contractor shall require each of its subcontractors that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section. Contractor 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. Contractor agrees to submit all agreements with consultants, subcontractors, and others engaged in the Services upon City's request. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Contractor's Duties. 18.1.1. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify City and its elected and appointed officials, officers, attorneys, employees, agents, servants, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, suits, judgments, penalties, bid protests, stop notices, liens, losses and injuries 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 this Section 18.0), in law or equity, to persons or property, including but not limited to bodily injury, death, personal injury, and property damage, whether actual, alleged or threatened, which arise out of, pertain to, or relate to any breach of this Agreement and/or the acts or omissions of Contractor, its officers, directors, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, directors, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this 16 of 23 Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising 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. Contractor 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. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.1.2. Contractor shall defend, indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.2. Subcontractor Indemnification. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 18.0 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. If Contractor fails to obtain such indemnities, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor's subcontractor, its officers, directors, agents, servants, employees, subcontractors, materialmen, contractors or their officers, directors, agents, servants or employees (or any entity or individual that Contractor's subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Claims arising 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. 18.3. Workers' Compensation Acts Not Limiting. Contractor'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. Contractor expressly waives any statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, employees, agents, servants, designated volunteers and those City agents serving as independent contractors in the role of City officials. 18.4. Insurance Requirements Not Limiting. City does not, and shall not, waive any rights that it may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities and obligations in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims and/or Liabilities asserted against City or any of the other Indemnitees. 17 of 23 18.5. Survival of Terms. Contractor's indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non-Discrimination and Equal Employment Opportunity Contractor affirmatively represents that it is an equal opportunity employer. In the performance of this Agreement, Contractor shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by federal or state laws, including but not limited to, in all activities relating to initial employment, upgrading, demotion, transfer, recruitment, or recruitment advertising, layoff, or termination. Contractor further warrants that in the performance of this Agreement, Contractor shall not discriminate, harass or retaliate against any City official, City employee, City contractor, City consultant, customer, patron, client, or other member of the public because of their race, religion, color, national origin, handicap, ancestry, sex, gender, gender identity, sexual orientation, gender expression, marital status, age, physical disability, mental disability, medical condition, genetic information , military or veteran status, or any other basis prohibited by federal or state laws. 20.0 Worker's Compensation Certification By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code that 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 agrees to comply with such provisions before commencing the performance of the Services. 21.0 Prevailing Wage and Payroll Records This Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, and Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit B, attached hereto and incorporated by reference herein. 22.0 Payment and Performance Bonds. To the extent required by City, Contractor shall provide a payment bond and/or performance bond in any Purchase Order in accordance with the City's requirements. 18 of 23 23.0 Claim Dispute Resolution 23.1. In the event of any dispute or controversy with City over any matter whatsoever, Contractor shall not cause any delay or cessation in or of Work, but shall proceed with the performance of the Work in dispute ("Disputed Work"). Contractor 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. Contractor shall keep accurate, detailed records of all Disputed Work, claims and other disputed matters. 23.2. All claims arising out of or related to the Contract Documents or this Agreement, 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 construction claims, if any, 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. Contractor 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. 24.0 Antitrust Claims In entering into this Agreement, Contractor 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 this Agreement. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the parties. 25.0 Non-Exclusive Agreement City reserves the right to employ other contractors in connection with the subject matter of the Scope of Services, or may have its own employees perform the Services contemplated by this Agreement. 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. 19 of 23 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 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. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a superior court with geographic jurisdiction over the City of Seal Beach. 29.0 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. 30.0 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 (1) effective unless it is in writing and signed by the Party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states. 31.0 Prohibited Interests; Conflict of Interest 31.1. Contractor 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. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 20 of 23 31.2. Contractor further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Nor has Contractor paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission, percentage or gift. 31.3. Contractor 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 Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this Section. 32.0 Final Payment Acceptance Constitutes Release The acceptance by Contractor 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 Contractor for anything done, furnished or relating to Contractor'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 (10) 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 Contractor, its employees, subcontractors and agents 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 Contractor, its employees, subcontractors and agents. 33.0 Corrections In addition to the indemnification obligations set forth above, Contractor shall correct, at its expense, all errors in the work which may be disclosed during City's review of Contractor's report or plans. Should Contractor 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 Contractor. 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 Contractor under this Agreement up to the amount of the cost of correction. 21 of 23 34.0 Non-Appropriation of Funds Payments to be made to Contractor by City for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Contractor's Services beyond the current fiscal year, this Agreement shall cover payment for Contractor'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. 35.0 Mutual Cooperation 35.1. City's Cooperation. City shall provide Contractor with all pertinent Data, documents and other requested information as is reasonably available for Contractor's proper performance of the Services required under this Agreement. 35.2. Contractor's Cooperation. In the event any claim or action is brought against City relating to Contractor's performance of Services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires. 36.0 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. 37.0 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. 38.0 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. 39.0 Corporate Authority The person executing this Agreement on behalf of Contractor 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 Contractor is formally bound to the provisions of this Agreement. 22 of 23 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 BEAC CONTRACTOR: Petrochem 411, Materials Innovation, LLC, a Limited ity Company By: Jill _ . ngram, City Manager By: Frank Hoffman, Attest: Interim Chief Executive Officer By: % / Gloria . Harper, City Clerk By: Kim O. Morris, Vice President Approved as to Form: (Please note, two signatures required for corporations pursuant to By: California Corporations Code Nicholas R. Ghirelli, Section 313 from each of the City Attorney following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) 23 of 23 EXHIBIT A Proposal from Petrochem Materials Innovation, LLC and County of Los Angeles Agreement (Contract No: MA-IS- 2440097-1 ) with Petrochem Materials Innovation, LLC Sean Sabo From: Gregg Montefiore <gregg@pmitechnology.com> Sent: Sunday,June 2, 2024 7:49 PM To: Sean Sabo Subject: RE: City of Seal Beach - PMI/County of LA Contract Usage Follow Up Flag: Follow up Flag Status: Flagged Good morning Sean, The purpose of this email is to convey to the City of Seal Beach that PMI was awarded a Contract that can be piggybacked with the Los Angeles(LA)County.The Term of the Award consists of a Base Period of Three(3)Years from 1/09/24 through 1/08/27 and two(2)additional Option Years spanning Calendar Years 2027 and 2028. The County of LA Contract contains most of the Line Items that that were included in our previous City of LA Contracts. Our Acting CEO and Current CFO, Frank Hoffman, asked the LA County Procurement Specialist associated with administering the PMI Contract, Peter Genov,whether our Contract can be piggybacked by"Other Government Agencies?" Mr. Genov replied that Other Government Agencies can piggyback the County Contractual Agreement provided the Vendor(PMI)Approves the transaction. Well, I hope I was able to answer your questions,Sean. Feel free to contact me if you have any additional questions? Sincerely, Gregg W Montefiore n GREGG MONTEFIORE Director of Solutions Navigation Dept. 310-291-2134 PETROCHEM MATERIALS INNOVATION, LLC 6168 INNOVATION WAY, CARLSBAD, CA 92009 Innovative Pavement Preservation Solutions PMITECHNOLOGY.COM CM REAS 1 f Los, TERM CONTRACT AWARD ..rt \ CONTRACT NO: VERSION DATE k. MA-IS-2440097-1 7.1 INTERNAL SERVICES DEPARTMENT . - . PROCUREMENT FOLDER: 2713122 BUYER: Peter Genov PHONE: 323-267-2297 EMAIL: pgenov@isd.lacounty.gov PETROCHEM MATERIALS INNOVATION LLC VENDOR NO: 169499 6168 INNOVATION WAY CONTACT: FRANK HOFF PHONE: 760-603-0961 CARLSBAD CA 92009 FISCAL YEAR: EFFECTIVE DATE: 01/09/24 EXPIRATION: 01/08/27 REAS EMULSIONS-3 YEAR AGREEMENT LINE NO. COMMODITY/SERVICE DESCRIPTION QUANTITY UOM PRICE TYPE VALUE 1 COMMODITY CODE:745-84-00-048439 0.000 GA1. ITEM S 2.890000 REAS TYPE 1 CENTRAL MIX 2 COMMODITY CODE:745-84-00-048440 0.000 GAL ITEM S 2.520000 REAS TYPE 2 CENTRAL MIX 3 COMMODITY CODE:745-84-00-048441 0.000 GAL ITEM S 2.520000 REAS TYPE 3 CENTRAL MIX 4 COMMODITY CODE:770-09-00-026337 0.000 GAL Il l.M S 4.000000 CIR EMULSION 5 COMMODITY CODE:745-84-00-048439 0.000 GAL I I I Al S 2.650000 TYPE II RAP CENTRAL MIX 6 COMMODITY CODE:745-84-00-048439 0.000 G AI I ELM M $2.800000 TYPE II CENTRAL MIX(W/76-22 BINDER) 7 COMMODITY CODE:745-84-00-048439 0.000 "ION ITEM S 800.000000 MODIFIED ASPHALT BINDER(WITH A/C) 8 COMMODITY CODE:745-84-00-048439 0.000 GAL ITEM S 3.400000 TYPE FINE CENTRAL MIX(WITH A/C) 9 COMMODITY CODE:745-84-00-048439 0.000 MILE I 1 EM S 0.400000 MATERIAL DELIVERY DELIVERY CHARGES BASED ON A"PER GAL/PER MILE"COST(ONE WAY)TO DELIVER THE MATERIAL FROM THE PLANT TO THE DELIVERY LOCATION 10 COMMODITY CODE:745-84-00-048439 0.000 LOAD I'I"FM S 300.000000 SELF-CONTAINED AGITATOR TANKER-RENTAL 3,000-4,000 GALLON/EACH LOAD 01/09/2024 01:13 PM PST 01092024 01:34 PM PST COUNTY OF LOS ANGELES VENDOR SIGNATURE/DATE PRICE SHEET TERM CONTRACT AWARD Page CONTRACT NO: MA-IS-2440097-1 2 LINE NO. COMMODITY/SERVICE DESCRIPTION QUANTITY UOM PRICE TYPE VALUE 11 COMMODITY CODE:745-84-00-048439 0.000 HOUR ITEM S 405.000000 SLURRY TRUCK WITH DRIVER 12 COMMODITY CODE:745-84-00-048439 0.000 DAY ITEM S 350.000000 SLURRY BOX-BARE 13 COMMODITY CODE:745-84-00-048439 0.000 DAY 1"I I:M S 1960.000000 PUMPER-TRANSFER OPERATOR INCLUDING UTILITY TRUCK&PUMP 14 COMMODITY CODE:745-84-00-048439 0.000 I TOUR ITEM S 285.000000 APPLICATION TRUCK-BARE 15 COMMODITY CODE:745-84-00-048439 0.000 DAY ITEM S 350.000000 SERVICE HAUL TRUCK-BARE 16 COMMODITY CODE:745-84-00-048439 0.000 HOUR ITEM S 306.000000 RENTAL-SWEEPER(OPERATED) 17 COMMODITY CODE:745-84-00-048439 0.000 HOUR ITEM S 408.000000 RENTAL-SWEEPER OVERTIME(OPERATED) 18 COMMODITY CODE:745-84-00-048439 0.000 I TOUR ITEM S 408.000000 RENTAL-SWEEPER SUNDAY/HOLIDAY(OPERATED) 19 COMMODITY CODE:745-84-00-048439 0.000 DAY I ELM S 2000.000000 SUPERVISOR/TRAINER(PER DAY/PER TRAINER) 20 COMMODITY CODE:745-84-00-048439 0.000 HOUR I I EM S 120.000000 LABOR:OPERATORS,SQUEEGEE MEN,DRIVERS, PUMPERS&POSTING&NOTIFYING LABOR 21 COMMODITY CODE:745-84-00-048439 0.000 HOUR ITEM S 173.000000 LABOR:OVERTIME RATE-WEEKDAY 22 COMMODITY CODE:745-84-00-048439 0.000 HOUR ITEM S 173.000000 LABOR:OVERTIME RATE-WEEKEND 23 COMMODITY CODE:745-84-00-048439 0.000 DAY ITEM 5 2000.000000 TRAFFIC CONTROL BARRICADES-BARE 24 COMMODITY CODE:745-84-00-048439 0.000 EA ITEM S 200.000000 TRAFFIC CONTROL PLANS-PER PAGE 25 COMMODITY CODE:745-84-00-048439 0.000 EA ITEM S 225.000000 TRAFFIC CONTROL,CHANGEABLE MESSAGE SIGNS -EACH PER DAY 26 COMMODITY CODE:745-84-00-048439 0.000 EA ITEM S 2500.000000 PRICE SHEET TERM CONTRACT AWARD CONTRACT NO: MA-IS-2440097-1 Page 3 LINE NO. COMMODITY/SERVICE DESCRIPTION QUANTITY UOM PRICE TYPE VALUE PLANT OPENING FEES: SATURDAY,SUNDAY,HOLIDAY 27 COMMODITY CODE:745-84-00-048439 0.000 GAL ITEM S 1.500000 RESTOCKING OF UNUSED MATERIAL BROUGHT BACK TO THE PLANT (END OF PROJECT) NOT TO EXCEED$1,500.00 PER TRUCK OR TRAILER 28 COMMODITY CODE:745-84-00-048439 0.000 HOUR III:M S 0.000000 STAND-BY TIME SPECIAL TERMS&CONDITIONS TERM CONTRACT AWARD CONTRACT NO: MA-IS-2440097-1 Page 4 1.0 SPECIAL TERMS AND CONDITIONS 1.1 THE AGREEMENT PERIOD IS FROM 01-09-2024 TO 01-08-2027,INCLUSIVE,WITH OPTION TO EXTEND FOR ADDITIONAL TWO(2)12 MONTH PERIODS BY MUTUAL CONSENT. 1.2 UTILIZATION RECAPITULATION REPORT: 120 DAYS PRIOR TO TERMINATION OF AGREEMENT VENDOR SHALL FURNISH THE COUNTY OF LOS ANGELES WITH A LIST SHOWING AMOUNT OF EACH ITEM DELIVERED.THIS LIST SHALL BE BY INDIVIDUAL ITEM AND SHALL SHOW THE TOTAL DELIVERED TO COUNTY OF LOS ANGELES DURING THE PRIOR YEAR OR PORTION THEREOF.IN ADDITION,A TOTAL DOLLAR VALUE SOLD TO ALL PARTICIPATING AGENCIES DURING THE SAME PERIOD BE FURNISHED. 1.3 PLACING ORDERS: FRANK B.HOFFMAN PHONE:(760)603-0961 FAX:(760)603-0962 EMAIL:FRANK@PMITECHNOLOGY.COM 1.4 F.O.B.:DESTINATION 1.5 DELIVERY: 1 DAY AFTER RECEIPT OF ORDER 1.6 CASH DISCOUNT: 1%IN 20 DAYS.NET 30 DAYS 1.7 A PRICE ESCALATOR/DE-ESCALATOR PROVISION WILL APPLY ONLY ON THE PRICE OF REAS CENTRAL MIX,TYPE I,II AND III ON ANNUAL BASIS PER PROPOSAL SUBMITTED BY PETROCHEM MATERIALS INNOVATION,LLC IN A LETTER DATED DECEMBER 14,2023.THE PROVISION WITH THE FORMULA TO BE USED FOR THE PRICE ADJUSTMENT ARE ATTACHED TO THIS AGREEMENT. 1.8 ALL OTHER TERMS AND CONDITIONS IN ACCORDANCE WITH SOLICITATION# RFB-IS-24200342 1.9 CANCELLATION: THE COUNTY OF LOS ANGELES RESERVES THE RIGHT TO CANCEL ANY AGREEMENT FORMULATED FROM THIS INQUIRY,UPON 30 DAYS WRITTEN NOTICE.VENDOR MAY CANCEL ANY AGREEMENT FORMULATED FROM THIS INQUIRY AFTER INITIAL YEAR OF THE AGREEMENT PERIOD,UPON 90 DAYS WRITTEN NOTICE.THE COUNTY MAY CONTINUE TO PLACE ORDERS AGAINST THE AGREEMENT UNTIL THE EFFECTIVE DATE OF SUCH CANCELLATION. 1.10 CANCELLATION:THE COUNTY OF LOS ANGELES RESERVES THE RIGHT TO CANCEL THIS AGREEMENT/PURCHASE ORDER IF DELIVERY OR SERVICES PROVE UNSATISFACTORY(DEFAULT) AND MAY PROCURE THE ARTICLES OR SERVICES FROM OTHER SOURCES AND MAY DEDUCT FROM UNPAID BALANCE DUE THE VENDOR AND/OR MAY COLLECT AGAINST THE BOND OR SURETY FOR EXCESS COSTS SO PAID.THE PRICES PAID BY THE COUNTY OF LOS ANGELES SHALL BE CONSIDERED THE PREVAILING MARKET PRICE AT THE TIME SUCH PURCHASE IS MADE. COUNTY OF LOS ANGELES SHALL BE SOLE JUDGE AS TO SATISFACTORY PERFORMANCE. 1.11 INSURANCE COVERAGE REQUIREMENTS: GENERAL LIABILITY:INSURANCE(WRITTEN ON ISO POLICY FORM CG 00 01 OR ITS EQUIVALENT)WITH LIMITS OF NOT LESS THAN THE FOLLOWING: GENERAL AGGREGATE:$2 MILLION PRODUCTS/COMPLETED OPERATIONS AGGREGATE:$2 MILLION PERSONAL AND ADVERTISING INJURY:$1 MILLION EACH OCCURRENCE:$1 MILLION 1.12 AUTOMOBILE LIABILITY:INSURANCE(WRITTEN ON ISO POLICY FORM CA 00 01 OR ITS EQUIVALENT)WITH A LIMIT OF LIABILITY OF NOT LESS THAN$1 MILLION FOR EACH ACCIDENT.SUCH INSURANCE SHALL INCLUDE COVERAGE FOR ALL"OWNED","HIRED"AND "NON-OWNED"VEHICLES,OR COVERAGE FOR"ANY AUTO". 1.13 WORKERS COMPENSATION AND EMPLOYER'S LIABILITY:INSURANCE PROVIDING WORKERS COMPENSATION BENEFITS,AS REQUIRED BY THE LABOR CODE OF THE STATE OF CALIFORNIA SPECIAL TERMS&CONDITIONS TERM CONTRACT AWARD Page CONTRACT NO: MA-IS-2440097-1 5 OR BY ANY OTHER STATE,AND FOR WHICH CONTRACTOR IS RESPONSIBLE.IF CONTRACTOR'S EMPLOYEES WILL BE ENGAGED IN MARITIME EMPLOYMENT,COVERAGE SHALL PROVIDE WORKERS COMPENSATION BENEFITS AS REQUIRED BY THE U.S.LONGSHORE AND HARBOR WORKERS'COMPENSATION ACT,JONES ACT OR ANY OTHER FEDERAL LAW FOR WHICH CONTRACTOR IS RESPONSIBLE. IN ALL CASES,THE ABOVE INSURANCE ALSO SHALL INCLUDE EMPLOYERS'LIABILITY COVERAGE WITH LIMITS OF NOT LESS THAN THE FOLLOWING: EACH ACCIDENT:$1 MILLION DISEASE-POLICY LIMIT:$1 MILLION DISEASE-EACH EMPLOYEE:$1 MILLION 1.14 INSURANCE CERTIFICATES: CERTIFICATES OR AFFIDAVITS OF INSURANCE FOR PUBLIC LIABILITY,PROFESSIONAL LIABILITY,PROPERTY DAMAGE AND WORKER'S COMPENSATION MUST BE ON FILE IN THE OFFICE OF COUNTY PURCHASING AGENT THROUGHOUT THE PERIOD OF THIS AGREEMENT/PURCHASE ORDER.IF INSURNCE POLICIES ON WHICH THE CERTIFICATES OR AFFIDAVITS ARE ISSUED ARE CANCELLED OR CHANGED DURING THE PERIOD OF SUCH INSURANCE COVERAGE,WRITTEN NOTICE MUST BE RECEIVED BY THE COUNTY PURCHASING DEPARTMENT AT LEAST 30 DAYS PRIOR TO EFFECTIVE DATE OF SUCH CANCELLATION OR CHANGE. 1.15 INSURANCE:RESPONSIBILITY FOR OBTAINING EVIDENCE OF VENDOR INSURANCE FOR THE PROTECTION OF THE COUNTY RESTS WITH THE ORDERING DEPARTMENT.CERTIFICATES OF PUBLIC LIABILITY AND PROPERTY DAMAGE AND WORKER'S COMPENSATION INSURANCE MUST BE ON FILE IN OFFICE OF ORDERING DEPARTMENT BEFORE WORK CAN COMMENCE.ALL OPERATION OF VENDORS MUST BE COVERED.INCLUDING AUTOMOTIVE AND PREMISES OPERATIONS. STANDARD TERMS&CONDITIONS TERM CONTRACT AWARD CONTRACT NO: MA-IS-2440097-1 Page 6 The County of Los Angeles accepts your offer to furnish our requirements(and such requirements as may be ordered by cities and/or districts indicated herein)of the listed commodity,or service,as needed,subject to conditions of the stated quotation and as provided herein.All Purchase Agreements,Purchase Orders and Contracts will be deemed to be made and entered into the State of California under the constitution and laws of this state and are to be so construed. PRICE GUARANTEE:Unless otherwise provided herein,prices are maximum for the period of this agreement.In the event of a price decline,or,should you at any time during the life of this agreement sell the same material or service under similar quantity and deliver conditions to the State of California,or legal district thereof,or to any county or Municipality within the State of California at prices below those stated herein,you will immediately extend such lower prices to the County of Los Angeles. ATTENTION:VENDOR/DEPARTMENT-SPECIAL NOTE:County departments are not authorized to use this agreement as a purchasing source for products not specifically covered herein.Changes of items,equipment,or modifications to prices, specifications,or conditions,etc.,of this agreement can be made only by the Purchasing Agent by issuance of official amendment and in accordance with properly authorized changes agreed upon prior to consummation. Los Angeles County will not pay for items not listed below that have not been processed in accordance with the above paragraph. Vendor will incur payment problems. County's Quality Assurance Plan.The County or its agent will evaluate Contractor's performance under this agreement on not less than annual basis.Such evaluation will include assessing Contractor's compliance with all contract terms and performance standards. Contractor deficiencies which County's determines are severe or continuing and that may place performance of the agreement in jeopardy if not corrected will be reported to the Board of Supervisors.The report will include improvement/corrective action measures taken by the County and Contractor.If improvement does not occur consistent with the corrective action measures,County may terminate this agreement or impose other penaltiesas specified in this agreement. CONTRACTOR RESPONSIBILITY AND DEBARMENT 1.A responsible Contractor is a Contractor who has demonstrated the attribute of trustworthiness,as well as quality,fitness,capacity and experience to satisfactorily perform the contract.It is the County's policy to conduct business onlywith responsible contractors. 2.The Contractor is hereby notified that,in accordance with Chapter 2.202 of the County Code,if the County acquires information concerning the performance of the contractor on this or other contracts which indicates that the Contractor is not responsible,the County may,in addition to other remedies provided in the contract,debar the Contractor from bidding on County contracts for a specified period of time not to exceed 5 years,and terminate any or all existing contracts the Contractor may have with the County. 3.The County may debar a contractor if the Board of Supervisors finds,in its discretion,that the Contractor has done any of the following:(1)violated any term of a contract with the County,(2)committed any act or omission which negatively reflects on the Contractor's quality,fitness or capacity to perform a contract with the County or any other public entity,or engaged in a pattern or practice which negatively reflects on same,(3)committed an act or offense which indicates a lack of business integrity or business honesty,or(4)made or submitted a false claim against the County or any other public entity. 4.If there is evidence that the Contractor may be subject to debarment,the Department will notify the Contractor in writing of the evidence which is,the basis for the proposed debarment and will advise the Contractor of the scheduled date for a debarment hearing before the Contractor Hearing Board. 5.The Contractor Hearing Board will conduct a hearing where evidence on the proposed debarment is presented.The Contractor and/ or the Contractor's representative shall be given an opportunity to submit evidence at that hearing.After the hearing,the Contractor Hearing Board shall prepare a proposed decision,which shall contain a recommendation regarding whether the contractor should be debarred,and,if so,the appropriate length of time of the debarment.If the Contractor fails to avail itself of the opportunity to submit evidence to the Contractor Hearing Board,the Contractor may be deemed to have waived all rights of appeal. 6.A record of the hearing,the proposed decision and any other recommendation of the Contractor Hearing Board shall be presented to the Board of Supervisors.The Board of Supervisors shall have the right to modify,deny or adopt the proposed decision and recommendation of the Hearing Board. 7.These terms shall also apply to(subcontractors/subconsultants)of County Contractors. STANDARD TERMS&CONDITIONS TERM CONTRACT AWARD CONTRACT NO: MA-IS-2440097-1 Page 7 PROHIBITION AGAINST USE OF CHILD LABOR VENDOR shall: 1.Not knowingly sell or supply to COUNTY any products,goods,supplies or other personal property produced or manufactured in violation of child labor standards set by the International Labor Organizations through its 1973 Convention concerning Minimum Age for Employment. 2.Upon request by COUNTY,identify the country/countries of origin of any products.goods,supplies or other personal property bidder sells or supplies to COUNTY,and 3.Upon request by COUNTY,provide to COUNTY the manufacturer's certification of compliance with all international child labor conventions. Should COUNTY discover that any products,goods,supplies or other personal property sold or supplied by VENDOR to COUNTY are produced in violation of any international child labor conventions,VENDOR shall immediately provide an alternative,compliant source of supply. Failure by VENDOR to comply with the provisions of this clause will be grounds for immediate cancellation of this Purchase Order or termination of this Agreement and award to an alternative vendor. A. Jury Service Program. This Contract is subject to the provisions of the County's ordinance entitled Contractor Employee Jury Service("Jury Service Program")as codified in Sections 2.203.010 through 2.203.090 of the Los Angeles County Code. Should COUNTY discover that any products,goods,supplies or other personal property sold or supplied by VENDOR to COUNTY are produced in violation of any international child labor conventions,VENDOR shall immediately provide an alternative,compliant source of supply. B.Written Employee Jury Service policy. 1. Unless Contractor has demonstrated to the County's satisfaction either that Contractor is not a"Contractor"as defined under the Jury Service Program(Section 2.203.020 of the County Code)or that Contractor qualifies for an exception to the Jury Service Program(Section 2.203.070 of the County Code),Contractor shall have and adhere to a written policy that provides that its Employees shall receive from the Contractor,on an annual basis,no less than five days of regular pay for actual jury service.This policy may provide that Employees deposit any fees received for such jury service with the Contractor or that the Contractor deduct from the Employee's regular pay the fees received for jury service. 2. For purposes of this Section,"Contractor"means a person,partnership,corporation or other entity which has a contract with the County or a subcontract with a County contractor and has received or will receive an aggregate sum of$50,000 or more in any 12- month period under one or more County contracts or subcontracts."Employee"means any California resident who is a full time employee of Contractor."Full time"means 40 hours or more worked per week,or a lesser number of hours if the lesser number is a recognized industry standard and is approved as such by the County.If Contractor uses any subcontractor to perform services for the County under the Contract,the subcontractor shall also be subject to the provisions of this Section.The provisions of this Section shall be inserted into any such subcontract agreement and a Copy of the Jury Service Program shall be attached to the agreement. STANDARD TERMS&CONDITIONS TERM CONTRACT AWARD ge CONTRACT NO: MA-IS-2440097-1 P 8 8 3. If Contractor is not required to comply with the Jury Service Program when the Contract commences,Contractor shall have a continuing obligation to review the applicability of its"exception status"from the Jury Service Program,and Contractor shall immediately notify County if Contractor at any time either comes within the Jury Service Program's definition of"Contractor"or if Contractor no longer qualifies for an exception to the Program.In either event,Contractor shall immediately implement a written policy consistent with the Jury Service Program.The County may also require,at any time during the Contract and at its sale discretion,that Contractor demonstrate to the county's satisfaction that Contractor either continues to remain outside of the Jury service Program's definition of"Contractor"and/or that Contractor continues to qualify for an exception to the Program. 4. Contractor's violation of this Section of the contract may constitute a material breach of the Contract.In the event of such material.breach,County may,in its sole discretion,terminate the Contract and/or bar Contractor from the award of future County contracts for a period of time consistent with the seriousness of the breach. PRICE SPECIFIC CONTRACTS AND PURCHASE ORDERS Vendors are entitled to receive payment for goods received by,or services provided to the county specific to the Contract or Purchase Order price amount.Under no circumstances will those Suppliers,Contractors or Vendors who supply goods or otherwise contract services with the County of Los Angeles be entitled to or paid for expenditures beyond the Contract or Purchase Order amounts. Vendors are prohibited from accepting prepayment for goods or services without the express written approval of the County Purchasing Agent. ASSIGNMENT BY CONTRACTOR A. Contractor shall not assign its rights or delegate its duties under the Agreement,or both whether in whole or in part,without the prior written consent of County,in its discretion,and any attempted assignment or delegation without such consent shall be null and void. For purposes of this paragraph,County consent shall require a written amendment to the Agreement,which is formally approved and executed by the parties.Any payments by county to any approved delegate or assignee on any claim under the Agreement shall be deductible,at County's sole discretion,against the claims which Contractor,may have against county. B. Shareholders,partners,members,or other equity holders of Contractor may transfer,sell exchange,assign,or divest themselves of any interest they may have therein.However,in the event any such sale,transfer,exchange.assignment,or divestment is effected in such a way as to give majority control of Contractor to any person(s),corporation,partnership,or legal entity other than the majority controlling interest therein at the time of execution of the Agreement,such disposition is an assignment requiring the prior written consent of County in accordance with applicable provisions of this Agreement. C. Any assumption,assignment,delegation,or takeover of any of the Contractor's duties,responsibilities,obligations,or performance of same by any entity other than the Contractor,whether through assignment,subcontract,delegation,merger,buyout,or any other mechanism,with or without consideration for any reason whatsoever without county's express prior written approval,shall be a material breach of the Agreement which may result in the termination of the Agreement.In the event of such termination,County shall be entitled to pursue the same remedies against Contractor as it could pursue in the event of default by Contractor. DEFAULT METHOD OF PAYMENT:DIRECT DEPOSIT OR ELECTRONIC FUNDS TRANSFER(EFT) 1. The County,at its sole discretion,has determined that the most efficient and secure default form of payment for goods and/or services provided under an agreement or contract with the County shall be Electronic Funds Transfer(EFT)or direct deposit,unless an alternative method of payment is deemed appropriate by the Auditor-Controller(A-C). 2. The Contractor shall submit a direct deposit authorization request via the website https://directdeposit.lacounty.gov with banking and vendor information,and any other information that the A-C determines is reasonably necessary to process the payment and comply with all accounting,record keeping,and tax reporting requirements. 3. Any provision of law,grant,or funding agreement requiring a specific form or method of payment other than EFT or direct deposit shall supersede this requirement with respect to those payments. FEDERAL UNIFORM GUIDELINE CLAUSE By entering into this Contract/Purchase Order,the ContractorNendor agrees to comply with all applicable provisions of Title 2, Subtitle A,Chapter II,PART 200—UNIFORM ADMINISTRATIVE REQUIREMENTS,COST PRINCIPLES,AND AUDIT REQUIREMENTS FOR FEDERAL AWARDS contained in Title 2 C.F.R.§200 et seq. STANDARD TERMS&CONDITIONS TERM CONTRACT AWARD CONTRACT NO: MA-IS-2440097-1 Page 9 COMPLIANCE WITH COUNTY POLICY OF EQUITY The contractor acknowledges that the County takes its commitment to preserving the dignity and professionalism of the workplace very seriously,as set forth in the County Policy of Equity(CPOE),(https://ceop.lacounty.gov/).The contractor further acknowledges that the County strives to provide a workplace free from discrimination,harassment,retaliation and inappropriate conduct based on a protected characteristic,and which may violate the CPOE.The contractor,its employees and subcontractors acknowledge and certify receipt and understanding of the CPOE.Failure of the contractor,its employees or its subcontractors to uphold the County's expectations of a workplace free from harassment and discrimination,including inappropriate conduct based on a protected characteristic,may subject the contractor to termination of contractual agreements as well as civil liability. PETROCHEM MATERIALS INNOVATION, LLC PMITECHNOLOGY.COM 760-603-0961 December 14, 2023 Attention: Peter Genov Purchasing&Contracts Analyst,Construction Acquisitions County of Los Angeles- Internal Services Department Subject: County of Los Angeles—Slurry, Pre-mix, REAS RFQ: RFB-IS-24200342-1 Dear Peter, As part of our quote on the above project,we request to include a price escalator/de-escalator only on the price of REAS Central Mix,Types I, II and II. These would be the RFQ line items 1, 2, 3,5 and 6. With the fluctuating price of liquid asphalt used in making emulsion,we would like to propose a formulation to determine the price of the REAS Central Mix products that is used annually on an anniversary date. This is exactly what we do in our contract with the City of Los Angeles. I have attached a sample calculation if at the anniversary date of 12/20/2024 the cost of our liquid asphalt hypothetically increased by$40/ton. The basic primus is the following: In each gallon of Premix REAS Type I there is the equivalent of: 36.17% 4.70 lbs of Emulsion/Asphalt 63.83% 8.30 lbs of slurry aggregate In each gallon of Premix REAS Type II and III there are the equivalent of: 25.37% 3.42 lbs of Emulsion/Asphalt 74.63% 10.08 lbs of slurry aggregate As per the calculation, if the price that we pay for liquid asphalt increases by$40/ton,then the price of the REAS would increase for the next 12 months by$0.06 and $0.04 respectfully, Conversely,if the price of asphalt decreases by$40/ton,then the price of the REAS would decrease for the next 12 months by$0.06 and $0.04 respectfully. Sincerely, / - 1—}// Frank B. Hoffman C.F.O. CONTRACTOR # 991274 6168 INNOVATION WAY, CARLSBAD, CA 92009 12/20/2024 Please see the attached narrative and copies of invoices for the justification for this increase. Proposed Price Base Contract Increase Proposed Dec 20, 2023 as justified by the Dec 20,2024 Line# Item Description Price information below Price 1 Premix REAS type I $ 2.89 $ 0.06 $ 2.95 2 Premix REAS type II $ 2.52 $ 0.04 $ 2.56 3 Premix REAS type III $ 2.52 $ 0.04 $ 2.57 In each gallon of Premix REAS Type I there is the equivalent of: 36.17% 4.70 lbs of Emulsion/Asphalt 63.83% 8.30 lbs of slurry aggregate In each gallon of Premix REAS Type II and III there are the equivalent of: 25.37% 3.42 lbs of Emulsion/Asphalt 74.63% 10.08 lbs of slurry aggregate Asphalt Prices at December 2024 for PG 70-10 rise to$555.00 per liquid ton. Asphalt Prices on December 2023 for 70-10 was S515.00 per liquid ton as bid in current contract. Asphalt Emulsion for Type I: Asphalt Prices 12/20/2024 $ 555.00 Asphalt Prices 12/20/2023 $ 515.00 Increase in Asphalt Oil Costs per ton $ 40.00 Cost increase per lb.($40.00/2,000) $ 0.02000 2.96 lbs of Asphalt(4.7 lbs *63%) 2.96 Increase per gallon of REAS Type I $ 0.06 Asphalt Emulsion for Types II and III &Type II RAP: Asphalt Prices 12/20/2024 $ 555.00 Asphalt Prices 12/20/2023 $ 515.00 Increase in Asphalt Oil Costs per ton $ 40.00 Cost increase per lb.($40.00/2,000) $ 0.02000 2.15 lbs of Emulsion(3.42 lbs*63%) 2.15 Increase per gallon of REAS Types II and III $ 0.04 Asphalt Prices at December 2024 for PG 76-22 rise to$875.00 per liquid ton. Asphalt Prices on December 2023 for 76-22 was $835.00 per liquid ton as bid in current contract. Asphalt Emulsion for Types II (wl 76-22 Binder from Benicia): Asphalt Prices 12/20/2024 $ 875.00 Asphalt Prices 12/20/2023 $ 835.00 Increase in Asphalt Oil Costs per ton $ 40.00 Cost increase per Ib.($40.00/2,000) $ 0.02000 2.15 lbs of Emulsion (3.42 lbs *63%) 2.15 Increase per gallon of REAS Types II wl 76-22 Binder $ 0.04 Delivery: 1 Day A R 0 EXHIBIT B TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 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, Contractor 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", Contractor 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. Contractor 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. Contractor shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Contractor and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Contractor or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Contractor shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Contractor's Services are subject to compliance monitoring and enforcement by DIR. Contractor 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. Contractor acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Contractor shall post such rates at each job site covered by this Agreement. 6. Contractor 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. Contractor 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 Contractor or by any subcontractor. 7. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor 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. Contractor 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. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor 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, Contractor and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Contractor 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. Contractor 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 Contractor or any subcontractor becomes debarred or suspended during the duration of the project, Contractor shall immediately notify City. 10. Contractor acknowledges that eight hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Contractor 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 Contractor 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, Contractor 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, Contractor shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Contractor 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. Contractor 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. Contractor shall diligently take corrective action to halt or rectify any failure. 13. To the maximum extent permitted by law, Contractor shall indemnify, hold harmless and defend (at Contractor's expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving 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 Contractor, its subcontractors, and each of their officials, officers, employees and agents) 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 Contractor under this Section shall survive the termination of the Agreement. ___-", PETRMAN-01 SWEST ACOR O DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 9/29/2023 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 License#0C36861 CONTACT NAME: San Diego-Alliant Insurance Services,Inc. PHONE (619 F 'NOI`( 238-1828 619 699-2100 701 B St 6th FI (n ,Est); ( San Diego,CA 92101 tagalgss:sheila.west@alliant.com INSURERS)AFFORDING COVERAGE NAIC• INSURER A:Crum&Forster Specialty Insurance Company 44520 INSURED INSURER B:Zurich American Insurance Company 16535 Petrochem Materials Innovation, LLC INSURERC: 6168 Innovation Way INSURERD: Carlsbad,CA 92009 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 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 ADDL SUBRI POUCY EFF POUCY EXP LTR TYPE OF INSURANCE INSD WVD POUCY NUMBER t ppfyyyyt I DD/yyyy) LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 CLAIMS-MADE X OCCUR X x GLO-100136 10/1/2023 10/1/2024 PREMISES(EaNTED occurrence) $ 50,000 MED EXP(Any one person) $ PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POUCY X PRO- LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: ECT EBL AGGREGATE $ 1,000,000 MNED B AUTOMOBILE LIABILITY (CEO aBB ident) E LIMIT $ 1,000,000 X ANY AUTO X X BAP106300405 10/1/2023 10/1/2024 BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY _AUTOSN BODILY INJURY(Per accident) $ AUTOS ONLY OS WNE ON (itOPERd YMDAMAGE $ $ A UMBRELLA UAB X OCCUR EACH OCCURRENCE $ 5,000,000 X EXCESS UAB CuuMS-MADE SEO-126306 10/1/2023 10/1/2024 AGGREGATE $ 5,000,000 DED RETENTIONS $ B WORKERS COMPENSATION X AND EMPLOYERS' ABILITY STATUTE ERA LI ANYPROPRIETOR/PARTNER/EXECUTIVE YIN Xh106300305 10/112023 10I112024 E.L.EACH ACCIDENT $ 1,000,000 MFFICER/MEMBER EXCLUDED? Y NIA andatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City,its elected and appointed officials,officers,employees,agents,designated volunteers and those City agents serving as independent contractors in the role of City officials are named as Additional Insured.Coverage is Primary and Non-Contributory.Waiver of Subrogation applies.30 Days'Notice of Cancellation applies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Seal Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN y ACCORDANCE WITH THE POLICY PROVISIONS. 211 -8th Street Seal Beach,CA 90740 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: BAP106300405 COMMERCIAL AUTO CA04441013 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: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: PETROCHEM MATERIALS INNOVATION, LLC Endorsement Effective Date: 10/01/2023 SCHEDULE Name(s) Of Person(s) Or Organization(s): ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. CA 04 44 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 0 • Coverage Extension Endorsement ZURICH Petrochem Materials Innovation, LLC Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff.Date of End. Producer No. Addl.Prem Return Prem. BAP106300405 10/01/2023 10/01/2024 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Amended Who Is An Insured 1. The following is added to the Who Is An Insured Provision in Section II—Covered Autos Liability Coverage: The following are also"insureds": a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any "employee" of yours is also an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured" while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.1.a.and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s)where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the limits required in the written contract or written agreement, or the Limits of Insurance shown in the Declarations, whichever is less. 2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance—Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form: Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any"accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured" will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form. B. Amendment—Supplementary Payments Paragraphs a.(2) and a.(4) of the Coverage Extensions Provision in Section II — Covered Autos Liability Coverage are replaced by the following: (2) Up to $5,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident"we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. U-CA-424-F CW(04/14) Page 1 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. C. Fellow Employee Coverage The Fellow Employee Exclusion contained in Section II—Covered Autos Liability Coverage does not apply. D. Driver Safety Program Liability and Physical Damage Coverage 1. The following is added to the Racing Exclusion in Section II—Covered Autos Liability Coverage: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. 2. The following is added to Paragraph 2. in the Exclusions of Section III — Physical Damage Coverage of the Business Auto Coverage Form and Paragraph 2.b. in the Exclusions of Section IV — Physical Damage Coverage of the Motor Carrier Coverage Form: This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations. E. Lease or Loan Gap Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Lease Or Loan Gap Coverage In the event of a total "loss"to a covered "auto", we will pay any unpaid amount due on the lease or loan for a covered "auto", less: a. Any amount paid under the Physical Damage Coverage Section of the Coverage Form; and b. Any: (1) Overdue lease or loan payments at the time of the"loss"; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (3) Security deposits not returned by the lessor; (4) Costs for extended warranties, credit life insurance, health, accident or disability insurance purchased with the loan or lease; and (5) Carry-over balances from previous leases or loans. F. Towing and Labor Paragraph A.2.of the Physical Damage Coverage Section is replaced by the following: We will pay up to$75 for towing and labor costs incurred each time a covered "auto" of the private passenger type is disabled. However, the labor must be performed at the place of disablement. G. Extended Glass Coverage The following is added to Paragraph A.3.a.of the Physical Damage Coverage Section: If glass must be replaced, the deductible shown in the Declarations will apply. However, if glass can be repaired and is actually repaired rather than replaced, the deductible will be waived. You have the option of having the glass repaired rather than replaced. H. Hired Auto Physical Damage—Increased Loss of Use Expenses The Coverage Extension for Loss Of Use Expenses in the Physical Damage Coverage Section is replaced by the following: Loss Of Use Expenses For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or written rental agreement. We will pay for loss of use expenses if caused by: U-CA-424-F CW(04/14) Page 2 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. (1) Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto"; (2) Specified Causes Of Loss only if the Declarations indicate that Specified Causes Of Loss Coverage is provided for any covered "auto"; or (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto". However, the most we will pay for any expenses for loss of use is$100 per day,to a maximum of$3000. I. Personal Effects Coverage The following is added to the Coverage Provision of the Physical Damage Coverage Section: Personal Effects Coverage a. We will pay up to $750 for"loss"to personal effects which are: (1) Personal property owned by an"insured"; and (2) In or on a covered "auto". b. Subject to Paragraph a. above, the amount to be paid for"loss"to personal effects will be based on the lesser of: (1) The reasonable cost to replace; or (2) The actual cash value. c. The coverage provided in Paragraphs a. and b. above, only applies in the event of a total theft of a covered "auto". No deductible applies to this coverage. However, we will not pay for"loss" to personal effects of any of the following: (1) Accounts, bills, currency, deeds, evidence of debt, money, notes, securities, or commercial paper or other documents of value. (2) Bullion, gold, silver, platinum, or other precious alloys or metals; furs or fur garments; jewelry, watches, precious or semi-precious stones. (3) Paintings, statuary and other works of art. (4) Contraband or property in the course of illegal transportation or trade. (5) Tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. Any coverage provided by this Provision is excess over any other insurance coverage available for the same "loss". J. Tapes, Records and Discs Coverage 1. The Exclusion in Paragraph B.4.a. of Section III — Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph B.2.c. of Section IV— Physical Damage Coverage in the Motor Carrier Coverage Form does not apply. 2. The following is added to Paragraph 1.a. Comprehensive Coverage under the Coverage Provision of the Physical Damage Coverage Section: We will pay for "loss" to tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data electronic devices: (a) Are the property of an "insured"; and (b) Are in a covered "auto"at the time of"loss". The most we will pay for such "loss" to tapes, records, discs or other similar devices is $500. The Physical Damage Coverage Deductible Provision does not apply to such "loss". U-CA-424-F CW(04/14) Page 3 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. K. Airbag Coverage The Exclusion in Paragraph B.3.a. of Section III—Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph B.4.a. of Section IV— Physical Damage Coverage in the Motor Carrier Coverage Form does not apply to the accidental discharge of an airbag. L. Two or More Deductibles The following is added to the Deductible Provision of the Physical Damage Coverage Section: If an accident is covered both by this policy or Coverage Form and by another policy or Coverage Form issued to you by us, the following applies for each covered "auto"on a per vehicle basis: 1. If the deductible on this policy or Coverage Form is the smaller(or smallest)deductible, it will be waived; or 2. If the deductible on this policy or Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller(or smallest)deductible. M. Physical Damage—Comprehensive Coverage—Deductible The following is added to the Deductible Provision of the Physical Damage Coverage Section: Regardless of the number of covered "autos"damaged or stolen,the maximum deductible that will be applied to Comprehensive Coverage for all "loss"from any one cause is$5,000 or the deductible shown in the Declarations, whichever is greater. N. Temporary Substitute Autos—Physical Damage 1. The following is added to Section I—Covered Autos: Temporary Substitute Autos—Physical Damage If Physical Damage Coverage is provided by this Coverage Form on your owned covered "autos", the following types of vehicles are also covered "autos"for Physical Damage Coverage: Any "auto" you do not own when used with the permission of its owner as a temporary substitute for a covered "auto"you do own but is out of service because of its: 1. Breakdown; 2. Repair; 3. Servicing; 4. "Loss"; or 5. Destruction. 2. The following is added to the Paragraph A. Coverage Provision of the Physical Damage Coverage Section: Temporary Substitute Autos—Physical Damage We will pay the owner for"loss"to the temporary substitute "auto" unless the"loss" results from fraudulent acts or omissions on your part. If we make any payment to the owner, we will obtain the owner's rights against any other party. The deductible for the temporary substitute "auto" will be the same as the deductible for the covered "auto" it replaces. O. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a.of the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is replaced by the following: a. In the event of"accident", claim, "suit" or"loss", you must give us or our authorized representative prompt notice of the "accident", claim, "suit" or "loss". However, these duties only apply when the "accident", claim, "suit" or "loss" is known to you (if you are an individual), a partner(if you are a partnership), a member(if you are a limited liability company) or an executive officer or insurance manager (if you are a corporation). The failure of any U-CA-424-F CW(04/14) Page 4 of 6 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. agent, servant or employee of the "insured"to notify us of any"accident", claim, "suit" or"loss"shall not invalidate the insurance afforded by this policy. Include, as soon as practicable: (1) How, when and where the "accident" or "loss" occurred and if a claim is made or "suit" is brought, written notice of the claim or"suit"including, but not limited to, the date and details of such claim or"suit"; (2) The"insured's" name and address; and (3) To the extent possible, the names and addresses of any injured persons and witnesses. If you report an "accident", claim, "suit" or "loss" to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you. P. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition: This Condition does not apply to the extent required of you by a written contract, executed prior to any "accident" or "loss", provided that the "accident" or"loss" arises out of operations contemplated by such contract. This waiver only applies to the person or organization designated in the contract. Q. Employee Hired Autos—Physical Damage Paragraph b. of the Other Insurance Condition in the Business Auto Coverage Form and Paragraph f. of the Other Insurance—Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form are replaced by the following: For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos"you own: (1) Any covered "auto"you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented under a written contract or written agreement entered into by an "employee"or elected or appointed official with your permission while being operated within the course and scope of that "employee's"employment by you or that elected or appointed official's duties as respect their obligations to you. However, any"auto"that is leased, hired, rented or borrowed with a driver is not a covered "auto". R. Unintentional Failure to Disclose Hazards The following is added to the Concealment, Misrepresentation Or Fraud Condition: However, we will not deny coverage under this Coverage Form if you unintentionally: (1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of"autos" or other misstatement of information. You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy. S. Hired Auto—World Wide Coverage Paragraph 7a.(5) of the Policy Period, Coverage Territory Condition is replaced by the following: (5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed for a period of 60 days or less, T. Bodily Injury Redefined The definition of"bodily injury" in the Definitions Section is replaced by the following: "Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at any time. Mental anguish means any type of mental or emotional illness or disease. U-CA-424-F CW(04/14) Page 5 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. U. Expected Or Intended Injury The Expected Or Intended Injury Exclusion in Paragraph B. Exclusions under Section II—Covered Auto Liability Coverage is replaced by the following: Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the "insured". This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. V. Physical Damage—Additional Temporary Transportation Expense Coverage Paragraph A.4.a.of Section III—Physical Damage Coverage is replaced by the following: 4. Coverage Extensions a. Transportation Expenses We will pay up to $50 per day to a maximum of$1,000 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". W. Replacement of a Private Passenger Auto with a Hybrid or Alternative Fuel Source Auto The following is added to Paragraph A. Coverage of the Physical Damage Coverage Section: In the event of a total "loss" to a covered "auto" of the private passenger type that is replaced with a hybrid "auto" or "auto" powered by an alternative fuel source of the private passenger type, we will pay an additional 10% of the cost of the replacement "auto", excluding tax, title, license, other fees and any aftermarket vehicle upgrades, up to a maximum of$2500. The covered "auto" must be replaced by a hybrid "auto" or an "auto" powered by an alternative fuel source within 60 calendar days of the payment of the "loss" and evidenced by a bill of sale or new vehicle lease agreement. To qualify as a hybrid "auto", the "auto" must be powered by a conventional gasoline engine and another source of propulsion power. The other source of propulsion power must be electric, hydrogen, propane, solar or natural gas, either compressed or liquefied. To qualify as an "auto" powered by an alternative fuel source, the "auto" must be powered by a source of propulsion power other than a conventional gasoline engine. An "auto" solely propelled by biofuel, gasoline or diesel fuel or any blend thereof is not an "auto" powered by an alternative fuel source. X. Return of Stolen Automobile The following is added to the Coverage Extension Provision of the Physical Damage Coverage Section: If a covered "auto" is stolen and recovered, we will pay the cost of transport to return the "auto" to you. We will pay only for those covered "autos"for which you carry either Comprehensive or Specified Causes of Loss Coverage. All other terms, conditions, provisions and exclusions of this policy remain the same. U-CA-424-F CW(04/14) Page 6 of 6 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. POLICY NUMBER: BAP106300405 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s)who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: PETROCHEM MATERIALS INNOVATION, LLC Endorsement Effective Date: 10/01/2023 SCHEDULE Name Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION TO WHOM OR TO WHICH YOU ARE REQUIRED TO PROVIDE ADDITIONAL INSURED STATUS OR ADDITIONAL INSURED STATUS ON A PRIMARY, NON-CONTRIBUTORY BASIS, IN A WRITTEN CONTRACT OR WRITTEN AGREEMENT EXECUTED PRIOR TO LOSS, EXCEPT WHERE SUCH CONTRACT OR AGREEMENT IS PROHIBITED BY LAW. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 ©Insurance Services Office, Inc., 2011 Page 1 of 1 WORKERS'COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 04 03 06 Policy Number: WC106300305 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT- CALIFOR NIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 0 % of the California workers' compensation pre- mium otherwise due on such remuneration. Schedule Person or Organization Job Description ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION. WC 252(4-84) WC 04 03 06(Ed.4-84) Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Person or Organization: Any person or organization you have agreed in a written contract to waive any right of recovery against provided the written contract is signed prior to the injury or damage Effective Date: The later of the effective date of this policy,the date of this endorsement,or the date on which "your work"first started on the project to which this endorsement applies, but in no event later than the policy expiration date or applicable earlier termination date of this policy 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 we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations. This endorsement applies only: 1. to ongoing operations performed by the Named Insured for the person or organization named above on or after the effective date of this endorsement;and 2. when you and such person or organization have agreed in writing in a contract or agreement entered into prior to the loss or occurrence that such right of recovery is waived;and 3. when the"suit"for damages against the person or organization in the Schedule is based on the Named Insured's sole negligence. Subrogation shall not be waived with respect to any liability arising directly or indirectly out of any of the following actions of persons or organizations named above: 1. "Professional services"; 2. Modifying or changing specifications without the express written consent of the Named Insured; or 3. Any activities beyond the scope of monitoring the progress of the Named Insured. For the purposes of this endorsement,"professional services"includes but is not limited to the following: 1. Preparing, approving, recommending, or failing to prepare, approve, or recommend maps, drawings, opinions, reports, surveys, change orders, designs, specifications, hazard assessment plans, response actions, abatement methods or products,air monitoring plans,or insurance requirements; 2. Supervisory, inspection,training, or engineering services; and/or 3. Monitoring,testing, analysis,legal, accounting,architectural, medical, processing, consulting,or advisory services. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. This endorsement forms a part of the Policy to which attached, effective on the inception date of the Policy unless otherwise stated herein. (The following information is required only when this endorsement is issued subsequent to preparation of the Policy.) Endorsement effective: 10-1-2023 Policy No.: GLO-100136 Endorsement No. : Named Insured: Petrochem Materials Innovation,LLC Countersigned by CFSIC-GL-2490(1 0/201 3) Page 1 of 1 Policy Number: GLO-100136 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 Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under this policy provided that: (1) The additional insured is a named insured under such other insurance;and (2) You have agreed in writing in a contract or agreement prior to the injury or damage that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured where the additional insured is a named insured. However, the insurance provided under this endorsement will not apply beyond the extent required by such contract or agreement. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. CFSIC-GL-1002(09/2020) Page 1 of 1 Policy Number:GLO-100136 COMMERCIAL GENERAL LIABILITY CG20331219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS WHEN REQUIRED IN A WRITTEN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured any person or additional insureds, the following additional organization for whom you are performing exclusions apply: operations when you and such person or This insurance does not apply to: organization have agreed in writing in a contract or agreement that such person or organization be 1. "Bodily injury", "property damage" or "personal added as an additional insured on your policy. and advertising injury" arising out of the Such person or organization is an additional rendering of, or the failure to render, any insured only with respect to liability for "bodily professional architectural, engineering or injury", "property damage" or "personal and surveying services, including: advertising injury" caused, in whole or in part, by: a. The preparing, approving, or failing to 1. Your acts or omissions; or prepare or approve, maps, shop drawings, on your opinions, reports, surveys, field orders, 2. The acts or omissions of those acting change orders or drawings and behalf; specifications; or in the performance of your ongoing operations for b. Supervisory, inspection, architectural or the additional insured. engineering activities. However, the insurance afforded to such This exclusion applies even if the claims additional insured: against any insured allege negligence or other 1. Only applies to the extent permitted by law; wrongdoing in the supervision, hiring, and employment, training or monitoring of others by 2. Will not be broader than that which you are that insured, if the "occurrence" which caused required by the contract or agreement to the "bodily injury" or "property damage", or the provide for such additional insured. offense which caused the "personal and advertising injury", involved the rendering of or A person's or organization's status as an the failure to render any professional additional insured under this endorsement ends architectural, engineering or surveying when your operations for that additional insured services. are completed. CG 20 33 12 19 ©Insurance Services Office, Inc., 2018 Page 1 of 2 2. "Bodily injury" or "property damage" occurring C. With respect to the insurance afforded to these after: additional insureds, the following is added to a. All work, including materials, parts or Section III—Limits Of Insurance: equipment furnished in connection with The most we will pay on behalf of the additional such work, on the project (other than insured is the amount of insurance: service, maintenance or repairs) to be 1. Required by the contract or agreement you performed by or on behalf of the additional have entered into with the additional insured; insured(s) at the location of the covered or operations has been completed; or b. That portion of "your work" out of which the 2. Available under the applicable limits of injury or damage arises has been put to its insurance; intended use by any person or organization whichever is less. other than another contractor or This endorsement shall not increase the subcontractor engaged in performing applicable limits of insurance. operations for a principal as a part of the same project. CG 20 33 12 19 ©Insurance Services Office, Inc., 2018 Page 2 of 2 Policy Number: GLO-100136 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 As required by written contract signed prior to the As required by written contract signed prior to the "bodily injury"or"property damage". "bodily injury" or "property damage" and if covered under this policy. 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 additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for"bodily injury"or"property If coverage provided to the additional insured is damage" caused, in whole or in part, by"your work" required by a contract or agreement, the most we at the location designated and described in the will pay on behalf of the additional insured is Schedule of this endorsement performed for that the amount of insurance: additional insured and included in the "products- completed operations hazard". 1. Required by the contract or agreement; However: or 1. The insurance afforded to such additional 2. Available under the applicable limits of insured only applies to the extent permitted by insurance; law; and whichever is less. 2. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the applicable limits of insurance. insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 � .,Ae. Liberty Liberty Mutual Surety f*t Mutual® Attention:LMS Claims PO Box 34526 SURETY Seattle,WA 98124 Phone:(206)473-6210 Fax:(866)548-6873 PERFORMANCE BOND Email:HOSCL@libertymutual.com Premium:$2,580.00 www.LibertyMutualSuretyClaims.com Bond Number: 024279880 KNOW ALL MEN BY THESE PRESENTS,that we Petrochem Materials Innovation,LLC , as principal(the"Principal"), and Liberty Mutual Insurance Company ,a Boston Massachusetts insurance company, as surety(the"Surety"),are held and firmly bound unto City of Seal Beach,CA , as obligee(the"Obligee"), in the penal sum of Two Hundred Fifty-eight Thousand Dollars And Zero Cents Dollars($258,000.00 ),for the payment of which sum well and truly to be made, the Principal and the Surety, bind ourselves, our heirs, executors, administrators, successors and assigns,jointly and severally,firmly by these presents. WHEREAS,the Principal has by written agreement,dated the July 3,2024 , entered into a contract (the"Contract")with the Obligee for PO#P025-1306,Central Mix REAS Type II-Locations:Basswood St;Aster St; Birchwood Ave;Ironwood Ave;Elder Ave;Oleander St;Violet St. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal shall promptly and faithfully perform the Contract, then this obligation shall be null and void; otherwise it shall remain in full force and effect. PROVIDED AND SUBJECT TO THE CONDITIONS PRECEDENT: 1. Whenever the Principal shall be, and declared by the Obligee to be in default under the Contract, the Obligee having performed the Obligee's obligations thereunder, the Surety may promptly remedy the default, or shall promptly: 1.1 Arrange for the Principal,with consent of the Obligee,to perform and complete the Contract;or 1.2 Undertake to perform and complete the Contract itself, through its agents or through independent contractors; or 1.3 Obtain a bid or bids from alternative contractors to complete the Contract in accordance with its terms and conditions, and upon determination by the Surety of the lowest responsible bidder, or if the Obligee elects, upon determination by the Obligee and the Surety jointly of the lowest responsible bidder, arrange for a contract between such bidder and the Obligee, and make available as work progresses (even though there should be a default or a succession of defaults under the contract or contracts of completion arranged under this paragraph) sufficient funds to pay the cost of completion less the balance of the contract price; but not exceeding the amount set forth in the first paragraph of this bond. The term"balance of the contract price," as used in this paragraph, shall mean the total amount payable by the Obligee to the Principal under the Contract and any amendments thereto, less the amount properly paid by the Obligee to the Principal; or 1.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: a. After investigation, determine the amount for which it may be liable to the Obligee and, as soon as practicable after the amount is determined,tender payment therefore to the Obligee; or b. Deny liability in whole or in part and notify the Obligee citing reasons therefore. Page 1 of 2 Rev.3/12 LMS-20885e 03/18 2. Notwithstanding any other provision of this bond or the Contract, or otherwise, the Surety is not responsible for and shall not be held liable to the Obligee for any hazardous waste removal and the Surety shall not be held liable to, or in any other respect be responsible to, the Obligee by way of indemnity, claims or otherwise, or to any public authority or to any other person, firm or corporation, for or on account of any fines or claims by any public authority or for bodily injuries or property damage to any person or thing, including, but not limited to,injury or damage due to the release or threat of release of hazardous substances of any kind or damage to real estate or to the environment or clean-up costs or other damages of whatever kind or nature arising out of any act of commission or omission by the Principal, the Principal's agents, servants, employees, subcontractors or suppliers or any other person in connection with the performance of the Contract. This limitation applies regardless of when any such fine is assessed, claim is made, or injury, damage, release or threat of release occurs and without regard to any term or condition of the Contract. 3. The Surety hereby waives notice of any alteration or extension of time made by the Obligee. 4. Any suit under this bond must be instituted before the expiration of one (1) year from the date on which the Principal ceased to work on the Contract. If the provisions of this paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 5. No right of action shall accrue on this bond to or for the use of any person or corporation other than the Obligee named herein or the heirs, executors,administrators or successors of the Obligee. 6. Any claims must be presented in writing to Liberty Mutual Insurance Company to the attention of LMS Claims at the above address. DATED as of this 5th day of September , 2024 . Petrochem Materials Innovation,LLC WITNESS/ATTEST (Princi al) By: (Seal) Name: �' g. J Title: C FO Liberty Mutual Insurance Company (Surety) 1NSU 2 1912 c Ydd as�cHue�,dD By: 0j7 Attome -in-Fact Tara Bacon, Page 2 of 2 Rev.3/12 LMS-20885e 03/18 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 San Diego On ,-tV)-(A ?-672-(1 before me, Minna Huovila, Notary Public (insert name and title of the officer) personally appeared Tara Bacon 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. „, a� MINNA HUOVILA COMM. #2473536 n C.)0� 0r NOTARY PUBLIC-CALIFORNIA Cl) cr:41:SN- ` V SAN DIEGO COUNTY U _ •r My Commission Expires DECEMBER 6.2027 Signature ?It (Seal) This Power of Attorney limits the acts of those named herein,and they have no authority to rr bind the Company except in the manner and to the extent herein stated. 11, ♦rN ,,'e Liberty Liberty Mutual Insurance Company IE Mutual The Ohio Casualty Insurance Company Certificate No: 8206895-024019 West American Insurance Company SURETY POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana(herein collectively called the"Companies"),pursuant to and by authority herein set forth,does hereby name,constitute and appoint, Christopher Conte;Dale G.Harshaw;Geoffrey Shelton;Janice Martin:John R.Qualin;Lawrence F.McMahon:Lilia De Loera:Minna Huovila:Natassia Kirk-Smith:Ryan Warnock;Sarah Myers;Tara Bacon all of the city of San Diego state of CA each individually if there be more than one named,its true and lawful attorney-in-fact to make, execute,seal,acknowledge and deliver,for and on its behalf as surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 8th day of December , 2021 . Liberty Mutual Insurance Company tNsup co INSU 5Nsu,p The Ohio Casualty Insurance Company �Jp'GoaPopyr + eo-owpoR,grRy2 UN-- 0,0R4r4+ West American Insurance Company 3 Fo to Q 3 Fo c r Fo rn 1912 0 0 1919 o '' 1991 d,>l SSACH05" As' ° �RAMP5v^.da 'ls 6RDIANP dL U t. ei7 * 0 �Hl * 0 'M . � By: D io CO David M.Carey,Assistant Secretary �Y ` ro State of PENNSYLVANIA - - rn County of MONTGOMERY ss o i„ U fis 4.- o On this 8th day of December , 2021 before me personally appeared David M.Carey,who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance o aa) o �o Company,The Ohio Casualty Company,and West American Insurance Company,and that he,as such, being authorized so to do,execute the foregoing instrument for the purposes I > therein contained by signing on behalf of the corporations by himself as a duly authorized officer. >@ ip IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at King of Prussia,Pennsylvania,on the day and year first above written. a0 Cn c- p o N PAST '-S (Z.I,, MONWE F� Commonwealth of Pennsylvania-Notary Seal �_4) o o. 4t1' Teresa Pastella,Notary Public 0') Montgomery County E F o$. OF My commission expires March 28,2025 By: dk-f-A1-06 �2t/ o c tp a\Q Commission number 1126044 L eresa Pastella,Notary Public Q o 4,, N5y Wq�p v,G Member.Pennsylvania Association of Notaries co E gRY (73 �N This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual 3 00 E.- Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: ARTICLE IV-OFFICERS:Section 12 co .Power of Attorney. o o Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the a- President may prescribe,shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety 03— @ C any and all undertakings,bonds,recognizances and other surety obligations.Such attorneys-in-fact,subject to the limitations set forth in their respective powers of attorney, shall-o have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such o a) Z instruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney-in-fact under the.n ami provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. ti Q ARTICLE XIII-Execution of Contracts:Section 5.Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys-in-fact, as may be necessary to act in behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings, bonds,recognizances and other surety obligations.Such attorneys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company.When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation-The President of the Company,acting pursuant to the Bylaws of the Company,authorizes David M.Carey,Assistant Secretary to appoint such attorneys-in- fact as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Authorization-By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company,wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds,shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn,the undersigned,Assistant Secretary,The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company,and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full,true and correct copy of the Power of Attorney executed by said Companies,is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 5th day of September , 2024 . 1Nst/R \jY INSG N tNSUR4 �Jp'oaPORgr'92� yJP4oaroRgrR92 (7.oaPORii_ + � J 3 Fo m Q 3 Fo n 3 Fo m F 1912 0 0 1919 r, 1 1991 � � CUSS '' b,' 1- Z RAMPS�-�D3 � D3 By: dg7'c*"5*_da °�y �a s, �d Renee C.Llewellyn,Assistant Secretary 1 * 1- M • 1, LMS-12873 LMIC OCIC WAIC Multi Co 02/21 4'i Liberty r► ' Mutual. SURETY PAYMENT BOND Premium:Included in Performance Bond Bond Number: 024279880 KNOW ALL MEN BY THESE PRESENTS,that we Petrochem Materials Innovation,LLC ,as principal(the"Principal"), and Liberty Mutual Insurance Company ,a Boston Massachusetts insurance company, as surety(the"Surety"),are held and firmly bound unto City of Seal Beach,CA ,as obligee(the"Obligee"), in the penal sum of Two Hundred Fifty-eight Thousand Dollars And Zero Cents Dollars($258,000.00 ),for the payment of which sum well and truly to be made, the Principal and the Surety, bind ourselves, our heirs, executors, administrators, successors and assigns,jointly and severally,firmly by these presents. WHEREAS,the Principal has by written agreement,dated the July 3,2024 ,entered into a contract (the"Contract")with the Obligee for PO#P025-1306,Central Mix REAS Type II-Locations:Basswood St;Aster St; Birchwood Ave;Ironwood Ave:Elder Ave;Oleander St;Violet St. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal shall promptly make payment to all Claimants, as hereinafter defined, for all labor and material used or reasonably required for use in the performance of the Contract, then this obligation shall be null and void; otherwise it shall remain in full force and effect. PROVIDED AND SUBJECT TO THE CONDITIONS PRECEDENT: 1. A"Claimant" is defined as one having a direct contract with the Principal or with a subcontractor of the Principal for labor, material, or both, used or reasonably required for use in the performance of the Contract, labor and material being construed to include that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental of equipment directly applicable to the Contract. 2. The Principal and the Surety hereby jointly and severally agree with the Obligee that every Claimant, who has not been paid in full before the expiration of a period of ninety(90)days(or such lesser or greater time period as otherwise permitted by relevant law) after the date on which the last of such Claimant's work or labor was done or performed, or materials were furnished by such Claimant, may sue on this bond for the use of such Claimant, prosecute the suit to final judgment for such sum or sums as may be justly due Claimant, and have execution thereon.The Obligee shall not be liable for the payment of any costs or expenses of any such suit. 3. No suit or action shall be commenced hereunder by any Claimant: (a) Unless Claimant, other than one having a direct contract with the Principal, shall have given written notice to the Principal and the Surety within ninety (90) days (or such lesser or greater time period as otherwise permitted by relevant law) after such Claimant did or performed the last of the work or labor, or furnished the last of the materials for which said claim is made, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were furnished, or for whom the work or labor was done or performed. Such notice shall be served by mailing the same by registered mail or certified mail, postage prepaid, in separate envelopes addressed to the Principal and Surety. The Principal may be served at any place where an office is regularly maintained for the transaction of business, or in any manner in which legal process may be served in the state in which the aforesaid project is located, save that such service need not be made by a public officer. The Surety may be served to the attention of LMS Claims at the above-listed address. (b) Other than in a state court of competent jurisdiction in and for the county or other political subdivision of the state in which the project, or any part thereof, is situated, or in the United States District Court for the district in which the project, or any part thereof, is situated, and not elsewhere. Page 1 of 2 Rev.03/04 LMS-20885e 03/18 (c) After the expiration of one(1)year(or such lesser or greater time period as otherwise permitted by relevant law)following the date on which the Subcontractor provided the last labor and/or materials to the project. If the provisions of this paragraph are void or prohibited by law,the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 4. Surety shall have no liability to any Claimant under this Bond for any amount unless it is due and owing to the Claimant by the Principal pursuant to the express terms of the contract between the Principal and Claimant or, if the Claimant does not have a direct Contract with Principal, pursuant to the terms and conditions of the Contract between the Claimant and the Subcontractor to the Principal. The Bond incorporates all of the Principal's contractual defenses, including but not limited to pay-if-paid provisions, whereby payment to the Claimant is subject to the condition precedent of the Obligee's payment to the Principal, and other limitations on amounts due under the contract between Principal and Claimant. 5. The amount of this bond shall be reduced by and to the extent of any payment or payments made in good faith hereunder, inclusive of the payment by Surety of mechanics' liens, which may be filed of record against such improvement,whether or not a claim for the amount of such lien be presented under and against this bond. DATED as of this 5th day of September , 2024 . Petrochem Materials Innovation,LLC WITNESS/ATTEST (Principal) 17-/r) By: .17:4,..c (Seal) Name: .19Lo� +� Title: C.r0 , Liberty Mutual Insurance Company (Surety) �JPootoofe, J 3 Fo to 1912 0 Ydg�ad,cHus�JD By: ,7 Attorney-in-Fact Tara Bacon. Page 2 of 2 Rev.03/04 LMS-20885e 03/18 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 San Diego On Q��l,/�1Y ` .�Z �� before me, Minna Huovila, Notary Public (insert name and title of the officer) personally appeared Tara Bacon 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. ��INNA Huovn /' COMM. #2473536 n U �"'% NOTARY PUBLIC-CALIFORNIA U N 5%! SAN DIEGO COUNTY U My Commission Expires Signature j (Seal) i. DECEMBER 6,2027 This Power of Attorney limits the acts of those named herein,and they have no authority to ow ^ bind the Company except in the manner and to the extent herein stated. 'VA,. Liberty Liberty Mutual Insurance Company /� N. Mutual® The Ohio Casualty Insurance Company Certificate No: 8206895-024019 West American Insurance Company SURETY POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana(herein collectively called the"Companies"),pursuant to and by authority herein set forth,does hereby name,constitute and appoint, Christopher Conte;Dale G.Harshaw;Geoffrey Shelton;Janice Martin;John R.Qualin;Lawrence F.McMahon;Lilia De I.ocra;Minna I luovila;Natassia Kirk-Smith;Ryan Warnock;Sarah Myers:Tara Bacon all of the city of San Diego state of CA each individually if there be more than one named,its true and lawful attorney-in-fact to make, execute,seal,acknowledge and deliver,for and on its behalf as surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF,this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 8th day of December , 2021 . Liberty Mutual Insurance Company Pv tHSufi, P.11 lNS, %Nsu'? The Ohio Casualty Insurance Company hJ GOµP0kt 4, ?J 2OOµP"4r yy si 1POki, +0 West American Insurance Company f Fo v Fo m .. Fo F 1912 0 0 1919 1991 0 /1 � /7 CO - 9 fy 3 i = 4v, o s ui 0 cu dJ1 s`44cNU`��.ab 0,,HA,..,aa� '��oiANP 4, / �Nv-' •� O s,1 * 0 yl * t� '1M * 1,� By: .- • co David M.Carey,Assistant Secretary CT n c- o State of PENNSYLVANIA SS a) rn County of MONTGOMERY o E • D On this 8th day of December , 2021 before me personally appeared David M.Carey,who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance 3 o i• o Company,The Ohio Casualty Company,and West American Insurance Company,and that he,as such,being authorized so to do,execute the foregoing instrument for the purposes L therein contained by signing on behalf of the corporations by himself as a duly authorized officer. >@ IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at King of Prussia,Pennsylvania,on the day and year first above written. ¢O C cn O ca• N sp., Pas). _ — L Q. ,,N,o'W F( Commonwealth o sPennsylvama-Notary Seai >` O o E°tf Teresa astella,Notary Public N'c � `' v = Y Montgomery County C O a) OF My commission expires March 28,2025 B _0 Cl.) C ��P Commission number 1126044 y P eresa Pastella,Notary Public Q `o �SVl- gV� Member Pennsylvania Assoaation of Notanes O O as N "lg.,' V This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual 3 o.E Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: M ARTICLE IV—OFFICERS:Section 12.Power of Attorney. o co (23 Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the-a cfl . President may prescribe,shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety RS C any and all undertakings,bonds,recognizances and other surety obligations.Such attorneys-in-fact,subject to the limitations set forth in their respective powers of attorney, shall -a 2 L have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation.When so executed, such o a)Zc. instruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney-in-fact under the f ro provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. ti Q. ARTICLE XIII—Execution of Contracts:Section 5.Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys-in-fact,as may be necessary to act in behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings, bonds,recognizances and other surety obligations.Such attorneys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company.When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation—The President of the Company,acting pursuant to the Bylaws of the Company,authorizes David M.Carey,Assistant Secretary to appoint such attorneys-in- tact as may be necessary to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Authorization—By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company,wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds,shall be valid and binding upon the Company with the same force and effect as though manually affixed. I,Renee C. Llewellyn,the undersigned,Assistant Secretary,The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company,and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full,true and correct copy of the Power of Attorney executed by said Companies,is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 5th day of September , 2024 . P,INSUR4 ...co INSGR d \NSl/R4 ,, G aim'°R.I fc, Q p J oikP OR4;9n "c ,00°R.4, y�• 1912 0 1919 f 1991 (1•11-yam > s ,' 7: Sys ey•9 a o B rd,,>a*0g�_aa DOH HgMPs�Ab Y-s,�mon'mit`�aa� y.Renee C.Llewellyn,Assistant Secretary 1 * 1 M * 0 LMS-12873 LMIC OCIC WAIC Multi Co 02/21