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HomeMy WebLinkAboutPacket_06222026     A G E N D A MEETING OF THE CITY COUNCIL Monday, June 22, 2026 ~ 7:00 PM City Council Chambers 211 Eighth Street Seal Beach, California LISA LANDAU MAYOR Third District BEN WONG MAYOR PRO TEM Second District   JOE KALMICK COUNCIL MEMBER First District                                                           PATTY SENECAL COUNCIL MEMBER Fourth District     NATHAN STEELE COUNCIL MEMBER Fifth District     This  Agenda  contains  a  brief  general  description  of  each  item  to  be  considered. No  action  or discussion shall be taken on any item not appearing on the agenda, except as otherwise provided by law. Supporting documents, including agenda staff reports, and any public writings distributed by the City to at least a majority of the Council Members regarding any item on this agenda are available on the City’s website at www.sealbeachca.gov.   City  Council  meetings  are  broadcast  live  on  Seal  Beach  TV-3  and  on  the  City's  website (www.sealbeachca.gov). Check  SBTV-3  schedule  for  the  rebroadcast  of  meetings.  The meetings are also available on demand on the City’s website (starting 2012).   In  compliance  with  the  Americans  with  Disabilities  Act  of  1990, if  you  require  disability  related modifications  or accommodations, including  auxiliary  aids  or  services  to  attend  or  participate  in  the City  Council  meeting, please  call  the  City  Clerk's  office  at  (562) 431-2527  at  least 48 hours prior to the meeting. CALL TO ORDER PLEDGE OF ALLEGIANCE COUNCIL ROLL CALL PRESENTATIONS / RECOGNITIONS •Mayor for a Day Recognition – Bay Ansell •Drowning Prevention Update ORAL COMMUNICATIONS At this time members of the public may address the Council regarding any items  within the  subject  matter  jurisdiction  of  the  City  Council. Pursuant  to  the  Brown  Act, the Council  cannot  discuss  or  take  action  on  any  items  not  on  the  agenda  unless authorized  by  law. Matters  not  on  the  agenda  may, at  the  Council's  discretion, be referred to the City Manager and placed on a future agenda.   Those  members  of  the  public  wishing  to  speak  are  asked  to  come  forward  to  the microphone and state their name  for the record. All speakers will be limited to  a period of five (5) minutes. Speakers must address their comments only to the Mayor and entire City Council, and not to any individual, member of the staff or audience. Any documents for  review  should  be  presented  to  the  City  Clerk  for  distribution. Speaker  cards  will  be available  at  the  Clerk’s  desk  for  those  wishing  to  sign  up  to  address  the  Council, although  the  submission  of  a  speaker  card  is  not  required  in  order  to  address  the Council. Public Comment from James Jensen Emailed Comment from Timothy Kirkconnell APPROVAL OF AGENDA & WAIVER OF FULL READING OF RESOLUTIONS ORDINANCES By  motion  of the  City  Council  this  is  the time  to notify  the public of  any  changes  to the agenda and /or rearrange the order of the agenda. CITY ATTORNEY REPORT Nicholas Ghirelli, City Attorney    CITY MANAGER REPORT Patrick Gallegos, City Manager    COUNCIL COMMENTS General Council Member comments and reporting pursuant to AB 1234. COUNCIL ITEMS A.Senate Bill 707 Brown Act Implementation: Consideration of (1) a Legislative Body Reasonable Accommodation Policy for Remote Participation at Meetings; (2) a Reasonable Accommodation Policy for Public Participation at Brown Act Meetings; and (3) an Internet Service and Telephonic Service Disruption Policy for All City Council, Commission, Committee, and Board Meetings - That  the  City  Council adopt Resolution 7791 to adopt the following policies to implement provisions of  the  Brown  Act, as  recently  amended  by  Senate  Bill  707  (SB  707): 1) a Legislative  Body Reasonable  Accommodation Policy for Remote  Participation at  Meetings; and, 2) a  Reasonable  Accommodation  Policy  for  Public Participation  at  Brown  Act  Meetings; and, 3) an  Internet  Service  and Telephonic  Service  Disruption  Policy  for  City  Council, Commission, Committee, and Board Meetings.   CONSENT CALENDAR Items on the consent calendar are considered to be routine and are enacted by a single motion with the exception of items removed by Council Members. B.Approval of the City Council Minutes - That  the  City  Council  approve  the minutes  of  the  Closed  Session  and  Regular  City  Council  meetings  held  on June 8, 2026.   C.Demand on City Treasury (Fiscal Year 2026) - Ratification.   D.Monthly Investment Report (April 30, 2026 and May 31, 2026) - Receive and file.   E.Second Reading and Adoption of Ordinance 1726 Regarding City Parking Regulations - That  the  City  Council  conduct  a  second  reading, by title  only, and  adopt  Ordinance  1726  titled, “An  Ordinance  of  the  City  of  Seal Beach  Amending  Certain  Sections  of  Chapter  8.15  (Stopping, Standing  and Parking) of  the  Seal  Beach  Municipal  Code  to  Modernize  Paid  Parking Provisions, Establish  a  Residential  Parking  Permit  Program  Framework, Clarify  Curb-Use  Regulations  Including  Daylighting  Near  Crosswalks, and Make Other Technical Revisions.”   F.Approving Submittal of FY 2026-27 Measure M2 Eligibility Package and its Components - That  the  City  Council: 1. Adopt  Resolution  7792 Concerning  the  Status  and  Update  of  the  Local  Signal  Synchronization  Plan for  the  City  of  Seal  Beach; and, 2. Adopt  the seven-year Measure M2 Capital Improvement  Program  (CIP) for  Fiscal  Years  2026-2027  through  2032-2033; and, 3. Direct  the  City  Manager, or  their  designee, to  file  the  adopted Resolution, Capital  Improvement  Program  and  the  Measure  M2  eligibility documents  with  Orange  County  Transportation  Authority  (OCTA) in compliance with the requirements of OCTA.   G.Approving and Authorizing Professional Services Agreement with Siemens Industry, Inc. for HVAC Maintenance and Repair Services - That the  City  Council  adopt  Resolution  7793: 1. Authorizing  the  City  Manager  to execute  a  Professional  Services  Agreement  with  Siemens  Industry, Inc. to provide HVAC Maintenance and Repair Services for a three (3) year term in a not-to-exceed  amount  of  $144,336; and, 2. Authorizing  and  directing  the  City Manager  to execute  the  Agreement; and, 3. Authorizing the  City Manager the option  to  extend  the  Agreement  up  to  two  (2) additional  one-year  terms  after its  original  term  at  an  adjusted  rate  for  each  optional  term  calculated  on  the lesser  of  either  (a) the  most  recent  cooperative  purchasing  program  renewal pricing under Sourcewell Contract #080824-SIE  in  effect at time of election of the  renewal  option, or  (b) six  (6) percent  of  each  term  extension’s  contract price; and, 4. Authorizing  the  City  Manager, or  designee, to  approve  repair services and additional work requests in the amount of $40,000 per year.   H.Awarding and Authorizing Execution of Maintenance Service Agreements for On-Call Utility and Electrical Maintenance, Repair and Emergency/Unexpected Task Services - That  the  City  Council  adopt Resolution  7794: 1. Approving  and  authorizing  the  City  Manager  to  execute an  on-call  maintenance  service  agreement  with  T.E. Roberts, Inc., in  the amount  of  $600,000  to  provide  On-Call  Utility  Maintenance, Repair  and Emergency/Unexpected  Task  Services  for  a  three  (3) year  term; and, 2. Approving  and  authorizing  the  City  Manager  to  execute  an  on-call maintenance  service  agreement  with  Valverde  Construction, Inc., in  the amount  of  $600,000  to  provide  On-Call  Utility  Maintenance, Repair  and Emergency/Unexpected  Task  Services  for  a  three  (3) year  term; and, 3. Approving  and  authorizing  the  City  Manager  to  execute  an  on-call maintenance  service  agreement  with  W.A. Rasic  Construction  Company, Inc. in the  amount of $600,000 to provide On-Call  Utility Maintenance, Repair and Emergency/Unexpected  Task  Services  for  a  three  (3) year  term; and, 4. Approving  and  authorizing  the  City  Manager  to  execute  an  on-call maintenance  service  agreement  with  Amtek  Construction  in  the  amount  of $300,000  to  provide  On-Call  Electrical  Maintenance, Repair  and Emergency/Unexpected  Task  Services  for  a  three  (3) year  term; and, 5. Approving  and  authorizing  the  City  Manager  to  execute  an  on-call maintenance  service  agreement  with  Baker  Electric  in  the  amount  of $300,000  to  provide  On-Call  Electrical  Maintenance, Repair  and Emergency/Unexpected  Task  Services  for  a  three  (3) year  term; and, 6. Approving  and  authorizing  the  City  Manager  the  option  to  extend  any  or  all such  maintenance  service  agreements  for  Utility  Maintenance, Repair  and Emergency/Unexpected  Task  Services  for  up  to  two  (2) additional  one-year terms  after  its  original  term, in  a  not-to  exceed  amount  of  $200,000  per  one- year  extension, and  to  execute  any  such  extension; and, 7. Approving  and authorizing the City Manager the option to extend any or all such maintenance service  agreements  for  up  to  two  (2) additional  one-year  terms  after  its original  term, in a  not-to  exceed  amount of  $100,000 per  one-year  extension, and to execute any such extension.   I.Approving and Authorizing the Purchase of an Industrial Power Sweeper for Coastal and Street Grooming Operations - That  the  City Council adopt Resolution  7795: 1. Approving  and  authorizing  the  purchase  for  (1) Haacker Total  Clean PowerBoss Armadillo 9X Industrial Power Sweeper from  Haacker Total  Clean  pursuant  to  the  Cooperative  Purchase  Contract  with  the  Los Angeles  Community  College  District  Master  Agreement  Contract  #40590, in accordance  with  the  cooperative  purchasing  procedures  set  forth  in  Seal Beach  Municipal  Code  Section  3.20.025(D), in  the  not-to-exceed  amount  of $66,726.23; and, 2. Approving  and  directing  the  City  Manager  to  approve purchase  orders  and  any  necessary  related  documents  for  the  industrial power sweeper purchase; and, 3. Approving and authorizing the City Manager to  surplus  existing  equipment  upon  the  receipt  of  the  new  equipment purchases.   J.Approving and Authorizing an Emergency Vehicle Preemption Equipment Maintenance Agreement with the State of California (CIP O- ST-6) - That  the  City  Council  adopt  Resolution  7796: 1. Approving  an Emergency  Vehicle  Preemption  Equipment  Maintenance  Agreement  with  the State of  California  for  the  future installation  of emergency  vehicle  preemption equipment  at  the  intersection  of  Seal  Beach  Boulevard  at  North  Gate  Road; and, 2.  Authorizing the City Manager to execute the Agreement with the State of California on behalf of the City.   K.Awarding and Authorizing Execution of a Public Works Agreement with US Builders & Consultants, Inc. for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502 - That the  City  Council  adopt  Resolution  7797: 1. Approving  the  scope  of  work, plans, specifications  and  other  contract  documents  for  the  Stormwater Treatment  Improvements  at  Galleon  Way  and  Electric  Avenue, CIP  SD2502 (Project); and, 2. Approving  and  awarding  a  Public  Works  Agreement  to  US Builders  & Consultants, Inc. in  the  not-to-exceed  amount  of  $314,800  for  the Project; and, 3. Authorizing  the  City  Manager  to  execute  a  Public  Works Agreement  with  US  Builders  & Consultants, Inc.; and  authorizing  the  City Manager  to  approve  additional  work  requests  up  to  $78,700  (approximately 25%), in connection with  the  Project; and, 4. Authorizing the City  Manager, or designee, to  approve construction support services in the amount of  $55,000, in  connection  with  the  Project, to  be  performed  by  the  City’s  on-call professional  engineering  firm  BKF  Engineers  and  on-call  inspection  services contractor NV5, Inc.   L.Approving and Authorizing the Execution of a Sales Order Agreement and Customer Care Maintenance Agreement C3 Office Solutions LLC dba C3 Tech - That  the  City  Council  adopt  Resolution  7798: 1. Approving  a Sales  Order  Agreement  between  the  City  of  Seal  Beach  and  C3  Office Solutions  LLC  dba  C3  Tech  for  the  purchase  of  copiers  and  printers  for $87,378.50  for  the  City  of  Seal  Beach, under  the  County  of  Orange’s  Master Agreement  with  Sharp  Regional  Cooperative  Agreement  (RCA) Contract RCA-017-23010022  for  Digital  Multifunction  Copiers, Printers, Software, Related  Accessories and  Services  between  the  County of  Orange, California, and  C3  Office  Solutions  DBA C3  Tech, as  amended, effective  May  23, 2025 through May 2, 2030; and, 2. Approving a 5-year Customer Care Maintenance Agreement  with  C3  Office  Solutions  LLC  dba  C3  Tech  for  maintenance services  for  the purchased copiers and printers, incidentals, and  contingency, in  the  not-to-exceed  amount  of  $145,429.04  for  the  term; and, 3. Authorizing the  City  Manager  to  execute, on  behalf  of  the  City  of  Seal  Beach, the  Sales Order Agreement and Customer Care Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech.   ITEMS REMOVED FROM THE CONSENT CALENDAR PUBLIC HEARING M.Resolution Adjusting the Bidding Thresholds for Public Works Contracts and Adjusting the City Manager’s Contract Authority for the Acquisition of Goods and Services - That  the  City  Council  adopt  Resolution  7799: 1. Conducting  a  public  hearing  to  receive  input  and  consider  the  proposed adjustment  of  the  bidding  threshold  for  Public  Works  contracts  to  $42,982 pursuant  to  City  Charter  Section  1010, and  adjusting  the  City  Manager’s threshold to bind  the  City with  or without  a  written  contract  for the acquisition of  equipment, supplies, labor, services  or  other  items  within  the  budget approved  by  City  Council  to  $42,982  pursuant  to  City  Charter  420  and Resolution  6384; and, 2. Confirming  the  adjustment  of  bidding  threshold  for Public  Works  contracts  to  $42,982  pursuant  to  City  Charter  Section  1010; and, 3. Adjusting the City Manager’s threshold to bind the City, with or without a written  contract, for the  acquisition  of  equipment, materials, supplies, labor, services, or other items within the budget approved by City Council to $42,982 pursuant to City Charter 420 and Resolution 6384.   N.Annual Military Equipment Report Review and Introduction of Ordinance to Renew Military Equipment Authorization and Approve Seal Beach Police Department’s Updated Policy 706 - That the City Council: 1. Review and file the Seal Beach Police Department’s Annual Military Equipment Report for  2025; and, 2. Introduce, read  by  title  only, and  waive  further  reading  of Ordinance  1727  to  renew  the  Military  Equipment  Use  Ordinance  and  update the  Seal  Beach  Police  Department’s  Military  Equipment  Use  Policy  – Policy 706.   UNFINISHED / CONTINUED BUSINESS – None NEW BUSINESS O.Awarding and Authorizing Execution of a Public Works Agreement with Performance Pipeline Technologies, Inc. for the Sewer Mainline Improvement Project (2026), CIP O-SS-2 - 1. Approving  the  plans, specifications, and  contract  documents  for  the  Sewer  Mainline  Improvement Project, CIP  O-SS-2; and, 2. Sustaining  the  bid  protest  of  Performance Pipeline  Technologies, Inc. and  rejecting  the  bid  of  the  apparent  low  bidder, Estate  Design  and  Construction, Inc., as  non-responsive  on  the  basis  of  the non-responsive  defects  identified  in  the  bid  protest  and  by  staff; and, 3. Awarding  a  Public  Works  Agreement  to  Performance  Pipeline  Technologies, Inc. in  the  amount  of  $718,850.00, and  rejecting  all  other  bids; and, 4. Authorizing  the  City  Manager  to  execute  a  Public  Works  Agreement  with Performance  Pipeline  Technologies, Inc. for  the  Project; and, 5. Authorizing the  City  Manager  to  approve  additional  work  requests  by  Performance Pipeline  up  to  $110,000; and, 6. Authorizing  the  City  Manager  to  approve construction  support/inspection  services  up  to  the  not-to-exceed  amount  of $80,000, in  connection with  the  Project, to  be  performed by  the  City’s  on-call professional inspection services contractor.   P.Awarding and Authorizing Execution of a Public Works Agreement with T.E. Roberts, Inc. for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 - That  the  City  Council  adopt Resolution  7801: 1. Approving  the  plans, specifications, and  contract documents  for  the  LCWA  Watermain  Lining  – Trenchless  Technology Improvements, CIP  WT2103; and, 2. Awarding  a  Public  Works  Agreement  to T.E. Roberts, Inc. for  the  Project  in  the  not-to-exceed  amount  of  $3,209,485; finding  bids  submitted  by  Minako  America  Corporation  dba  Minco Construction  and  Vortex  Services, LLC  as  non-responsive; and  rejecting  all other  bids; and, 3. Authorizing  the City  Manager  to  execute  the  Public  Works Agreement  with  T.E. Roberts, Inc. for  the  Project; and  authorizing  the  City Manager  to  approve  additional  work  requests  up  to  $320,950  (approximately 10%), in  connection  with  the  Project; and, 4. Authorizing  the  City  Manager  to approve  construction  support  services  in  the  amount  of  $234,976  in connection with the Project, including engineering and environmental support, construction  management, and  inspection  services, to  be  performed  by  the City’s on-call professional services contractors.   ADJOURNMENT Adjourn the City Council to Monday, July 27, 2026 at 5:30 p.m. to meet in closed session, if deemed necessary. Note: The July 13, 2026 City Council Meeting has been cancelled. CITY COUNCIL NORMS:                               Adopted on June 12, 2023 •Maintain a citywide perspective, while being mindful of our districts. •Move from I to we, and from campaigning to governing. •Work together as a body, modeling teamwork and civility for our community. •Assume good intent. •Disagree agreeably and professionally.  •Utilize long range plans to provide big picture context that is realistic and achievable. •Stay focused on the topic at hand.  Ensure each member of Council has an opportunity to speak. •Demonstrate respect, consideration, and courtesy to all. •Share information and avoid surprises. •Keep confidential things confidential. •Respect the Council/Manager form of government and the roles of each party. •Communicate concerns about staff to the City Manager; do not criticize staff in public.                                                                                          CIVILITY PRINCIPLES: Treat everyone courteously; Listen to others respectfully; Exercise self-control;  Give open-minded consideration to all viewpoints;  Focus on the issues and avoid personalizing debate; and, Embrace respectful disagreement and dissent as democratic rights, inherent components of an inclusive public process, and tools for forging sound decisions.  FOLLOW US ON FACEBOOK FOLLOW US ON INSTAGRAM FOLLOW US ON TWITTER/X                                          @CITYOFSEALBEACH                                                             @CITYOFSEALBEACHCA                                    @SEALBEACHCITYCA @SEALBEACHRECREATION&COMMUNITYSERVICES       @SEALBEACH_LIFEGUARD @SEALBEACHPOLICEDEPARTMENT                                    @SEALBEACHPOLICE                                                                                                   @SEALBEACHPUBLICWORKS                                                                                                   @K9YOSA                                                                                                   @K9.SAURUS   Mayor For A Day BAY ANSELL JUNE 10, 2026 Water Safety Craig Covey – Division Chief - OCFA Division 1 OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor What is Drowning? ”The process of respiratory impairment from submersion or immersion in liquid”. - World Health Organization Drowning Outcomes: •Fatal •Non-fatal OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Drowning Risk Factors •Gender •Ethnicity •Age •Lack of Supervision •Lack of Barriers •Swimming Ability •Special Needs OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor 2025 Orange County Drowning Statistics Did You Know? In 2025, the total number of drownings in Orange County was 95, down from 111 in 2024 Drowning is the leading cause of accidental death for children under the age of 5. Children can drown in as little as two inches of water! OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Orange County Statistics OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Orange County Statistics 2025 Drowning Factors: •Lapse in supervision •Lack of Barriers •Medical Issues •Intoxication OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor 2026 Orange County Drowning Statistics 2026 Orange County Drowning Statistics OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Time is Important TIME ACTION 20 Seconds Child can become fully submerged in water 30 Seconds Infant can lose consciousness 60 Seconds Adult can become fully submerged in water 2 Minutes Child can lose consciousness 5 Minutes Brain can suffer irreparable damage 10 Minutes Brain death can occur If a child is missing, always check the water first! OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor ABCs of Water Safety OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Active Adult Supervision Children are within eyesight and reach of the person responsible for their safety. Assign a “Water Watcher” •Sober adult •Able to swim •Watches the water at all times •Avoids social activities, phone calls, reading, cooking, and any other distractions •Rotate every 15-20 mins if possible According to the CDC, 88% of children who drown are under some form of “supervision” OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Barriers •Isolate pool/spa from home and play areas •Install multiple barriers for protection such as safety covers, self-closing fences, self-latching gates, gate alarms, door alarms, and motion - detection devices •Maintain and check regularly •New Technology 2017 Pool Safety Act now requires 2 of 7 safety features OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Classes •Learn to swim •Recreational vs. Survival Lessons •Teach and enforce pool safety rules •Learn CPR/AED •Take a first aid class •Learn and practice rescue techniques OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Pool Safety •Most drownings in children ages 1-4 are occur in pools •69% of drownings of children under the age of 5, they were not expected to be in or near the water •80% of child drownings, the child was last seen safe in the home 5 minutes prior to being found in the pool •66% of clinicians don’t know that drowning deaths are more common than toxic ingestions or firearms There is NO such thing as a SAFE pool OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Drain Safety •Keep children away to avoid entrapment and entanglement – hair, jewelry, clothing •Keep long hair tied back and remove dangling earrings/necklaces •Install compliant safety drain covers •Install automatic shut-off pump systems •Know where the pool and spa pump switch is and how to turn it on and off Photo courtesy of How Stuff Works OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Flotation Devices Life vests are recommended for anyone who cannot swim or is not a strong swimmer. •U.S. Coast Guard approved •Specific to age and weight •Comfortably snug •Zippers vs Buckles In open water, life vests are for everyone! Flotation devices are not a substitute for active adult supervision! OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Additional Water Sources Bathtubs Open Water Boating OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Drowning Myths Drowning is silent Children and adults drown without a sound MYTH REALITY If a person is drowning:If a person is drowning: They will be screaming for help They will be gasping to breathe Their arms will be up and waving Their arms will be underwater moving to try and keep afloat They will be splashing in the water They will be bobbing in the water with their head tilted back and mouth at water level OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Top 10 Pool/Water Safety Tips 1.LEARN TO SWIM 2.Always swim with a buddy or near a lifeguard 3.Supervise children closely – “Water Watcher” - NO DISTRACTIONS 4.Wear a life jacket 5.Be aware of hazards 6.Use layers of protection - Install mandated pool safety equipment 7.Stay away from drains 8.Know what to do in a water emergency - How to help, how to call 911, and how to provide CPR 9.Don’t enter head first; look before you leap or dive 10.Swim sober OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor Remember… Water is the great equalizer…..it does not discriminate Drowning is FAST Drowning is SILENT Drowning is PREVENTABLE Just because you can SWIM, doesn’t mean you can’t SINK OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor For more information, visit ocfa.org or call 714-573-6200 Never swim alone and always watch the water! OCFA Division 1 - Proudly serving the cities of Garden Grove, Los Alamitos, Seal Beach, Westminster, Midway City, and Rossmoor City of Seal Beach Drowning Prevention and Rip Current Awareness Lifeguard Strategy •Educate •Prevent •Rescue Los Alamitos School District 3rd Grade Water Safety Education •The Marine Safety Department presented to roughly 720 third graders across the district •24 third-grade classes –Beach Safety –Rip Current awareness –Boating safety –How to avoid stingray injuries Preventative actions •2025 preventative actions, 2219 •Lifeguards are proactive and try to warn people of dangers including rip currents •We teach community CPR classes •Maintain a City-wide AED program •Junior Lifeguard program •“When in doubt, check it out” Rescues •Over the last six weeks we’ve made over 100 rescues •We are currently in our full summer deployment. Rip Currents Estimated that 80-90% of ocean drownings are caused by rip currents. Rip Currents account for 80% of rescues & drowning deaths Beach Safety Tips •NEVER swim alone. •JOIN a Junior Lifeguard Program. •NEVER dive headfirst into unknown or shallow water!! •BEWARE OF STINGRAYS!! Shuffle your feet! •Swim NEAR a Lifeguard. –United States Lifesaving Association has calculated that a person will fatally drown while attending a beach protected by USLA affiliated lifeguards at 1 in 18 million. City Council Meeting 1/26/26 KYA Services LLC speaking to City Council for the Tennis and Pickleball Center Court resurfacing and LED lighting upgrades CIP PR2501 Councilman Kalmick asked if we were looking into a “next level” of coating that would give extended life to the courts Female representative from KYA “Yes we did quote on a superior system, It’s a five coat layer system, um and the entire project does bring the courts resurfacing down to the bare bones and then we build it back up using that five layer system so it is superior and should last a little bit longer.” Public Works director Iris Lee “If I may ad to that, um we previously used, and please correct me if I’m wrong, a 3 ply system that we couldn’t actually get warranty and given that the fact that the tennis pickleball center has increased usage and apparently has demand for enhanced quality of play we are moving forward with a 5 coat warranty surface for our membership over there. Councilman Kalmick “How long is the warranty period?” Female rep from KYA “ We have um our installation warranty which is for one year but we have our manufacturers warranty um off the top of my head sir I don’t recall but I can get that information and get that to Iris right away” At that point Mayor Landau began discussing lights …. Agenda Item A AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Gloria D. Harper, City Clerk SUBJECT:Senate Bill 707 Brown Act Implementation: Consideration of (1) a Legislative Body Reasonable Accommodation Policy for Remote Participation at Meetings; (2) a Reasonable Accommodation Policy for Public Participation at Brown Act Meetings; and (3) an Internet Service and Telephonic Service Disruption Policy for All City Council, Commission, Committee, and Board Meetings ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7791 to adopt the following policies to implement provisions of the Brown Act, as recently amended by Senate Bill 707 (SB 707): 1) a Legislative Body Reasonable Accommodation Policy for Remote Participation at Meetings; and, 2) a Reasonable Accommodation Policy for Public Participation at Brown Act Meetings; and, 3) an Internet Service and Telephonic Service Disruption Policy for City Council, Commission, Committee, and Board Meetings. BACKGROUND AND ANALYSIS: The Ralph M. Brown Act, commonly known as the “Brown Act,” is California’s “sunshine” law for local government. The Brown Act is found in the California Government Code commencing with Section 54950.1 In 2025, the California Legislature passed Senate Bill 707 (SB 707), which was signed into law on October 3, 2025, and took effect on January 1, 2026, although many of its most significant provisions do not take effect until July, 1, 2026. SB 707 enacted several changes to the Brown Act relating to remote participation at meetings. SB 707 updates Section 54953 of the Brown Act to allow for members of legislative bodies with disabilities to participate in meetings remotely as a reasonable accommodation (see Government Code Section 54953(c)). If such an accommodation is granted under this new provision, remote participation due to a disability will be treated as in-person attendance at the physical meeting location 1 All section references are to the California Government Code. Page 2 2 3 0 8 for all purposes, including reaching a quorum. The traditional teleconference requirements of posting the address of the teleconference location and allowing public participation from the teleconference location do not apply if the member of the legislative body has a disability for which remote participation is allowed. The purpose of the reasonable accommodation policy is to ensure compliance with the Brown Act and to provide a written procedure for receiving and swiftly resolving reasonable accommodation requests for members of the City of Seal Beach legislative bodies, consistent with the Brown Act and federal Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132). The purpose is to enable participation in legislative body meetings through remote participation for a qualifying individual whose disability precludes their in-person attendance at a meeting of their legislative body. As set forth in California Attorney General Opinion No. 23-1002, which addressed the applicability of the Americans with Disabilities Act (ADA) to meetings subject to the Brown Act, the opinion stated that not every disability necessitates remote participation, because not every disability precludes in-person attendance; therefore, a fact intensive, individualized, case-by-case inquiry is required when considering remote participation as a reasonable accommodation. Additionally, Government Code Section 54953.8(b)(8) requires that all public agencies have and implement a written procedure for receiving and swiftly resolving reasonable accommodation requests for individuals with disabilities, consistent with the federal Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and resolving any doubt in favor of accessibility. Requests may be made by any individual that participates or conducts the meeting, such as members of the public, staff, and members of the legislative body. Requests, however, for members of the legislative body for remote participation at meetings subject to the Brown Act should refer to the separate policies adopted by the City. SB 707 adds a new Section 54953.4 that requires specific actions be taken by an “eligible legislative body” to make meetings more accessible to the public. An “eligible legislative body” is defined in Section 54953.4(e)(2) and as applied to the City of Seal Beach, the City Council is an eligible legislative body. Starting on July 1, 2026, public meetings held by an eligible legislative body are required to include an opportunity for members of the public to attend via a two- way telephonic service or a two-way audiovisual platform (such as Microsoft Teams or Zoom), commonly referred to as a “hybrid meeting.” The only exception is if adequate telephonic or internet service is not operational at the meeting location. In addition, staff is proposing a formal reasonable accommodation policy for public participation at Brown Act body meetings. The City currently handles reasonable accommodation via a policy that is identified on the City’s agendas. This policy is intended to provide more information for purposes of desiring a reasonable accommodation. Page 3 2 3 0 8 Lastly, in conjunction with hybrid meetings, SB 707 requires the City Council, on or before July 1, 2026, to approve a policy regarding the disruption of telephonic or internet services occurring during the meeting. The adoption of such policy must occur at a noticed public meeting of the City Council in open session and not as an item on the consent calendar. The purpose of this policy is to adopt the “Internet Service and Telephonic Service Disruption Policy” in the manner and content required by Section 54953.4(b)(1)(A)(i)(I) and (II). ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: The City Attorney has reviewed the resolution and policies and approved them as to form. FINANCIAL IMPACT: There is no financial impact for this item. RECOMMENDATION: That the City Council adopt Resolution 7791 to adopt the following policies to implement provisions of the Brown Act, as recently amended by Senate Bill 707 (SB 707): 1) a Legislative Body Reasonable Accommodation Policy for Remote Participation at Meetings; and, 2) a Reasonable Accommodation Policy for Public Participation at Brown Act Meetings; and, 3) an Internet Service and Telephonic Service Disruption Policy for City Council, Commission, Committee, and Board Meetings. SUBMITTED BY: NOTED AND APPROVED: Gloria D. Harper Patrick Gallegos Gloria D Harper, City Clerk Patrick Gallegos, City Manager Page 4 2 3 0 8 ATTACHMENTS: A. Resolution 7791 B. Council Policy 100-15--Legislative Body Reasonable Accommodation Policy for Remote Participation at Meetings C. Council Policy 100-16--Reasonable Accommodation Policy for Public Participation at Brown Act Meetings D. Council Policy 100-17--Internet Service and Telephonic Service Disruption Policy for all City Council, Commission, Committee, and Board Meetings RESOLUTION 7791 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL ADOPTING A LEGISLATIVE BODY REASONABLE ACCOMMODATION POLICY FOR REMOTE PARTICIPATION AT MEETINGS, A REASONABLE ACCOMMODATION POLICY FOR PUBLIC PARTICIPATION AT BROWN ACT MEETINGS, AND AN INTERNET SERVICE AND TELEPHONIC SERVICE DISRUPTION POLICY FOR CITY COUNCIL, COMMISSION, COMMITTEE, AND BOARD MEETINGS WHEREAS, the Ralph M. Brown Act, commonly known as the “Brown Act,” is California’s “sunshine” law for local government. The Brown Act is found in the California Government Code commencing with Section 54950. In 2025, the California Legislature passed Senate Bill 707 (SB 707), which was signed into law on October 3, 2025, and is effective January 1, 2026. SB 707 enacted an extensive modernization of the Brown Act; and, WHEREAS, SB 707 requires the City Council, on or before July 1, 2026, to approve a policy regarding the disruption of telephonic or internet services occurring during a meeting; and, WHEREAS, the Brown Act also requires the City to maintain a reasonable accommodation policy for members of the public, which is being updated herein; and, WHEREAS, Council Policy 100-03 (Council Rules of Procedure) was last modified by the City Council per unanimous adoption of Resolution 7461 at its October 23, 2023, meeting to Place “Approval of Agenda,” Including Removal of Consent Calendar Items, After “Oral Communications” on All City Council, Commission, Committee, and Board Agendas. NOW THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE: Section 1. The City Council hereby adopts: 1) the Legislative Body Reasonable Accommodation Policy for Remote Participation at Meetings attached hereto as Exhibit “A”; 2) the Reasonable Accommodation Policy for Public Participation at Brown Act Meetings attached hereto as Exhibit “B”; and, 3) the Internet Service and Telephonic Service Disruption Policy for City Council, Commission, Committee, and Board Meetings attached hereto as Exhibit “C.” PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on this 22nd day of June 2026 by the following vote: AYES: Council Members: NOES: Council Members: ABSENT: Council Members: ABSTAIN: Council Members: Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7791 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk 1 of 3 (100-15) 8 1 3 2 CITY OF SEAL BEACH Council Policy SUBJECT LEGISLATIVE BODY REASONABLE ACCOMMODATION POLICY FOR REMOTE PARTICIPATION AT MEETINGS SECTION 100 INDEX NO. 15 ISSUE DATE 6/22/26 REVISION DATE COUNCIL APPROVAL 6/22/26 CITY MANAGER APPROVAL N/A 1. SCOPE To establish a procedure by which members of the City Council and other City commissions, committees, and boards subject to the Brown Act may request a reasonable accommodation to remotely attend a meeting of their respective body if a disability precludes them from in-person attendance. 2. PURPOSE AND INTENT The Ralph M. Brown Act, commonly known as the “Brown Act,” is California’s “sunshine” law for local government. The Brown Act is found in the California Government Code commencing with Section 54950. In 2025, the California Legislature passed Senate Bill 707 (“SB 707”), which was signed into law on October 3, 2025, and is effective January 1, 2026. SB 707 enacted an extensive modernization of the Brown Act. SB 707 updates Section 54953 of the Brown Act to allow for members of legislative bodies with disabilities to participate in meetings remotely as a reasonable accommodation (See, Government Code Section 54953(c)). If such an accommodation is granted under this new provision, remote participation due to a disability will be treated as in-person attendance at the physical meeting location for all purposes, including reaching a quorum. The traditional teleconference requirements of posting the address of the teleconference location and allowing public participation from the teleconference location will not apply. The purpose of this policy is to ensure compliance with the Brown Act and to provide a written procedure for receiving and swiftly resolving reasonable accommodation requests for members of the City of Seal Beach legislative bodies, consistent with the federal Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and resolving any doubt in favor of accessibility. The purpose is to enable participation in legislative body meetings through remote participation for a qualifying individual whose disability precludes their in-person attendance at a meeting of their legislative body. As set forth 2 of 3 (100-15) 8 1 3 2 in California Attorney General Opinion No. 23-1002, which addressed the applicability of the Americans with Disabilities Act (“ADA”) to meetings subject to the Brown Act, the opinion stated that not every disability necessitates remote participation, because not every disability precludes in-person attendance; therefore, a fact intensive, individualized, case-by-case inquiry is required when considering remote participation as a reasonable accommodation. 3. POLICY AND PROCEDURE Definitions: As used in this policy, a member of a legislative body means any individual who is a member of the Seal Beach City Council or a member of any commission, committee, or board of the City of Seal Beach, whose meetings are subject to the Brown Act, and shall be referred to herein as “Member.” Interactive Process: The City’s Manager of Human Resources or its equivalent position (“Director”) is authorized to make reasonable inquiries about the Member’s need for accommodation, to conduct the necessary case-by-case inquiry into the request and to accommodate a qualifying disability, consistent with applicable law. The City may require additional information, such as a medical provider’s certification of the existence of a qualifying disability and the need for the accommodation to attend remotely. The City may not ask the Member or their medical provider to disclose a specific diagnosis. The Director will inform the Member, the City Manager and the City Clerk of the decision on the request for reasonable accommodation in writing. Approved reasonable accommodation for remote access attendance at public meetings shall be in effect for the period of time that the Member’s disabling condition continues, and the decision of the Director shall reflect this determination. Confidentiality: All information regarding a Member’s claimed disability or medical information must be kept confidential and maintained in a separate medical file by the Director. Such information may be disclosed in limited circumstances, such as to first aid and safety personnel, when appropriate, to government officials investigating compliance with the ADA, or to City staff trained on and entrusted with the handling of confidential medical information, if such disclosure is necessary to effectuate the reasonable accommodation. Member’s Responsibilities Under the Brown Act If the accommodation for remote participation is granted, the Member is required to comply with the applicable provisions of Government Code Section 54953(c) as follows: 1. The Member shall participate through both audio and visual technology, except that any Member with a disability, as defined by California Government Code Section 12926 and used in Section 12926.1, or by Section 12102 of Title 42 of the 3 of 3 (100-15) 8 1 3 2 United States Code, may participate only through audio technology if a physical condition related to their disability results in a need to participate off camera. 2. The Member shall disclose at the meeting before any action is taken whether any other individuals 18 years of age or older are present in the room at the remote location with the member, and the general nature of the Member’s relationship with any of those individuals. 4. PROCEDURE A Member who desires to attend meetings remotely because of a qualified disability shall make an accommodation request in writing to the Director. The request should include a written statement that the Member requires remote participation under this this Policy because of their disability. The Member is not required to disclose the particular disability. The request shall be made at least three weeks before the meeting for which the Member first seeks accommodation. If the City maintains a “Reasonable Accommodation Form” or equivalent form at the time of the request, then the request shall be made on such form. 5. ISSUANCE Approved by the City Council on June 22, 2026, by Resolution 7791. 1 of 3 (100-16) CITY OF SEAL BEACH COUNCIL POLICY SUBJECT REASONABLE ACCOMMODATION POLICY FOR PUBLIC PARTICIPATION AT BROWN ACT MEETINGS SECTION 100 INDEX NO. 16 ISSUE DATE 6/22/26 REVISION DATE COUNCIL APPROVAL 06/22/26 CITY MANAGER APPROVAL N/A 1. SCOPE To establish a policy for receiving and swiftly resolving reasonable accommodation requests for individuals with disabilities who desire to participate in a public meeting of the City. Requests, however, for members of the legislative body for remote participation at meetings subject to the Brown Act should refer to policy 100-16. 2. PURPOSE AND INTENT Government Code Section 54953.8(b)(8) of the Ralph M. Brown Act, commonly known as the “Brown Act,” requires that all public agencies have and implement a written procedure for receiving and swiftly resolving reasonable accommodation requests for individuals with disabilities, consistent with the federal Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and resolving any doubt in favor of accessibility. Requests may be made by any individual that participates or conducts the meeting, such as members of the public, staff, and members of the legislative body. 3. POLICY Readily Available Accommodations. Any of the following accommodations can be provided for a publicly-noticed City meeting or meetings open to the public pursuant to the Brown Act, upon request: Agendas and staff reports: Upon request, any agendas or staff reports can be made available in appropriate alternative formats to persons with a disability, including hyperlinks where appropriate so that the user can access the linked information. 2 (100-16) For individuals with hearing loss: Qualified interpreters on-site; assistive listening devices; or voice and video-based telecommunications products and systems. For individuals with visual impairments: Qualified readers; audio recordings; or large print materials. Electronic agendas should be compatible with the screen readers that are commonly used by those who are visually impaired. For individuals with mobility impairments: ADA accessible facilities, including ramps to access council chambers; Zoom/telephone access. Additional Accommodations (Upon Request). Individuals who are deaf or hard of hearing, who are blind or have low vision, have mobility impairments, or have any other disability, may also request accommodations other than those readily available using the process outlined below. Accommodations should be requested as early as possible as additional time may be required in order to provide the requested accommodation. Note that an accommodation will be considered to be unreasonable and will not be provided if it imposes undue financial or administrative burdens on the City, or requires a fundamental alteration in the nature of a program. If any particular accommodation is unreasonable, the City will offer an alternative. 4. PROCEDURE Process to request additional accommodation. 1. If you have an additional accommodation that is not identified above, please submit a request for such accommodation as soon practicable, at least 48 hours prior to the meeting or time when services are needed. The sooner the request is made, the more likely it is that the City can provide the accommodation or an alternative. You can make this request yourself, or someone can make it on your behalf with your permission. 2. Your request can be made orally or in writing, and you should submit it to the City Clerk’s Office so as to avoid delay in reviewing and processing the request. Requests can be made by contacting the City Clerk’s Office at 562-431- 2527 x1305, via email at cityclerk@sealbeachca.gov, or by mailing such a request to the City Clerk’s Office at 211 8th Street, Seal Beach CA 90740. Note that if you contact the City Clerk’s Office via mail, you need to make the request early enough so that a response can be provided timely. 3. Your request for an accommodation must provide the following information: 3 (100-16) (a) What accommodation are you seeking? The City needs to know the type of accommodation you are seeking, and/or how the accommodation will allow you to access and participate in the meeting. You are not required to disclose the particular disability, instead a general statement of explanation will suffice. You may, but are not required to, submit a letter from a physician to the effect that the requested accommodation is required for you to access and participate in the meeting. (b) What is your contact information. You must give staff current contact information so they can respond in a timely manner. This can be a mailing address, an email address, or telephone number, for example. Note that if only a mailing address is provided, you need to make the request early enough that a mailed response can be timely provided. (c) Which meeting or meetings? Please specify if the accommodation is requested for a specific meeting, or for all or a series of meetings before a particular body. Please provide the name of the legislative body (for example, the City Council, the Planning Commission), and the dates of the meeting or meetings for which you are requesting an accommodation. Procedures for City Staff. 1. Any staff member who receives, or believes they may have received, an accommodation request, will promptly relay the request and the requestor’s contact information to the City Clerk. 2. The City Attorney’s Office may be requested to assist in the review of requests, and assist staff in providing a response to the requestor as soon as practicable. 3. All reasonable accommodation request responses shall be provided in writing, when such written response can be transmitted in a timely manner prior to the start of the specific meeting. Otherwise, the response will otherwise be provided orally. Responses will identify whether the accommodation is granted or granted in the alternative, and any instructions necessary to access the accommodation. If denied the response will identify and the grounds for denial. City staff will document requests and responses provided orally. 4. The law requires that all doubt be resolved in favor of accommodations. Staff will make reasonable efforts to communicate with requestors to obtain clarifications or to discuss whether alternative accommodations will be viable. 5. ISSUANCE Approved by the City Council on June 22, 2026, by Resolution 7791. 1 of 4 (100-17) CITY OF SEAL BEACH COUNCIL POLICY SUBJECT INTERNET SERVICE AND TELEPHONIC SERVICE DISRUPTION POLICY SECTION 100 INDEX NO. 17 ISSUE DATE 6/22/26 REVISION DATE COUNCIL APPROVAL 06/22/26 CITY MANAGER APPROVAL N/A 1. SCOPE The purpose of this policy is to adopt the “Internet Service and Telephonic Service Disruption Policy” in the manner and content required by Section 54953.4(b)(1)(A)(i)(I) and (II). 2. PURPOSE AND INTENT The Ralph M. Brown Act, commonly known as the “Brown Act,” is California’s “sunshine” law for local government. The Brown Act is found in the California Government Code commencing with Section 54950.1 In 2025, the California Legislature passed Senate Bill 707 (SB 707”), which was signed into law on October 3, 2025, and is effective January 1, 2026. SB 707 enacted an extensive modernization of the Brown Act. SB 707 adds a new Section 54953.4 that requires specific actions be taken by an “eligible legislative body” to make meetings more accessible to the public. An “eligible legislative body” is defined in Section 54953.4(e)(2) and as applied to the City of Seal Beach, the City Council is an eligible legislative body. Starting on July 1, 2026, public meetings held by an eligible legislative body are required to include an opportunity for members of the public to attend via a two- way telephonic service or a two-way audiovisual platform (such as Zoom), commonly referred to as a “hybrid meeting.” The only exception is if adequate telephonic or internet service is not operational at the meeting location. In conjunction with hybrid meetings, SB 707 requires the City Council, on or before July 1, 2026, to approve a policy regarding the disruption of telephonic or internet services occurring during the meeting. The adoption of such policy must 1 All section references are to the California Government Code. 2 (100-17) occur at a noticed public meeting of the City Council in open session and not as an item on the consent calendar. 3. POLICY 1. Designation of Responsible Person of the City’s Two-Way Audiovisual Platform or Two-Way Telephonic Service: The City Manager or his or her designee shall identify a City employee or vendor who is responsible for operating the two-way audiovisual platform or two-way telephonic service, referred to herein as the “Hybrid Platform”, at noticed public meetings of the City Council (“Responsible Person”). Typically, the Responsible Person handles the operation of the microphones, cameras and other audio visual equipment and/or telephonic or voice equipment during City Council meetings and ensures that the Hybrid Platform has connectivity so that the meeting is displayed, both visually and with audio, in the case of an audiovisual platform such as Zoom or Teams, or telephonically if a telephonic system is utilized. 2. Role of the City Clerk. The City Clerk is the person designated at City Council meetings for operating the Hybrid Platform to ensure the recording of the City Council meeting and for interacting with the Hybrid Platform to receive and record public comments. The City Clerk works within the Hybrid Platform as the meeting host to queue speakers who desire to provide public comment, admit speakers into the meeting when it is their turn to speak and thereafter remove said speakers, interact with the speakers as needed, including muting and unmuting speakers, and closes the queue when the public comment period ends. If a telephonic system is used, the City Clerk conducts the same or similar activities. The City Clerk interacts with the Mayor so that speakers who participate virtually or telephonically are called upon by the Mayor to provide their comments. 3. Disruption of the Hybrid Platform - Notification to the Mayor. If the Responsible Person or the City Clerk determines at any time during the City Council meeting that the Hybrid Platform is experiencing technical difficulties such that there is no telephonic or internet service in order for the Hybrid Platform to be operational, or there is a disruption or other technical issue that makes two-way remote participation not possible during the City Council meeting (for example, the City Council meeting is no longer able to be observed or heard by the public via the Hybrid Platform or the public is unable to virtually or telephonically attend the City Council meeting via the Hybrid Platform), the Responsible Person or the City Clerk shall immediately inform the Mayor or the presiding officer if the Mayor is not in attendance at the meeting, that the Hybrid Platform has been disrupted and a recess is required in order to restore service to the Hybrid Platform. 3 (100-17) 4. Announcement by the Mayor. The Mayor or presiding officer shall make an announcement regarding the need to call a recess because there is a disruption or other technical issue that has rendered the Hybrid Platform non- operational preventing two-way virtual or telephonic remote participation. After such announcement, the Mayor or presiding officer shall call for a recess and inform the in-person audience that under the Brown Act, the recess may last for up to an hour or until the service is restored to the Hybrid Platform. Pursuant to the Brown Act, the City Council is required to recess the open session of the City Council meeting for at least one hour following the disruption, or until telephonic or internet service is restored, whichever is earlier. 5. Recordation of the Time Recess is Called. The City Clerk shall physically in writing record the time when the recess is called by the Mayor or the presiding officer if the Mayor is not in attendance at the meeting. 6. Good Faith Attempt to Restore Service to the Hybrid Platform. During the recess, the Responsible Person and/or the City Clerk and any other member of City Staff shall make a good faith attempt to restore service to the Hybrid Platform. This includes troubleshooting any issues impacting connectivity including but not limited to the following: internet or telephonic connectivity issues (for example, check the connection, check the connection speed, test the internet bandwidth, contact the internet or telephonic provider, etc.), or audio or video quality concerns or webcam and audio issues (check settings of equipment and/or Hybrid Platform, check connections and cables, check app permissions (if applicable), ensure webcams or other cameras not blocked, adjust camera settings, test of audio, reinstall app or program (if applicable) etc.). 7. Troubleshooting Hybrid Platform is Successful. If the Responsible Person, City Clerk, or any other member of City Staff is successful in restoring the service to the Hybrid Platform within one hour of when the recess was called, the City Clerk shall inform the Mayor or presiding officer that the matter has been resolved. The Mayor or presiding officer shall then reconvene the City Council meeting and shall inform the public that service has been restored to the Hybrid Platform. The City Clerk shall physically in writing record the time of when the City Council meeting is reconvened. 8. Troubleshooting Hybrid Platform is Not Successful. If the Responsible Person, City Clerk, or any other member of City Staff was not successful in restoring the service to the Hybrid Platform within one hour of when the recess was called, the City Clerk shall inform the Mayor or presiding officer that after making a good faith attempt to restore service, service to the Hybrid Platform was unable to be restored. The City Clerk shall give a description of the 4 (100-17) efforts made to restore service. The City Clerk shall physically in writing record the time of when the City Council meeting is reconvened. 9. Reconvening the Open Session of the City Council Meeting. The Mayor or presiding officer shall subsequently reconvene the City Council meeting. Upon reconvening the meeting, the Mayor or presiding officer shall inform the City Council and the public that services to the Hybrid Platform were unable to be restored and the Mayor or presiding officer shall request that a finding be made as follows: (i) that good faith efforts to restore the telephonic or internet service have been made in accordance with the City’s Internet Service and Telephonic Service Disruption Policy; and (ii) that the public interest in continuing the meeting outweighs the public interest in remote public access. The Mayor or presiding officer shall call for a motion, ask for a second and ask the City Clerk to take a roll call vote. If the motion making the finding is passed, the City Council may continue the City Council meeting. 10. Certain Meetings Exempt. The requirement set forth in Government Code Section 54953.4 that open and public meetings shall include an opportunity for members of the public to attend the City Council meeting via a two-way remote system (either telephonically or via an audiovisual platform), does not apply to the following meetings: (i) a meeting to attend a judicial or administrative proceeding to which the City is a party; (ii) a meeting to inspect real or personal property provided that the topic of the meeting is limited to items directly related to the real or personal property; (iii) a meeting with elected or appointed officials of the United States or the State of California, solely to discuss a legislative or regulatory issue affecting the city and over which the federal or state officials have jurisdiction; (iv) a meeting in or nearby a facility owned by the City, provided that the topic of the meeting is limited to items directly related to the facility; and (v) a meeting in an emergency situation pursuant to Government Code Section 54956.5. 11. Closed Session During a Recess. During the recess described herein, the City Council may meet in closed session during this period for items listed in the closed session agenda for that meeting. 4. ISSUANCE Approved by the City Council on June 22, 2026, by Resolution 7791. Senate Bill 707 Open Meetings: Meetings, Teleconference and Brown Act Requirements CITY OF SEAL BEACH June 22, 2026 Brown Act Updates CITY OF SEAL BEACH June 22, 2026 Brown Act Updates •Mandatory Distribution of the Brown Act •Updates to Social Media Rules •Clarity regarding oral report of executive compensation •Clarity regarding right to remove disruptive individuals •Clarity regarding items already heard by committee •Accessible Internet Pages Open Meetings CITY OF SEAL BEACH June 22, 2026 Legislative Action Senate Bill (SB) 707 Open Meetings: Meeting and Teleconference Requirements •Under SB 707 “Eligible Legislative Bodies” will be subject to new requirements for conducting public meetings •SB 707 defines “eligible legislative bodies” as a City Council in a city with a population of 30,000 or more or in a county with a population of more than 600,000, applying to Regular and Special City Council meetings Legislative Requirements Adopt a Reasonable Accommodation Policy for Legislative Body •Advanced notice for reasonable accommodation Adopt a Reasonable Accommodation Policy for Members of the Public •Requests can be made by contacting the Clerk’s Office at 562-431-2527 or via email at Cityclerk@sealbeachca.gov Legislative Requirements Offer Remote Public Participation •The City will utilize a two-way telephonic system to manage queuing and to meet the requirements around identifying both in-person and live-streaming speakers Legislative Requirements Adopt a Technology Disruption Policy •Policy must be adopted by the City Council by July 1, 2026 •Good faith efforts to restore service in the event of a disruption Legislative Requirements Provide Translated Meeting Agendas •Currently, no language in the City meets the 20% threshold, therefore translation is not required. Provide Interpretation Services •Reasonable assistance required Legislative Requirements Provide a Publicly Accessible Space for the Public to Post Translated Agendas •Staff is currently working with Public Works staff to create a space next to Council Chambers to satisfy this requirement •A disclaimer will be placed on the board notifying the public that agendas posted on the public posting space are not verified, reviewed, or endorsed or otherwise sanctioned by the City Legislative Requirements Make Reasonable Efforts of Outreach for Meeting Participation •City staff will reach continue to reach out to Community Organizations through Social Media posts, flyers, and is currently working on other methods to engage the community Fiscal Impact Impact of SB 707 on City Operations •Minimal direct costs •Unfunded mandate with a significant impact on staff time •Increases workload for agenda updates, policy changes, and process adjustments •Adds coordination challenges for meetings outside Council Chambers •Limits local control and flexibility by redirecting staff focus Recommendation That the City Council Adopt Resolution 7791 Approving: 1.Council Policy 100-15 – Reasonable Accommodation (Legislative Body) 2. Council Policy 100-16 – Reasonable Accommodation (Public) 3. Council Policy 100-17 - Teleconference Disruption THANK YOU! Agenda Item B AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Gloria D. Harper, City Clerk SUBJECT:Approval of the City Council Minutes ________________________________________________________________ SUMMARY OF REQUEST: That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on June 8, 2026. BACKGROUND AND ANALYSIS: This section does not apply. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: No legal analysis is required for this item. FINANCIAL IMPACT: There is no financial impact for this item. RECOMMENDATION: That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on June 8, 2026. Page 2 2 2 6 8 SUBMITTED BY: NOTED AND APPROVED: Gloria D. Harper Patrick Gallegos Gloria D. Harper, City Clerk Patrick Gallegos, City Manager Prepared by: Brandon DeCriscio, Deputy City Clerk ATTACHMENTS: A. Minutes - Closed Session, June 8, 2026 B. Minutes - Regular Session, June 8, 2026 1 0 7 6 9 Seal Beach, California June 8, 2026 The City Council met in Closed Session at 5:00 p.m. in the City Hall Conference Room. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager Michael Peterman, Human Resources Manager Barbara Arenado, Director of Finance Shaun Temple, Director of Community Development Gloria D. Harper, City Clerk ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speakers: None. Mayor Landau closed oral communications. CLOSED SESSION A. CONFERENCE WITH REAL PROPERTY NEGOTIATORS Government Code §54956.8 Property: portions of 3900 Lampson Avenue and 3101 N. Gate Road, Seal Beach, CA 90740 Agency Negotiator: Community Development Director Shaun Temple; Negotiating Parties: John Phillips for Clear Channel and Andy Goodman for Regency and Champion Outdoor; Under Negotiation: Price and terms of payment B. CONFERENCE WITH LABOR NEGOTIATOR Government Code §54957.6 City Negotiator(s): City Manager Patrick Gallegos Employee Organization(s): Mid-Management and Confidential Employees Association Seal Beach Supervisors and Professionals Association Marine Safety Management Association C. CONFERENCE WITH LABOR NEGOTIATOR Agency Designated Representative: Nicholas Ghirelli, City Attorney Unrepresented Employee: City Manager Patrick Gallegos D. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code Section 54956.9(d)(2) – One potential (1) case involving a threat of litigation regarding 1 0 7 6 9 a proposed development at 4665 Lampson Avenue, Los Alamitos, CA. A record of the threats of litigation is available for inspection in the City Clerk’s office. RECESSED THE CLOSED SESSION MEETING – 7:00 p.m. RECONVENED THE CLOSED SESSION MEETING – 11:00 p.m. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager C. CONFERENCE WITH LABOR NEGOTIATOR Agency Designated Representative: Nicholas Ghirelli, City Attorney Unrepresented Employee: City Manager Patrick Gallegos ADJOURNMENT Mayor Landau adjourned the Closed Session meeting at 11:50 p.m. Gloria D. Harper, City Clerk City of Seal Beach Approved: Lisa Landau, Mayor Attested: Gloria D. Harper, City Clerk Seal Beach, California June 8, 2026 The City Council met in Regular Session at 7:05 p.m. in the City Council Chambers. Mayor Pro Tem Wong led the Pledge of Allegiance. ROLL CALL Present: Mayor Landau Council Members: Kalmick, Wong, Senecal, Steele Absent: None City Staff: Nicholas R. Ghirelli, City Attorney Patrick Gallegos, City Manager Michael Henderson, Police Chief Barbara Arenado, Director of Finance Iris Lee, Director of Public Works Shaun Temple, Director of Community Development Gloria D. Harper, City Clerk Kyle Cain, Orange County Fire Authority Captain Nick Nicholas, Police Captain Mike Ezroj, Police Captain Tim Kelsey, Recreation Manager Michael Peterman, Human Resources Manager Kathryne Cho, Deputy Director of Public Works/City Engineer David Spitz, Associate Engineer Lauren Barich, Management Analyst Sara Holm, Executive Assistant Kelsey Yonemura, Financial Analyst Alayna Hoang, Finance Manager PRESENTATIONS / RECOGNITIONS Recognition of Naval Weapons Station Seal Beach Public Affairs Officer Gregg Smith Junior Lifeguard Awards Recognition ORAL COMMUNICATIONS Mayor Landau opened oral communications. Speakers: James Jensen, Charlie Kluger, Cindy Powers, Eugena Yasnogorodsky, Roger Noor, Linda Krueger, Catherine Showalter, Chad Berlinghieri, Ken Seiff, and Perla Mendoza addressed the City Council. Mayor Landau closed oral communications. Five (5) Supplemental Communications were received after posting the agenda; they were distributed to the City Council and made available to the public. 1 0 7 7 0 APPROVAL OF AGENDA & WAIVER OF FULL READING OF RESOLUTIONS AND ORDINANCES Council Member Steele moved, second by Council Member Kalmick, to approve the agenda. AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried CITY ATTORNEY REPORT City Attorney Ghirelli reported that the City Council met in Closed Session regarding the four (4) items on the posted agenda. All five (5) Council Members were present, and no reportable action was taken. He noted that the Council would reconvene into Closed Session at the conclusion of the Regular Session. CITY MANAGER REPORT City Manager Gallegos announced that there will be a Study Session regarding billboards in the near future, date to be determined. Additionally, City Manager Gallegos thanked Orange County Fire Authority for their work on the Garden Grove chemical spill incident. He called upon Orange County Fire Authority Captain Cain to provide an update on the incident. Third, City Manager Gallegos reported city staff’s recent attendance at the San Gabriel River Trash Mitigation Memorandum of Understanding Press event, the Citizen-Council Business First Advisory Ad-Hoc Committee, City Hall Adventure Day, and the Marine Safety Open House. Finally, City Manager Gallegos thanked the Community Services/Recreation Division for their work on the Senior Resources Fair. COUNCIL COMMENTS Council Member Steele reported his attendance at the San Gabriel River Trash Mitigation Memorandum of Understanding Press event, the Marine Amphibian Vessel Tour, the Orange County Mosquito and Vector Control Finance Committee meeting, the Leisure World Memorial Day Ceremony, the Seal Beach Lions Club Memorial Day Ceremony, the Orange County Council of Governments (OCCOG) annual meeting, the OCCOG Economic Forecast, the California Local Elected Officials (CLEO) Ethics Training, and the 1 0 7 7 0 League of California Cities Revenue and Taxation Committee meeting. Council Member Kalmick reported his attendance at the San Gabriel River Trash Mitigation Memorandum of Understanding Press event, the Los Cerritos Wetlands Authority Mixer, the San Gabriel and Lower Los Angeles Rivers and Mountains Conservancy meeting, the Senior Resources Fair, the Citizen-Council Business First Advisory Ad Hoc Committee meeting, the Watershed Conservation Authority meeting, the Seal Beach Lions Club Memorial Day Ceremony, the OCCOG Annual Conference, the Los Cerritos Wetlands Authority meeting, and the Marine Safety Open House. Additionally, Council Member Kalmick noted that he met with future Seal Beach representative Congressman Robert Garcia. Lastly, Council Member Kalmick reported that he received a packet from Orange County Grand Jury with questions regarding wildfire prevention and housing. He asked if other Council Members if they had received the packet for a response as well. Council Member Senecal reported her attendance at the San Gabriel River Trash Mitigation Memorandum of Understanding Press event. Additionally, Council Member Senecal reported that she spoke with several residents regarding the Fiscal Year 26-27 Budget and billboards. She thanked City Manager Gallegos, College Park East Resident Lucy Jackson, and Public Works Director Lee for their work on adding a sound wall to College Park East to help mitigate freeway noise. Finally, Council Member Senecal announced that Seal Beach Summer Concerts will begin on Wednesday, June 17, 2026, at 6:00 p.m. at Eisenhower Park. Mayor Pro Tem Wong reported his attendance at the Orange County City Selection Committee meeting. He noted that he was selected as an at-large member of the Department of Housing and Community Development Commission (HCD). Additionally, Mayor Pro Tem Wong reported his attendance at the Citizen-Council Olympics Advisory Ad Hoc Committee meeting, the Naval Weapons Station Ship tour, the Citizen-Council Business First Advisory Ad Hoc Committee meeting, the Seal Beach City Rotary Memorial Day Flag Garden event, the Seal Beach Lions Club Memorial Day event, the Golden Rain Foundation meeting, the Orange County Sanitation District Board meeting, City Hall Adventure Day, the Orange County Council of Governments annual meeting, the Leisure World 1st Tuesday Coffee and Donuts event, and the Los Alamitos High School Senior Graduation. Additionally, Mayor Pro Tem Wong announced that the College Park West Summer Kick- Off would take place on Saturday, June 13, 2026, at Edison Park. 1 0 7 7 0 Mayor Landau announced her attendance at Seal Beach City Rotary Memorial Day Flag Garden event, and the Seal Beach Lions Club Memorial Day event. She thanked Mayor Pro Tem Wong for attending several events in her absence. Lastly, Mayor Landau announced that Orange County Sanitation District construction project on Seal Beach Boulevard and Westminster Boulevard will continue through September 2028. COUNCIL ITEMS A. Calling and Consolidation of Election – November 3, 2026 - That the City Council adopt: 1. Ordinance 1727 calling and giving notice of holding the General Municipal Election to be held on Tuesday, November 3, 2026; and, 2. Resolution 7778 requesting the Board of Supervisors of the County of Orange to consolidate the City’s General Municipal Election with the Statewide General Election to be held on Tuesday, November 3, 2026, for the purpose of the election of three (3) Members of the City Council (Districts 1,3, and 5) for the full four-year term of each office; and, 3. Resolution 7779 adopting regulations for Candidates’ Statements submitted to the voters; and, 4. Resolution 7780 providing for the conduct of a Municipal Run- off Election in the event no candidate receives 50% plus 1 votes for each office to be held on Tuesday, January 26, 2027. Mayor Landau called upon City Clerk Harper to provide an overview of the staff report. Council Member Kalmick moved, second by Mayor Pro Tem Wong to 1. Ordinance 1727 calling and giving notice of holding the General Municipal Election to be held on Tuesday, November 3, 2026; and, 2. Resolution 7778 requesting the Board of Supervisors of the County of Orange to consolidate the City’s General Municipal Election with the Statewide General Election to be held on Tuesday, November 3, 2026, for the purpose of the election of three (3) Members of the City Council (Districts 1,3, and 5) for the full four-year term of each office; and, 3. Resolution 7779 adopting regulations for Candidates’ Statements submitted to the voters; and, 4. Resolution 7780 providing for the conduct of a Municipal Run-off Election in the event no candidate receives 50% plus 1 votes for each office to be held on Tuesday, January 26, 2027. AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried City Attorney Ghirelli read the title of the ordinance. CONSENT CALENDAR 1 0 7 7 0 Council Member Senecal moved, second by Council Member Steele, to approve the recommended actions on the consent calendar. B. Approval of the City Council Minutes - That the City Council approve the minutes of the Budget Workshops held on May 5, 2026, and May 7, 2026, Closed Session and Regular City Council meetings held on May 11, 2026. C. Demand of City Treasury (Fiscal Year 2026) - Ratification. D. Adopting a Resolution Listing the Projects Funded by Senate Bill 1: Road Repair and Accountability Act and Authorizing Submittal of the Project List and Application for Road Maintenance Rehabilitation Account Funds to the California Transportation Commission - That the City Council adopt Resolution 7781: 1. Approving the project list for improvements that are to be funded by Senate Bill 1; and, 2. Authorizing the City Manager, or their designee, to submit the project list and application for Road Maintenance and Rehabilitation Account funds to the California Transportation Commission. E. Notice of Completion for the Marina Community Center Roof Replacement, CIP BG2506 - That the City Council adopt Resolution 7782: 1. Accepting the completion of the Marina Community Center Roof Replacement, CIP BG2506, by Garland/DBS, Inc. in the amount of $338,255; and, 2. Directing the City Clerk to file a “Notice of Completion” with the Orange County Clerk-Recorder within fifteen (15) days from the date of acceptance and to release retention thirty-five (35) days after recordation of the Notice of Completion contingent upon no claims being filed on the Project. F. Approving Amendment 3 to the Professional Services Agreement with Psomas for the Development of an Environmental Impact Report - That the City Council approve Resolution 7783: 1. Approving Amendment 3 to the Professional Services Agreement with Psomas for the development of an Environmental Impact Report pursuant to the exemption from competitive bidding requirements set forth in Seal Beach Municipal Code (SBMC) Section 3.20.025 for a 12-month extension to expire on June 30, 2027, and an increase in $22,363 for a revised total not-to-exceed amount of $278,836 pursuant to the Proposal submitted by Psomas dated May 14, 2026; and, 2. Authorizing the City Manager to execute Amendment 3 with Psomas on behalf of the City. G. Approving and Awarding an Agreement for Professional Project Management Services to CivicStone, Inc. for the Leisure World Bathroom Accessibility Program - That the City Council adopt Resolution 7784: 1. Approving and awarding a Professional Services Agreement to CivicStone Inc. for project management services related to the Leisure World Bathroom Accessibility Program pursuant to the exemption from competitive bidding requirements set forth in Seal Beach Municipal Code 3.20.025(C), for a three-year term in the not-to-exceed amount of $74,000 per Fiscal Year pursuant to the Scope of Services submitted by CivicStone 1 0 7 7 0 Inc.; and, 2. Authorizing the City Manager to execute the Agreement with CivicStone Inc. on behalf of the City. The vote below is for the Consent Calendar Items. AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried ITEMS REMOVED FROM THE CONSENT CALENDAR There were no items removed from the Consent Calendar. PUBLIC HEARING H. Adopt the Fiscal Year 2026-27 Operating and Capital Improvement Budget, Set the Appropriations Limit for Fiscal Year 2026-27, and Authorize the Use of the Cost Recovery Schedule in Fiscal Year 2026-27 - That the City Council hold a public hearing and adopt Resolution 7785: 1. Adopting the Fiscal Year 2026-27 Operating and Capital Improvement Budget and authorizing actions in furtherance thereof; and, 2. Setting the Appropriations Limit for Fiscal Year 2026-27; and, 3. Authorizing the use of the Cost Recovery Schedule in Fiscal Year 2026-27. Mayor Landau called upon Human Resources Manager Peterman to provide an update on current vacancies, recruitment efforts, and retention efforts in compliance with Assembly Bill 2561. Mayor Landau called upon Director of Finance Arenado to provide an in-depth overview of the Proposed Fiscal Year 2026-27 Budget. City Attorney Ghirelli reported that pursuant to the Brown Act, the budget includes salary adjustments of 3.7% to the executive team based on the Consumer Price Index, pursuant to their agreements. Additionally, he reported that the Memoranda of Understanding for the rest of the City’s employees includes a 3% Cost of Living adjustment. Mayor Landau opened the public hearing. Speakers: Theresa Miller, Ellery Deaton, James Jensen. Mayor Landau closed the public hearing. A discussion ensued between Council Member Senecal, Finance Director Arenado, Community Development Director Temple, Director of Public Works Lee, Council Member Steele, City Attorney Ghirelli, Mayor Pro Tem Wong, City Manager Gallegos, and Mayor Landau. Council Member Senecal expressed her desire for quarterly updates on CIP Projects. 1 0 7 7 0 Council Member Steele moved, second by Council Member Kalmick to adopt Resolution 7785: 1. Adopting the Fiscal Year 2026-27 Operating and Capital Improvement Budget and authorizing actions in furtherance thereof; and, 2. Setting the Appropriations Limit for Fiscal Year 2026-27; and, 3. Authorizing the use of the Cost Recovery Schedule in Fiscal Year 2026-27. AYES: Kalmick, Steele, Wong NOES: Senecal, Landau ABSENT: None ABSTAIN: None Motion carried I. Street Lighting Assessment District No. 1 - That the City Council adopt Resolution 7786 confirming the diagram, assessment, and levying assessments for the Seal Beach Street Lighting Assessment District No.1 (District) for Fiscal Year 2026-2027. Mayor Landau called upon Director of Finance Arenado to provide an overview of the staff report. Mayor Landau opened the public hearing. Speakers: Ken Seiff. Mayor Landau closed the public hearing. Mayor Pro Tem Wong moved, second by Council Member Kalmick to adopt Resolution 7786 confirming the diagram, assessment, and levying assessments for the Seal Beach Street Lighting Assessment District No.1 (District) for Fiscal Year 2026-2027. AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried UNFINISHED/CONTINUED BUSINESS There was no unfinished/continued business. NEW BUSINESS J. Approving the Fiscal Year 2026-2027 Annual Special Taxes for Community Facilities District No. 2002-01 (Heron Pointe) - That the City Council adopt Resolution 7787 approving the Fiscal Year 2026-2027 Annual Special Taxes for Community Facilities District No. 2002-01 (Heron Pointe). Director of Finance Arenado gave an overview of Items J, K and L as they are similar in nature and noted that each item would require a separate vote. 1 0 7 7 0 Council Member Kalmick moved, second by Council Member Steele to adopt Resolution 7787 approving the Fiscal Year 2026-2027 Annual Special Taxes for Community Facilities District No. 2002-01 (Heron Pointe). AYES: Kalmick, Wong, Senecal, Steele, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried K. Approving the Fiscal Year 2026-2027 Annual Special Taxes for Community Facilities District No. 2002-02 (Seal Beach Blvd./Lampson Ave. Landscape Maintenance District) - That the City Council adopt Resolution 7788 approving the Fiscal Year 2026-2027 Annual Special Tax Levy for Community Facilities District No. 2002-02 (Seal Beach Blvd./Lampson Ave. Landscape Maintenance District). Council Member Steele moved, second by Council Member Kalmick to adopt Resolution 7788 approving the Fiscal Year 2026-2027 Annual Special Tax Levy for Community Facilities District No. 2002-02 (Seal Beach Blvd./Lampson Ave. Landscape Maintenance District). AYES: Kalmick, Wong, Senecal, Steele, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried L. Approving the Fiscal Year 2026-2027 Annual Special Tax Levy For Community Facilities District No. 2005-01 (Pacific Gateway Business Center) - That the City Council adopt Resolution 7789 approving the Fiscal Year 2026-2027 Annual Special Tax Levy For Community Facilities District No. 2005-01 (Pacific Gateway Business Center). Mayor Landau moved, second by Council Member Senecal to adopt Resolution 7789 approving the Fiscal Year 2026-2027 Annual Special Tax Levy For Community Facilities District No. 2005-01 (Pacific Gateway Business Center). AYES: Kalmick, Wong, Senecal, Steele, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried M. Fiscal Year 2026-27 Statement of Investment Policy and Delegation of Authority - That the City Council adopt Resolution 7790 approving the Fiscal Year 2026-27 1 0 7 7 0 Statement of Investment Policy and Delegation of Authority to the Director of Finance/City Treasurer. Mayor Landau called upon Director of Finance Arenado who called upon PFM Asset Management Institutional Relationship Manager Robert Montoya to provide an overview of the staff report. Mayor Pro Tem Wong moved, second by Council Member Senecal to adopt Resolution 7790 approving the Fiscal Year 2026-27 Statement of Investment Policy and Delegation of Authority to the Director of Finance/City Treasurer. N. Re-Introduction and First Reading of Ordinance 1726 Regarding City Parking Regulations - That the City Council conduct a first reading, read by title only, and re-introduce Ordinance 1726 titled, “An Ordinance of the City Of Seal Beach Amending Certain Sections of Chapter 8.15 (Stopping, Standing and Parking) of the Seal Beach Municipal Code to Modernize Paid Parking Provisions, Establish a Residential Parking Permit Program Framework, Clarify Curb-Use Regulations Including Daylighting Near Crosswalks, and Make Other Technical Revisions.” Mayor Landau called upon Police Chief Henderson to provide an overview of the staff report. A discussion ensued between Council Member Senecal, Dixon Resources Unlimited President Julie Dixon, Mayor Pro Tem Wong, and Council Member Kalmick. Council Member Senecal moved, second by Mayor Pro Tem Wong to conduct a first reading, read by title only, and re-introduce Ordinance 1726 titled, “An Ordinance of the City Of Seal Beach Amending Certain Sections of Chapter 8.15 (Stopping, Standing and Parking) of the Seal Beach Municipal Code to Modernize Paid Parking Provisions, Establish a Residential Parking Permit Program Framework, Clarify Curb-Use Regulations Including Daylighting Near Crosswalks, and Make Other Technical Revisions.” AYES: Kalmick, Senecal, Steele, Wong, Landau NOES: None ABSENT: None ABSTAIN: None Motion carried City Attorney Ghirelli read the title of the ordinance. ADJOURNMENT Mayor Landau adjourned the City Council at 10:51 p.m. to Monday, June 22, 2026, at 5:30 p.m. to meet in closed session, if deemed necessary. 1 0 7 7 0 __________________________ Gloria D. Harper, City Clerk City of Seal Beach Approved:___________________________ Lisa Landau, Mayor Attested:____________________________ Gloria D. Harper, City Clerk Agenda Item E AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Gloria D. Harper, City Clerk SUBJECT:Second Reading and Adoption of Ordinance 1726 Regarding City Parking Regulations ________________________________________________________________ SUMMARY OF REQUEST: That the City Council conduct a second reading, by title only, and adopt Ordinance 1726 titled, “An Ordinance of the City of Seal Beach Amending Certain Sections of Chapter 8.15 (Stopping, Standing and Parking) of the Seal Beach Municipal Code to Modernize Paid Parking Provisions, Establish a Residential Parking Permit Program Framework, Clarify Curb-Use Regulations Including Daylighting Near Crosswalks, and Make Other Technical Revisions.” BACKGROUND AND ANALYSIS: At its meeting on April 13, 2026, the City Council approved the introduction of Ordinance 1726 titled “An Ordinance of the City of Seal Beach Amending Certain Sections of Chapter 8.15 (Stopping, Standing and Parking) of the Seal Beach Municipal Code to Modernize Paid Parking Provisions, Establish a Residential Parking Permit Program Framework, Clarify Curb-Use Regulations Including Daylighting Near Crosswalks, and Make Other Technical Revisions.” At the April 13, 2026, meeting, the City Council requested an edit to the Ordinance to clarify that paid parking zones are only established at the off-street municipal parking lots. The Ordinance was then scheduled for second reading and adoption on April 27, 2026. However, ongoing discussions with stakeholders regarding paid parking zones resulted in further substantive revisions to the language in Section 8.15.105.A of the Ordinance. Specifically, a concern was raised that the “City of Seal Beach Parking Meter Zone Map,” dated September 23, 2002, which has been historically referenced in that section of the Code, did not accurately identify the location of paid parking zones within the City. The map still shows areas on Main Street and certain side streets where paid parking could be allowed, but which is not currently allowed. Page 2 2 3 2 7 In 2004, the City Council rescinded the 2002 authorization to place parking meters on Main Street. Since then, the City Council has not authorized paid parking on Main Street. Therefore, the status quo remains that there is no on-street paid parking on Main Street, and portions of Ocean Avenue, Central Avenue, and Electric Avenue. Staff has revised the Ordinance to remove any reference to the 2002 Parking Meter Zone Map. The Ordinance confirms that the only paid parking zones within the City are the off-street municipal parking lots along Main Street, Ocean Avenue, First Street, and Electric Avenue. This change merely reflects the current status quo and makes no change to the current locations for paid parking within the City. The Coastal Commission previously reviewed and approved these off-street lots for paid parking. At its meeting on June 8, 2026, the City Council approved the re-introduction of Ordinance 1726 titled “An Ordinance of the City of Seal Beach Amending Certain Sections of Chapter 8.15 (Stopping, Standing and Parking) of the Seal Beach Municipal Code to Modernize Paid Parking Provisions, Establish a Residential Parking Permit Program Framework, Clarify Curb-Use Regulations Including Daylighting Near Crosswalks, and Make Other Technical Revisions.” This item is to conduct a second reading and adopt Ordinance 1726 in compliance with State law and the City Charter requiring that ordinances be adopted at least five (5) days after introduction at a regular or adjourned regular meeting. Upon adoption and pursuant to City Charter Section 414, the Ordinance will be published within fifteen (15) days after adoption. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: The proposed Ordinance has been reviewed as to form. FINANCIAL IMPACT: There is no financial impact for this item. Page 3 2 3 2 7 RECOMMENDATION: That the City Council conduct a second reading, by title only, and adopt Ordinance 1726 titled, “An Ordinance of the City of Seal Beach Amending Certain Sections of Chapter 8.15 (Stopping, Standing and Parking) of the Seal Beach Municipal Code to Modernize Paid Parking Provisions, Establish a Residential Parking Permit Program Framework, Clarify Curb-Use Regulations Including Daylighting Near Crosswalks, and Make Other Technical Revisions.” SUBMITTED BY: NOTED AND APPROVED: Gloria D. Harper Patrick Gallegos Gloria D. Harper, City Clerk Patrick Gallegos, City Manager Prepared by: Brandon DeCriscio, Deputy City Clerk ATTACHMENTS: A. Ordinance 1726 1 1 1 2 9 1 ORDINANCE 1726 AN ORDINANCE OF THE CITY OF SEAL BEACH AMENDING CERTAIN SECTIONS OF CHAPTER 8.15 (STOPPING, STANDING AND PARKING) OF THE SEAL BEACH MUNICIPAL CODE TO MODERNIZE PAID PARKING PROVISIONS, ESTABLISH A RESIDENTIAL PARKING PERMIT PROGRAM FRAMEWORK, CLARIFY CURB-USE REGULATIONS INCLUDING DAYLIGHTING NEAR CROSSWALKS, AND MAKE OTHER TECHNICAL REVISIONS THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES ORDAIN AS FOLLOWS: Section 1.Section 8.15.010 (No Parking Areas) of the Seal Beach Municipal Code is hereby amended in its entirety to read as follows: “§ 8.15.010. No Parking Areas. General. It shall be unlawful for the driver of a vehicle to stop, park, or leave standing such vehicle, whether attended or unattended, in any of the following locations, except when necessary to avoid conflict with other traffic or in compliance with the direction of a police officer, traffic officer, or traffic sign or signal: 1. In an intersection; 2. In a crosswalk; 3. Within twenty (20) feet of any marked or unmarked crosswalk (known as the “daylighting” rule), including curb extensions (bulb-outs), which are sidewalk extensions designed to improve crosswalk visibility and eliminate parking within the daylighting setback; 4. Within a divisional island, unless authorized by signage or markings; 5. In such no parking or restricted parking areas as designated by the city; 6. In such no parking or restricted parking areas as may be defined, designated or established by city council resolution; 7. In violation of any provision of this code or applicable state law; 8. On a sidewalk; 9. On any portion of the area extending from a roadway edge of the curb (or from the highest point of a rolled curb) to the sidewalk; 10.In any area where stopping, standing or parking of vehicles is prohibited as indicated by signs or by red paint upon the curb surface; 2 1 1 2 9 1 11.In any area where the stopping, standing or parking of the vehicle would block the entrance to a garage or driveway. This provision shall not apply if the owner or occupant thereof has granted permission; and 12.In the Surfside Colony in any area between the white lines where stopping, standing or parking of the vehicle would constitute a hazard.” Section 2.Section 8.15.070 (Curb Markings) of the Seal Beach Municipal Code is hereby amended in its entirety to read as follows: “§ 8.15.070. Curb Markings. The traffic engineer or designee shall utilize the following curb markings to indicate parking regulations: A. Red: no stopping, standing or parking at any time except as permitted by the Vehicle Code or this Code, and except that a bus may stop in a red zone that is signed or marked as a bus zone. B. Yellow: no stopping, standing or parking during hours designated by signage for any purpose other than loading or unloading of passengers or materials. The period of active passenger loading and unloading shall not exceed 3 minutes, and the period of materials loading and unloading shall not exceed 20 minutes. C. White: no stopping, standing during posted hours for any purpose other than loading or unloading of passengers, or depositing mail in an adjacent mailbox, for a period of time not exceeding 3 minutes. When the zone is in front of a theater, the restrictions shall apply only when the theater is open. When the zone is established at a taxicab stand, taxicabs, rideshare vehicles and automobiles for hire may remain in the zone for 20 minutes. D. Green: no stopping, standing or parking between hours and on days designated by City Council resolution for a period longer than the time indicated on the curb unless otherwise indicated by signs or curb markings. E. Blue: no stopping, standing or parking by any vehicle except vehicles operated by disabled persons that display either a special license plate or a distinguishing placard issued pursuant to state law. F. A licensed driver shall be present in or immediately adjacent to any vehicle stopped for the purpose of active loading or unloading passengers or materials.” 3 1 1 2 9 1 Section 3.The definition of “Oversize Vehicle” in Section 8.15.085 (Parking of Oversize Vehicles) of the Seal Beach Municipal Code is hereby amended to read as follows: “Oversize Vehicle: a vehicle or combination of vehicles that exceeds 20 feet in length or 90 inches in width or 90 inches in height exclusive of projecting lights or devices as allowed by Vehicle Code Sections 35109 and 35110. "Oversize vehicle" does not include a sedan or limousine manufactured expressly for carrying 10 or fewer passengers.” Section 4.Section 8.15.105 (Parking Meter and Zones) of the Seal Beach Municipal Code is hereby amended in its entirety to read as follows: “§ 8.15.105. Paid Parking Zones. A. Paid parking zones are hereby established at the off-street municipal parking lots along Main Street, Ocean Avenue, First Street, and Electric Avenue. The City Manager or the designee thereof shall cause paid parking devices to be installed and maintained in all paid parking zones. Paid parking devices include any device used to accept payment for parking, including parking meters, pay stations, web applications, mobile devices, associated signage, and other methods approved by the Police Department. B. The payment to be deposited in paid parking devices, or by other approved methods of payment, the parking time allowed following deposit of payment, the hours during which such deposits are required, and the days of the week and the weeks of the year during which such deposits are required for paid parking in all zones shall be prescribed by city council resolution. C. Paid parking devices in paid parking zones shall be operated according to the posted signs. The paid parking device fees for paid parking zones shall be prescribed by city council resolution. D. No person shall do any of the following: 1. Fail to deposit the paid parking device fee immediately after parking a vehicle in a paid parking zone and for the entire time that person has a vehicle parked in the paid parking zone during the paid parking hours of operation. 2. Deposit in a paid parking device a defaced coin, slug, or other counterfeit currency. 3. Deface, injure, or tamper with a paid parking device. 4. Attach a bicycle, newsrack, fabric, handbill, flier, sticker, note, or other article to a paid parking device. 4 1 1 2 9 1 5. Allow a vehicle owned or operated by such person to remain parked at a paid parking space beyond the expired time. 6. Park a vehicle across a line or marking designating a paid parking space. 7. Park a vehicle that does not conform to the maximum vehicle length limit applicable to the lot. 8. Allow a vehicle parked by such person to remain in a paid parking space after receipt of a citation for failure to pay the paid parking fee. A violation of this provision shall occur after passage, from the issuance of the citation, of the parking time limit of the lot. 9. Purchase time for paid parking using any method of payment for the purpose of increasing or extending the parking time of any vehicle beyond the legal parking time which has been established for the parking space or zone adjacent to which said paid parking device is placed. E. The parking of a vehicle at a paid parking space beyond the expired payment time shall constitute prima facie evidence that the vehicle has been parked in such space longer than permitted by this section. F. Mechanical failure of a paid parking device shall be a defense to a citation for failure to pay the paid parking fee, provided that the person cited is not responsible for such failure.” Section 5.Section 8.15.110 (Parking Permits) of the Seal Beach Municipal Code is hereby amended in its entirety to read as follows: “§ 8.15.110. Parking Permits. A. The City Manager or designee shall be authorized and directed to issue, upon written applications, parking permits. Each such permit shall be designated by city council resolution to reflect the particular parking permit parking district as well as the license plate number of the motor vehicle for which it is issued. Consistent with this chapter, the City Manager or designee is authorized to issue such written rules and regulations as he or she deems necessary or appropriate to govern the process and terms for the issuance of parking permits. Rules and regulations shall be available for public review at City Hall and at the Police Department during normal business hours. This section is subject to the following restrictions by neighborhood: 1.Old Town 5 1 1 2 9 1 a. On Main Street, Ocean Avenue from Eighth Street to Tenth Street, and Central Avenue from Eighth Street to Tenth Street, residential parking permits may allow 2-hour parking. b. In the municipal parking lots on Main Street, residential parking permits may allow parking between the hours of 12:00 a.m. and 6:00 a.m. c. In the Eighth Street city employee parking lot south of Central Avenue, residential parking permits may allow parking between the hours of 12:00 a.m. and 6:00 a.m. d. In the library lot, parking permits may allow residential parking between the hours of 12:00 a.m. and 6:00 a.m. G. Parking permits may be issued in the following categories: 1. Residential Parking Permit. Any city resident living within an approved residential parking permit area may purchase a residential parking permit. Applicants shall submit their name, address, proof of residence and the make, model and license number of each vehicle. Permits shall be validated as directed by the city. 2. Guest Parking Permit. Any city resident living within an approved residential parking permit area may purchase guest parking permits. Applicants shall submit their name, address and proof of residence. Permits shall be validated as designated by the city. Permits shall be valid within timeframes designated by the city. 3. Merchant/Employee Parking Permit. Any merchant or employee working within the Old Town area may purchase a merchant/employee parking permit. Applicants shall submit their name, business address, proof of employment and the make, model and license number of the vehicle. Permits shall be displayed or validated as directed by the city. This permit shall be valid for parking on certain streets or parking lots as designated by the city. 4. Contractor Parking Permit. Any contractor conducting business within the city may purchase a contractor parking permit. Contractors must possess an active city contractor business license to qualify for purchase. Permits shall be valid within timeframes designated by the city. H. Parking Permit Exemptions. 1. A motor vehicle that has been assigned a valid parking permit as provided for herein shall be permitted to stand or be parked in a permit parking area 6 1 1 2 9 1 for which the permit has been issued without being limited by time restrictions established pursuant to this article or any resolution hereunder; provided, however, that such vehicle remains subject to the 72-hour parking limitation and any other applicable restrictions imposed by this Code or the Vehicle Code. Any vehicle that has not been issued a valid parking permit shall be subject to the permit parking and other posted regulations and consequent penalties in effect for such area. 2. A parking permit or any other permit as designated by city council shall not guarantee or reserve to the holder thereof any parking space within the residential permit parking area for which the permit was issued. 3.Residential permit parking restrictions shall not apply to police vehicles, authorized emergency vehicles, or city-owned vehicles when used for official business. I. Designation Criteria For Residential Parking Permit Areas. 1. Designation of residential permit parking areas will be limited to areas with a recommended minimum street-frontage of approximately 2,000 feet that experience impacts from external parking demand which include factors such as commercial areas, recreational areas, schools and neighboring cities. The following shall be the process by which the City Council can consider any such area for designation as a residential permit parking area: a. Initiation by Residents: The City Council shall consider for designation as a residential permit parking area any such proposed area for which a petition has been submitted that meets and satisfies the following requirements and any administrative guidelines adopted by the City Council: i. A petition signed by a majority (51% or greater) of dwelling units within the proposed area is required. ii. Only one signature per dwelling unit will be considered for a petition. iii. For petitions involving rental complexes, the residents, property managers, and property owners may participate in the petition survey. iv. If the units in a multifamily property are individually owned, each owner would be included in the petitioning process. If a unit is owned by more than one owner, only one signature for that unit is allowed. 7 1 1 2 9 1 v. Upon receipt of a valid resident's petition for a residential permit parking area as described above, the City Manager or designee shall do the following: 1. Provide a notice of intent to establish residential permit parking restrictions shall be sent to all dwelling units within the proposed residential permit parking area; 2. Conduct or cause to be conducted a parking occupancy survey to determine the utilization of on-street parking, by which a 70% parking occupancy threshold of all available on-street parking and visible off-street parking is required for further consideration; 3. Refer the matter to the Planning Commission for review; and 4. Present to the City Council for final action, a resolution that would establish a residential permit parking area in accordance with requirements of this article, including all regulations and time restrictions determined by the City Council to be reasonable and necessary for such area. 5. Once City Council has taken final action on such a resolution to establish a residential permit parking area, no further changes or requests for changes in resident permit parking restrictions for this area will be considered for a minimum period of one year. 6. The City Manager or designee may restrict all or certain portions of City-owned property other than streets, alleys or highways as residential permit parking only; when authorized signs have been posted giving notice of such residential permit parking restrictions. It is unlawful and an infraction for any person to park or leave standing a vehicle within such area during the times and days when such parking is prohibited, other than a vehicle that has been issued a valid residential parking permit or exempted pursuant to Section 8.15.110 C of this article. 8 1 1 2 9 1 b. The City Council may establish or modify, by resolution, a designated residential permit parking area in any manner consistent with this article and Vehicle Code Section 22507. 2. Initiation by City Council: Nothing in this section shall be construed to limit the authority of the City Council to establish a permit parking district in the absence of a resident’s petition in accordance with Vehicle Code Section 22507. J. Designation Criteria For Merchant/Employee Parking Permit Areas. 1. Merchant permits are issued on an annual basis from July 1st through June 30th of each year. 2. Only businesses with an active business license may purchase merchant permits. 3. Only employees with proof of current employment at a business with an active business license may purchase employee permits. 4. Merchant/Employee permits are non-transferable. K. Designation Criteria for Contractor Permits. 1. Contractor permits are for contractors doing business in the City and are valid for 12 months from the date of purchase. 2. Contractors must have an active Contractor Business License (SBMC 5.10.115) to qualify for purchase of these permits and they are only valid from 7:00 am to 5:00 pm, Monday through Friday. 3. No extensions or fee reductions will be implemented related to contractor permits. L. Issuance and Duration of Residential Permits. 1. Residential parking permits shall be issued by the Police Department in accordance with the requirements set forth in this article and shall be valid only in the residential permit parking area for which it is issued. 2. Residential parking permits shall be issued with a term not to exceed one year, unless earlier revoked or terminated, provided however that a permit shall automatically terminate when the permit holder ceases to reside in the designated residential permit parking zone. 9 1 1 2 9 1 3. No residential parking permit issued pursuant to this article shall be transferable from the permit holder to any other person, nor from one vehicle to another. M. Residential Permit Policies. 1. A residential parking permit may be issued only to an eligible driver who can demonstrate that they currently reside at an eligible dwelling unit within the residential permit parking area for which the permit is to be issued. 2. To be issued a residential parking permit, each eligible driver shall provide the following information: a. The applicant’s full, true name and home address, and proof of residence; b. The applicant’s driver’s license’ c. A valid and current vehicle registration and license plate number of the vehicle for which a permit is being requested; d. The applicable fee; and e. Such other information as required by the Police Department. 3. A temporary residential parking permit shall be issued to an eligible driver for a rented or borrowed registered vehicle where the eligible driver, residing in a residential permit parking zone, demonstrates their own vehicle is unavailable for that driver's use for a temporary period. Such permits will expire upon the return to use of the originally permitted vehicle or its replacement. 4. The City Council may, by resolution, limit the number of permits issued to any resident, dwelling unit, or residential permit parking area if such limitation would further the goals of the residential permit parking program. 5. Residential parking permits will not be issued to non-motorized vehicles (i.e., trailers) or to commercial vehicles that are registered at business addresses. For the purposes of this article, a “commercial vehicle” shall have the same meaning as that term is defined in Section 260 of the California Vehicle Code. N. Guest Parking Permits. 1. The City Council may, by resolution, authorize the issuance of temporary guest parking permits in any residential permit parking area. When 10 1 1 2 9 1 authorized, a resident within a residential permit parking area may apply for temporary parking permits for use by their guests in the residential permit parking area where the resident resides. 2. Guest permits may be issued under the following conditions: a. The resident applicant for a guest parking permit has not reached the limits, if any, set by the City Council. b. Such other conditions and restrictions that the City Council by resolution imposes or that the City Manager, or designee, deems appropriate. 3. Use of guest parking permits shall comply with residential permit parking regulations established pursuant to this article to be valid within the residential permit parking area for which it was assigned. 4. Intentional or repeated misuse of guest parking permits by a resident or their guests may be cause for revocation of the resident’s guest parking permit privileges. 5. A guest parking permit shall be valid for a prescribed period of time, commencing upon the date authorized, and shall exempt the applicable vehicle from parking time restrictions established pursuant to this article. O. Establishment of Residential Parking Permit Area. Upon adoption by the City Council of a resolution designating a residential permit parking area, street parking in the area shall be limited for a period as determined by the City Manager or designee, with input from the area residents and as may be specifically posted; provided, however, that parking shall be allowed by vehicles for which a residential or visitor's parking permit has been obtained in accordance with requirements of the ordinance unless otherwise designated. P. Posting of Residential Permit Parking Area. Upon adoption by the City Council of a resolution designating a residential permit parking area and after at least 51% of the households have purchased permits, the City Manager or designee, shall cause appropriate signs to be erected in the area, indicating prominently thereon the area prohibition or time limitation, period of its application, and conditions under which permit parking shall be exempt therefrom. Q. Parking permit fees shall be set by City Council resolution. 11 1 1 2 9 1 R. Penalties, Liability, and Enforcement. The following acts shall constitute fraudulent use of a permit, punishable by a fine to be prescribed by City Council resolution and/or revocation of any permit currently held. Violations of this article shall include, but are not limited to, the following: 1. For any person to falsely represent himself or herself as eligible for a residential parking permit or to furnish false information in an application therefor; 2. For any person holding a valid parking permit issued pursuant hereto to sell, give, or exchange said permit to any other person; or 3. Knowingly committing any act that is prohibited by the terms of this article or any ordinance or resolution enacted by authority granted by this article. S. Revocation of Residential Permit Parking Area. 1. A residential permit parking area may be revoked by resolution of the City Council after following the same procedures for establishing a residential permit parking area as set forth in section D. 2. If 60% of the households in a residential parking area fail to purchase permits after being duly noticed, the City Manager or designee may revoke the residential permit parking area upon notice to the residents without further action of the City Council.” Section 3.Existing Enforcement. The adoption of this Ordinance shall not be construed to interfere with or affect enforcement of violations of the Seal Beach Municipal Code occurring prior to the adoption of this ordinance. Section 4.Severability. If any section, subsection, subdivision, sentence, clause, phrase, word, or portion of this Ordinance is, for any reason, held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance and each section, subsection, subdivision, sentence, clause, phrase, word, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, words or portions thereof be declared invalid or unconstitutional. Section 5.Certification. The City Clerk shall certify the passage and adoption of this Ordinance and shall cause the same to be published or posted in the manner required by law. Section 6.Effective Date. This Ordinance shall take effect thirty (30) days after passage. 12 1 1 2 9 1 INTRODUCED at a regular meeting of the City Council of the City of Seal Beach held on the 8th day of June 2026. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on this 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk APPROVED AS TO FORM: __________________________________ Nicholas Ghirelli, City Attorney 13 1 1 2 9 1 STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing Ordinance 1726 was introduced for first reading at a regular meeting held on the 13th day of April 2026, and was passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026 and do hereby further certify that the Ordinance has been published pursuant to the Seal Beach Charter and Resolution Number 2836. Gloria D. Harper, City Clerk Agenda Item F AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Approving Submittal of FY 2026-27 Measure M2 Eligibility Package and its Components ________________________________________________________________ SUMMARY OF REQUEST: That the City Council: 1. Adopt Resolution 7792 Concerning the Status and Update of the Local Signal Synchronization Plan for the City of Seal Beach; and, 2. Adopt the seven-year Measure M2 Capital Improvement Program (CIP) for Fiscal Years 2026-2027 through 2032-2033; and, 3. Direct the City Manager, or their designee, to file the adopted Resolution, Capital Improvement Program and the Measure M2 eligibility documents with Orange County Transportation Authority (OCTA) in compliance with the requirements of OCTA. BACKGROUND AND ANALYSIS: In November 1990, the voters of Orange County approved Measure M, the Revised Traffic Improvement and Growth Management Ordinance. Measure M created a fund for transportation improvements to mitigate traffic impacts generated by existing and proposed development. Measure M authorized the imposition of an additional half-cent retail transaction and use tax for a period of twenty (20) years. In November 2006, Measure M was renewed by the voters of Orange County for an additional thirty (30) years and is now referred to as Measure M2. Funds identified as Measure M2 “Fairshare” funds are used on local and regional transportation improvement and maintenance projects. Other Measure M2 funds, for transportation related projects, are made available through several competitive programs included in the Comprehensive Transportation Funding Program (CTFP). Page 2 2 3 2 0 To be eligible to receive Measure M2 “Fairshare” and CTFP funds, the local jurisdiction must meet compliance standards as set forth by Orange County Transportation Authority (OCTA) every year. The compliance standards generally include: 1. Comply with the conditions and requirements of the Orange County Congestion Management Program. 2. Establish a policy which requires new development to pay its fair share of transportation-related improvements associated with their new development. 3. Adopt a General Plan Circulation Element consistent with the County’s Master Plan of Arterial Highways (MPAH). 4. Adopt a seven-year CIP that includes all transportation projects funded partially or wholly by Measure M2 dollars. 5. Adopt and adequately fund a biennial Local Pavement Management Plan (PMP). 6. Adopt and provide an annual Expenditure Report to OCTA. 7. Provide the OCTA with a Project Final Report within six (6) months following completion of a project funded with Net Revenues. 8. Satisfy Maintenance of Effort (MOE) Requirements. 9. Agree to expend all Measure M2 revenues within three (3) years of receipt. 10. Consider, as part of the General Plan, land use and planning strategies that accommodate transit and non-motorized transportation. 11. Adopt and comply with a Local Signal Synchronization Plan (LSSP). All of these items must be maintained to retain eligibility. Not all of the requirements are needed every year. Items must be renewed or resubmitted annually, biannually or every three (3) years. The eligibility package is due to OCTA by June 30, 2026. This year’s package will include: 1. Measure M2 specific seven-year Capital Improvement Program 2. Maintenance of Effort (MOE) Reporting Form 3. General Plan Compliance Documentation 4. Measure M2 Eligibility Checklist 5. Pavement Management Plan Update 6. Local Signal Synchronization Plan Update Page 3 2 3 2 0 A summary explanation of each listed item is included below: 1. MEASURE M2, SEVEN-YEAR CAPITAL IMPROVEMENT PROGRAM In accordance with Measure M2, an updated seven-year (7) CIP specifically for the transportation facility improvement projects in a form consistent with the latest requirements of OCTA has been prepared and included for the City Council’s consideration and adoption. The updated seven-year (7) CIP for Fiscal Year 2026- 27 through Fiscal Year 2032-33 is consistent with the City’s five-year CIP for Fiscal Year 2026-27 through Fiscal Year 2030-31. 2. MAINTENANCE OF EFFORT REPORTING FORM Measure M2 stipulates that the transportation revenue stream supplement shall not replace the general fund investment that local agencies spend on roadway maintenance. The program compiled the average annual maintenance investment that each city made between Fiscal Year 1985-1986 through FY 1989-1990 and requires local agencies to continue to invest in the infrastructure with the appropriate minimum funding level. The Maintenance of Effort (MOE) certification form indicates that this is being done for each local jurisdiction. The MOE benchmark is reviewed and adjusted every three (3) years starting back in 2014. The Fiscal Year 2026-2027 Seal Beach MOE benchmark is $785,290. It was adjusted based on the percent change in the Caltrans’ Construction Cost Index for the immediately preceding three (3) calendar years. Accordingly, the Fiscal Year 2026-2027 City budget proposes transportation-related General Fund expenditures to meet this MOE benchmark. 3. GENERAL PLAN COMPLIANCE DOCUMENTATION A participating city must consider, as part of its General Plan, land use planning strategies that accommodate transit and non-motorized transportation. The City has met these requirements within the currently adopted General Plan. A letter will be submitted to OCTA identifying these strategies. 4. MEASURE M2 ELIGIBILITY CHECKLIST To assist agencies in complying with Measure M2, OCTA has developed checklists to clarify requirements. The checklist has been completed and will be transmitted with all other documents as required by OCTA. 5. PAVEMENT MANAGEMENT PROGRAM UPDATE OCTA requires preparation of a Pavement Management Plan to evaluate the existing pavement network, identify deficiencies, and recommend cost effective improvements to relieve existing and future deficiencies. This plan must be updated every two years. The 2026 Pavement Management Program Update was Page 4 2 3 2 0 approved at the May 11, 2026 City Council meeting under Resolution 7767. The City will submit the certified plan to OCTA with the Measure M2 Eligibility package. 6. LOCAL SIGNAL SYNCHRONIZATION PLAN UPDATE The Local Signal Synchronization Plan (LSSP) is a local program consistent with the Regional Traffic Signal Synchronization Master Plan for the County of Orange which provides a three-year plan identifying traffic signal synchronization, street routes and traffic signals to be improved. The LSSP outlines the costs associated with the identified improvements, funding and phasing of capital, and the operations and maintenance of the street routes and traffic signals. ENVIRONMENTAL IMPACT: This item is not subject to the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that the adoption of the City’s M2 Eligibility Package will not have a significant effect on the environment. LEGAL ANALYSIS: The City Attorney has reviewed and approved the resolution as to form. FINANCIAL IMPACT: The City receives funding from the Measure M2 program through OCTA. A requirement to receive this funding is submittal of the enclosed eligibility package. The City anticipates receiving $605,490 in M2 Local Fair Share program apportionment for Fiscal Year 2026-2027. RECOMMENDATION: That the City Council: 1. Adopt Resolution 7792 Concerning the Status and Update of the Local Signal Synchronization Plan for the City of Seal Beach; and, 2. Adopt the seven-year Measure M2 Capital Improvement Program (CIP) for Fiscal Years 2026-2027 through 2032-2033; and, 3. Direct the City Manager, or their designee, to file the adopted Resolution, Capital Improvement Program and the Measure M2 eligibility documents with Orange County Transportation Authority (OCTA) in compliance with the requirements of OCTA. Page 5 2 3 2 0 SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: David Spitz, P.E. Associate Engineer ATTACHMENTS: A. Resolution 7792 B. Measure M2 7-year Capital Improvement Program for Fiscal Year 2026- 27 through 2032-33 C. Maintenance of Effort Certification Form and Supporting Documentation D. Measure M2 Eligibility Checklist and Supporting Documentation E. PMP Certification form F. OCTA Letter and Supporting Documents G. Local Signal Synchronization Plan Update RESOLUTION 7792 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL CONCERNING THE STATUS AND UPDATE OF THE LOCAL SIGNAL SYNCHRONIZATION PLAN FOR THE MEASURE M (M2) PROGRAM WHEREAS, the Orange County Transportation Authority (OCTA) has developed the Regional Traffic Signal Synchronization Master Plan to identify traffic signal synchronization street routes and traffic signals within and across jurisdictional boundaries, and defines the means of implementing the Regional Traffic Signal Synchronization Program; and, WHEREAS, the Regional Traffic Signal Synchronization Program requires that local agencies adopt a Local Signal Synchronization Plan consistent with the Regional Traffic Signal Synchronization Master Plan as a key component of local agencies’ efforts to synchronizing traffic signals across local agencies’ boundaries; and, WHEREAS, the City’s Local Signal Synchronization Plan must be updated by June 30, 2026 to continue to be eligible to receive Net Revenues as part of Measure M2. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. The City adopts and maintains an updated Local Signal Synchronization Plan which includes goals that are consistent with those outlined as part of the Regional Signal Synchronization Master Plan, including signal synchronization across jurisdictions. Section 2. The Local Signal Synchronization Plan identifies traffic signal synchronization street routes, including all elements of the Regional Signal Synchronization Network located within the City. Section 3. The Local Signal Synchronization Plan includes the traffic signal inventory for all traffic signal synchronization street routes. Section 4. The Local Signal Synchronization Plan includes a three-year plan showing capital, operations, and maintenance of signal synchronization along the traffic signal synchronization street routes and traffic signals. Section 5. The Local Signal Synchronization Plan includes an update on the status and performance of traffic signal synchronization activities. Section 6. The Local Signal Synchronization Plan includes a discussion on the review and revision, as may be necessary, on the timing of traffic signals on the traffic signal synchronization street routes. 1 1 2 5 9 Section 7. The City Council hereby directs the Director of Finance/City Treasurer to sign the Maintenance of Effort Reporting Form. Section 8. The City Council directs the City Manager to file a copy of this adopted Resolution along with all other Measure M2 eligibility documents with OCTA in compliance with the requirements of OCTA. PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7792 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk Orange County Transportation Authority FY 2026/27 - FY 2032/33 Capital Improvement Program TIP ID CP-12153 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: SD2502 Project Title Additional Project IDs:24-SBCH-ECP-4093 2024 Environmental Clean Up - Galleon Way (SD2502) Type of Work:Environmental Cleanup Project Description Type of Work Description:Environmental Cleanup - Continuous Deflection Separator (CDS)Grant Preparation for application and design for ECP Tier 2 Limits Old Town Seal Beach Project Notes $248,903 carry over from FY 24/25 in General Fund $168,469 carry over from FY 25/26 in General Fund $584,940 carry over from FY 25/26 in ECP Grant money FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $0 $0 $0 $0 $0 $0 2028 General Fund $0 $0 $0 $0 $0 $0 2029 General Fund $0 $0 $0 $0 $0 $0 2030 General Fund $0 $0 $0 $0 $0 $0 2031 General Fund $0 $0 $0 $0 $0 $0 2032 General Fund $0 $0 $0 $0 $0 $0 2033 General Fund $0 $0 $0 $0 $0 $0 Totals:$0 $0 $0 $0 $0 $0 Last Revised: 26-00 - In Progress Total Programmed: $0 TIP ID CP-12910 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: SD2602 Project Title Additional Project IDs:2025 Environmental Cleanup - Fifth Street Type of Work:Environmental Cleanup Project Description Type of Work Description:Environmental Cleanup - Other Installation of Hydrodynamic trash separator near 5th Street Limits 5th Street near Electric and Galleon Way Project Notes Project X Grant with City matching funds for FY 26/27 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $103,583 $0 $759,605 $0 $863,188 $884,457 2028 General Fund $0 $0 $0 $0 $0 $0 2029 General Fund $0 $0 $0 $0 $0 $0 2030 General Fund $0 $0 $0 $0 $0 $0 2031 General Fund $0 $0 $0 $0 $0 $0 2032 General Fund $0 $0 $0 $0 $0 $0 2033 General Fund $0 $0 $0 $0 $0 $0 Totals:$103,583 $0 $759,605 $0 $863,188 $884,457 Last Revised: 26-00 - In Progress Total Programmed: $863,188 TIP ID CP-11613 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: SS1902 Project Title Additional Project IDs:6th Street Alley Waterline/Sewer line Replacement Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Alleys Replace the existing 6-inch diameter sewr line with a new 8-inch sewer line in 6th Street alley. In addition, the City's 6-inch water line will be replace with a new 8-inch diameter water line. Finally, new concrete alley construction. Limits Ocean Avenue Alley to Electric Avenue Project Notes No Carry over from prior fiscal years. Construction funding from sewer and water enterprise funds. Only pavement rehab is eligible for M2. FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Other $0 $0 $0 $0 $0 $0 2028 Other $460,000 $0 $4,140,000 $0 $4,600,000 $4,835,086 2029 Other $0 $0 $0 $0 $0 $0 2030 Other $0 $0 $0 $0 $0 $0 2031 Other $0 $0 $0 $0 $0 $0 2032 Other $0 $0 $0 $0 $0 $0 2033 Other $0 $0 $0 $0 $0 $0 Totals:$460,000 $0 $4,140,000 $0 $4,600,000 $4,835,086 Last Revised: 26-00 - In Progress Total Programmed: $4,600,000 TIP ID CP-11611 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: BP2402 Project Title Additional Project IDs:ADA Ramp from Beach Parking to Eisenhower Park Type of Work:Pedestrian Project Description Type of Work Description:Pedestrian - Installation of ADA access ramps ADA accessibility from beach parking lots to Eisenhower Park Limits Beach parking lots to Eisenhower Park Project Notes $800,000 Carry over from FY24_25 $761,051 carry over from FY25_26 in General Fund $698,691 carry over from FY25_26 in Tidelands (General Fund) FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $0 $0 $0 $0 $0 $0 2028 General Fund $0 $0 $0 $0 $0 $0 2029 General Fund $0 $0 $0 $0 $0 $0 2030 General Fund $0 $0 $0 $0 $0 $0 2031 General Fund $0 $0 $0 $0 $0 $0 2032 General Fund $0 $0 $0 $0 $0 $0 2033 General Fund $0 $0 $0 $0 $0 $0 Totals:$0 $0 $0 $0 $0 $0 Last Revised: 26-00 - In Progress Total Programmed: $0 TIP ID CP-10743 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-ST-4 Project Title Additional Project IDs:Annual ADA Improvements - Public R/W (O-ST-4) Type of Work:Pedestrian Project Description Type of Work Description:Pedestrian - Reconstruction or rehabilitation of sidewalk Concrete repair citywide and ADA infrastructure Limits Citywide Project Notes $50,000 carry over from FY 20/21 Gas Tax $20,000 carry over from FY 21/22 Gas Tax Re- budgeted funding from M2 instead of Gas Tax starting FY 23/24 $142,016 carry over from FY 24/25 in M2 $89,294 carry over from FY 25/26 ($43,775 in Gas Tax, $45,519 in M2 Local Fairshare) FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Gas Tax $0 $0 $150,000 $0 $150,000 $154,200 2028 Measure M2 Local Fairshare $0 $0 $150,000 $0 $150,000 $158,518 2029 Measure M2 Local Fairshare $0 $0 $150,000 $0 $150,000 $162,956 2030 Measure M2 Local Fairshare $0 $0 $150,000 $0 $150,000 $167,519 2031 Measure M2 Local Fairshare $0 $0 $150,000 $0 $150,000 $172,209 2032 Measure M2 Local Fairshare $0 $0 $150,000 $0 $150,000 $177,031 2033 Measure M2 Local Fairshare $0 $0 $150,000 $0 $150,000 $181,988 Totals:$0 $0 $1,050,000 $0 $1,050,000 $1,174,421 Last Revised: 26-00 - In Progress Total Programmed: $1,050,000 TIP ID CP-10744 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-ST-2 Project Title Additional Project IDs:Annual Local Paving Program (O-ST-2) Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Rehabilitation of roadway Local street paving citywide Limits Citywide Project Notes $370,000 carry over from FY 21/22 $928,278 carry over from FY 22/23 $300,000 carry over from FY 23/24 $330,000 carry over from FY 24/25 in gas tax $977,393 carry over from FY 25/26 ($291,066 in SB1 RMRA, $329,673 in Gas Tas, $356,654 in Measure M2 Fairshare) FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Gas Tax $200,000 $0 $1,800,000 $0 $2,000,000 $2,050,400 2028 Gas Tax $50,000 $0 $450,000 $0 $500,000 $525,553 2029 Gas Tax $50,000 $0 $450,000 $0 $500,000 $538,868 2030 Gas Tax $50,000 $0 $450,000 $0 $500,000 $552,557 2031 Gas Tax $50,000 $0 $450,000 $0 $500,000 $566,628 2032 Gas Tax $50,000 $0 $450,000 $0 $500,000 $581,094 2033 Gas Tax $50,000 $0 $450,000 $0 $500,000 $595,964 Totals:$500,000 $0 $4,500,000 $0 $5,000,000 $5,411,064 Last Revised: 26-00 - In Progress Total Programmed: $5,000,000 TIP ID CP-10746 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-ST-1 Project Title Additional Project IDs:Annual Slurry Seal Program (O-ST-1) Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Slurry seal of roadway Slurry seal various roads in town Limits Citywide Project Notes $20,000 carry over from FY 20/21 $230,000 carry over from FY 21/22 $283,527 carry over from FY 22/23 $83,000 carry over from FY 23/24 $30,862 Carry over from FY 24/25 $545,821 carry over from FY 25/26 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Measure M2 Local Fairshare $0 $0 $100,000 $0 $100,000 $102,800 2028 Measure M2 Local Fairshare $0 $0 $250,000 $0 $250,000 $264,196 2029 Measure M2 Local Fairshare $0 $0 $250,000 $0 $250,000 $271,593 2030 Measure M2 Local Fairshare $0 $0 $250,000 $0 $250,000 $279,198 2031 Measure M2 Local Fairshare $0 $0 $250,000 $0 $250,000 $287,016 2032 Measure M2 Local Fairshare $0 $0 $250,000 $0 $250,000 $295,052 2033 Measure M2 Local Fairshare $0 $0 $250,000 $0 $250,000 $303,314 Totals:$0 $0 $1,600,000 $0 $1,600,000 $1,803,169 Last Revised: 26-00 - In Progress Total Programmed: $1,600,000 TIP ID CP-10748 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-ST-5 Project Title Additional Project IDs:Annual Striping Program (O-ST-5) Type of Work:Safety Project Description Type of Work Description:Safety - Restripe roadway Striping streets citywide Limits Citywide Project Notes $10,000 carry over from FY 20/21 $20,000 carry over from FY 21/22 $158,439 carry over from FY 22/23 $100,000 carry over from FY 23/24 $87,732 carry over from FY 24/25 $41,589 carry over from FY 25/26 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Gas Tax $0 $0 $50,000 $0 $50,000 $51,400 2028 Gas Tax $0 $0 $20,000 $0 $20,000 $21,136 2029 Gas Tax $0 $0 $20,000 $0 $20,000 $21,727 2030 Gas Tax $0 $0 $20,000 $0 $20,000 $22,336 2031 Gas Tax $0 $0 $20,000 $0 $20,000 $22,961 2032 Gas Tax $0 $0 $20,000 $0 $20,000 $23,604 2033 Gas Tax $0 $0 $20,000 $0 $20,000 $24,265 Totals:$0 $0 $170,000 $0 $170,000 $187,429 Last Revised: 26-00 - In Progress Total Programmed: $170,000 TIP ID CP-10755 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-ST-3 Project Title Additional Project IDs:Arterial Street Resurfacing Program (O-ST-3) Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Rehabilitation of roadway Rehabilitation of various arterial roadways Limits Various Streets Project Notes $100,000 carry over from FY 22/23 $970,000 carry over from FY 23/24 $1,597,168 carry over from FY 24/25 $122,909 carry over from FYi 25/26 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Local Streets and Roads apportionments $50,000 $0 $450,000 $0 $500,000 $512,600 2028 Local Streets and Roads apportionments $150,000 $0 $1,350,000 $0 $1,500,000 $1,576,658 2029 Local Streets and Roads apportionments $150,000 $0 $1,350,000 $0 $1,500,000 $1,616,605 2030 Local Streets and Roads apportionments $10,000 $0 $90,000 $0 $100,000 $110,511 2031 Local Streets and Roads apportionments $10,000 $0 $90,000 $0 $100,000 $113,326 2032 Local Streets and Roads apportionments $10,000 $0 $90,000 $0 $100,000 $116,219 2033 Local Streets and Roads apportionments $10,000 $0 $90,000 $0 $100,000 $119,193 Totals:$390,000 $0 $3,510,000 $0 $3,900,000 $4,165,112 Last Revised: 26-00 - In Progress Total Programmed: $3,900,000 TIP ID CP-12911 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: ST2602 Project Title Additional Project IDs:Bridge Inspection (ST2602) Type of Work:Safety Project Description Type of Work Description:Safety - Other Inspection and condition assessment of existing City Bridges Limits City Wide Project Notes FY 26/27 funding for inspection report - pre- engineering FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Measure M2 Local Fairshare $137,027 $0 $0 $0 $137,027 $137,027 2028 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2029 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2030 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2031 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2032 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2033 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 Totals:$137,027 $0 $0 $0 $137,027 $137,027 Last Revised: 26-00 - In Progress Total Programmed: $137,027 TIP ID CP-12704 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: ST2501 Project Title Additional Project IDs:Citywide Alley Repair Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Alleys repair of damaged alleys within City limits Limits Citywide Project Notes $114,186 carry over from FY 25/26 in General Funds FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $25,000 $0 $2,255,000 $0 $2,280,000 $2,343,140 2028 General Fund $15,000 $0 $135,000 $0 $150,000 $157,666 2029 General Fund $15,000 $0 $135,000 $0 $150,000 $161,660 2030 General Fund $15,000 $0 $135,000 $0 $150,000 $165,767 2031 General Fund $15,000 $0 $135,000 $0 $150,000 $169,988 2032 General Fund $15,000 $0 $135,000 $0 $150,000 $174,328 2033 General Fund $15,000 $0 $135,000 $0 $150,000 $178,789 Totals:$115,000 $0 $3,065,000 $0 $3,180,000 $3,351,338 Last Revised: 26-00 - In Progress Total Programmed: $3,180,000 TIP ID CP-10751 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-ST-6 Project Title Additional Project IDs:Citywide Traffic Signal Improvement Program (O-ST-6) Type of Work:Traffic Signals Project Description Type of Work Description:Traffic Signals - Replace and upgrade traffic signals and equipment Traffic signal improvement citywide Limits Citywide Project Notes $100,000 carry over from FY 20/21 $100,000 carry over from FY 21/22 $580,721 carry over from FY 22/23 $205,000 carry over from FY 23/24 $249,667 carry over from FY 24/25 $200,000 carry over from FY 25/26 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2028 Measure M2 Local Fairshare $0 $0 $75,000 $0 $75,000 $79,259 2029 Measure M2 Local Fairshare $0 $0 $75,000 $0 $75,000 $81,478 2030 Measure M2 Local Fairshare $0 $0 $75,000 $0 $75,000 $83,759 2031 Measure M2 Local Fairshare $0 $0 $75,000 $0 $75,000 $86,105 2032 Measure M2 Local Fairshare $0 $0 $75,000 $0 $75,000 $88,516 2033 Measure M2 Local Fairshare $0 $0 $75,000 $0 $75,000 $90,994 Totals:$0 $0 $450,000 $0 $450,000 $510,111 Last Revised: 26-00 - In Progress Total Programmed: $450,000 TIP ID CP-12909 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: SD2601 Project Title Additional Project IDs:College Park East Stormwater Infrastructure Project (SD2601) Type of Work:Other Project Description Type of Work Description:Other - Other Design of wtormwater infrastructure improvments needed to deal with chronic flooding within the College Park East community. Limits College Park East community (bounded by Lampson, 405 Freeway and Bolsa Chica Channel) Project Notes Congressional Direct spending funds granted with a City General Fund match for FY 26/27 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $218,400 $0 $0 $0 $218,400 $218,400 2027 Other $1,092,000 $0 $0 $0 $1,092,000 $1,092,000 2028 Other $0 $0 $0 $0 $0 $0 2029 Other $0 $0 $0 $0 $0 $0 2030 Other $0 $0 $0 $0 $0 $0 2031 Other $0 $0 $0 $0 $0 $0 2032 Other $0 $0 $0 $0 $0 $0 2033 Other $0 $0 $0 $0 $0 $0 Totals:$1,310,400 $0 $0 $0 $1,310,400 $1,310,400 Last Revised: 26-00 - In Progress Total Programmed: $1,310,400 TIP ID CP-12705 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: BGxxxx Project Title Additional Project IDs:EV infrastructure Improvements Type of Work:Other Project Description Type of Work Description:Other - Other Implement and expand EV Charging station infrastructure citywide in response to California's zero- emission vehicle mandates Limits citywide Project Notes FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $0 $0 $0 $0 $0 $0 2028 General Fund $20,000 $0 $180,000 $0 $200,000 $210,221 2029 General Fund $20,000 $0 $180,000 $0 $200,000 $215,547 2030 General Fund $20,000 $0 $180,000 $0 $200,000 $221,023 2031 General Fund $20,000 $0 $180,000 $0 $200,000 $226,651 2032 General Fund $20,000 $0 $180,000 $0 $200,000 $232,438 2033 General Fund $20,000 $0 $180,000 $0 $200,000 $238,386 Totals:$120,000 $0 $1,080,000 $0 $1,200,000 $1,344,266 Last Revised: 26-00 - In Progress Total Programmed: $1,200,000 TIP ID CP-10752 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number:Project Title Additional Project IDs:I-405 Widening - OCTA Cooperative Agreement (ST1809) Type of Work:Administration Project Description Type of Work Description:Administration - Other City staff support for OCTA 405 Widening Project Limits I-405 Project Notes OCTA Co-Op for 405 Widening. All funding is reimbursable. $279,193 carry over from FY 24/25. All funding is reimbursable. $228,276 carry over from FY 25/26. All funding is reimbursable. FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Other $0 $0 $0 $0 $0 $0 2028 Other $0 $0 $0 $0 $0 $0 2029 Other $0 $0 $0 $0 $0 $0 2030 Other $0 $0 $0 $0 $0 $0 2031 Other $0 $0 $50,000 $0 $50,000 $57,403 2032 Other $0 $0 $0 $0 $0 $0 2033 Other $0 $0 $0 $0 $0 $0 Totals:$0 $0 $50,000 $0 $50,000 $57,403 Last Revised: 26-00 - In Progress Total Programmed: $50,000 TIP ID CP-10753 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number:Project Title Additional Project IDs:Lampson Ave Bicycle Lane Improvements (ST1811) Type of Work:Bikeways Project Description Type of Work Description:Bikeways - Extension of existing route Install new Class II Bike Lanes to close gap of existing bike lanes Limits Lampson Ave from Basswood Street to Seal Beach Blvd Project Notes $1,095,000.00 carry over from FY20-21 $1,428,000 carry over from FY 21/22 ($528,000 General Fund, $400,000 M2 Local Fairshare, $500,000 Grant Funding) $1,749,775 carry over from FY 22/23 ($528,000 Gas Tax, $520,609 Grant funding ATP, $701,166 M2 Local Fair share) $2,555,000 carry over from FY 23/24 ($528,000 General Fund, $740,000 Special Projects Fund, $523,000 Gas Tax, $244,000 M2 Local Fair Share, and $520,000 Grant Funding ATP) $1,251,938 carry over from FY 24/25 ($528,000 General Fund, $152,469 Special Projects Fund, $520,630 Gas Tax, $50,839 M2 Local Fair Share) $47,816 carry over from FY 25/26 ($43,674 in Special Projects fund, $4,142 in M2 Fairshare) FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2028 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2029 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2030 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2031 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2032 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 2033 Measure M2 Local Fairshare $0 $0 $0 $0 $0 $0 Totals:$0 $0 $0 $0 $0 $0 Last Revised: 26-00 - In Progress Total Programmed: $0 TIP ID CP-10757 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: ST2009 Project Title Additional Project IDs:Main Street Improvements Program (ST2009) Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Rehabilitation of roadway Rehabilitation of Main Street Limits Ocean Ave to Pacific Coast Hwy Project Notes $290,000 carry over from FY 23/24 ($130,000 from Gas Tax and $160,000 from General Fund) $130,000 carry over from FY 24/25 for construction (Gas Tax) $215,971 carry over from FY 25/26 in Gas Tax FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $0 $0 $0 $0 $0 $0 2028 General Fund $0 $0 $0 $0 $0 $0 2029 General Fund $0 $0 $0 $0 $0 $0 2030 General Fund $0 $0 $0 $0 $0 $0 2031 General Fund $0 $0 $0 $0 $0 $0 2032 General Fund $0 $0 $0 $0 $0 $0 2033 General Fund $0 $0 $0 $0 $0 $0 Totals:$0 $0 $0 $0 $0 $0 Last Revised: 26-00 - In Progress Total Programmed: $0 TIP ID CP-12171 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: BG2401 Project Title Additional Project IDs:Revitalization Plan - Main Street and Ocean Avenue Pier Plaza Area Type of Work:Other Project Description Type of Work Description:Other - Other Improvements being considered include improved pedestrian circulation and wayfinding signage. Traffic calming measures. Upgraded signal equipment and finally new concrete and asphalt paving. Only the parts of this CIP that include street work as j Limits City Wide Project Notes Project includes Fire Related work, Fiber and phone connectivity, Lifeguard building repairs, pump station repairs, ECP work, street rehab, signal work, etc. Some street related work may have funding changed to M2 Fairshare. Currently, it is all budgeted as General Funds. $2,480,216 carry over from FY24_25 $1,384,566 carry over from FY25_26 FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $0 $0 $250,000 $0 $250,000 $257,000 2028 General Fund $0 $0 $0 $0 $0 $0 2029 General Fund $0 $0 $0 $0 $0 $0 2030 General Fund $0 $0 $0 $0 $0 $0 2031 General Fund $0 $0 $0 $0 $0 $0 2032 General Fund $0 $0 $0 $0 $0 $0 2033 General Fund $0 $0 $0 $0 $0 $0 Totals:$0 $0 $250,000 $0 $250,000 $257,000 Last Revised: 26-00 - In Progress Total Programmed: $250,000 TIP ID CP-11915 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: O-SS-2 Project Title Additional Project IDs:Sewer Mainline Improvement Program (O-SS-2) Type of Work:Road Maintenance Project Description Type of Work Description:Road Maintenance - Rehabilitation of roadway Sewer point and mainline repairs with roadway rehabilitation Limits Citywide Project Notes $600,000 from sewer enterprise funds with M2 funds used for street rehabilitation work. $1,583,238 carry over from sewer enterprise funds. FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 Other $0 $0 $0 $0 $0 $0 2028 Other $0 $0 $0 $0 $0 $0 2029 Other $50,000 $0 $450,000 $0 $500,000 $538,868 2030 Other $0 $0 $500,000 $0 $500,000 $558,396 2031 Other $0 $0 $500,000 $0 $500,000 $574,031 2032 Other $0 $0 $500,000 $0 $500,000 $590,104 2033 Other $0 $0 $500,000 $0 $500,000 $606,627 Totals:$50,000 $0 $2,450,000 $0 $2,500,000 $2,868,026 Last Revised: 26-00 - In Progress Total Programmed: $2,500,000 TIP ID CP-12703 IMPLEMENTING AGENCY Seal Beach, City of Local Project Number: SD2503 Project Title Additional Project IDs:Storm Drain Cleaning Type of Work:Environmental Cleanup Project Description Type of Work Description:Environmental Cleanup - Other Removal of debris in Storm Drain lines under City Streets Limits City Wide Project Notes $74,507 Carry over from FY 25/26 in General Funds FISCAL YEAR FUND TYPE ENG ROW CON/IMP O&M TOTAL TOTAL ESCALATED 2027 General Fund $0 $0 $0 $0 $0 $0 2028 General Fund $0 $0 $75,000 $0 $75,000 $79,259 2029 General Fund $0 $0 $75,000 $0 $75,000 $81,478 2030 General Fund $0 $0 $75,000 $0 $75,000 $83,759 2031 General Fund $0 $0 $75,000 $0 $75,000 $86,105 2032 General Fund $0 $0 $75,000 $0 $75,000 $88,516 2033 General Fund $0 $0 $75,000 $0 $75,000 $90,994 Totals:$0 $0 $450,000 $0 $450,000 $510,111 Last Revised: 26-00 - In Progress Total Programmed: $450,000 Prepared by: Iteris, Inc. April 30, 2026 LOCAL SIGNAL SYNCHRONIZATION PLAN UPDATE 2026 1 SECTION ONE TRAFFIC SIGNAL SYNCHRONIZATION GOALS, POLICIES AND OBJECTIVES Purpose and Need The Regional Traffic Signal Synchronization Program, which comprised of a 750 -mile regional signal synchronization network with about 2,000 traffic signals throughout Orange County, is a part of the Measure M2 approved by Orange County voters in November 2006. The goals of the program are to improve the flow of traffic on Orange County streets and roads by implementing multi-agency traffic signal synchronization. The M2 program, which began in 2011, required that each local jurisdiction adopt a Local Signal Synchronization Plan (LSSP) to be eligible for M2 funding. The City of Seal Beach has adopted its LSSP in 2010. Subsequent to the adoption of the 2010 LSSP, the City of Seal Beach is required to maintain and update the plan for the duration of the Measure M2 program to remain eligible for funding. The following components are included in the LSSP: • Traffic signal synchronization goals, policies, and objectives • Traffic signal synchronization street routes (existing and planned) • Traffic signal inventory • Three-year capital, operations, and maintenance plan • Signal synchronization timing review, revision, and assessment Goals, Policies and Objectives Coordination of traffic signals on major arterials results in the reduction of vehicle stops, delays, queuing, travel times and emissions, and provides for a less congested and comfortable drive for both local and regional traffic. The City of Seal Beach a cknowledges the Measure M2 Regional Traffic Signal Synchronization Program goals and supports a multi-agency corridor-based approach that optimizes traffic signals based on existing traffic patterns. The City supports local agency responsibility for signal timing and working with neighboring agencies to develop synchronization timing. The Circulation Element of the City’s General Plan has established goals, objectives, and policies that express the importance of the circulation system to the quality of life and the vitality of the local economy. Specific goals include: 2 • Provide and maintain a comprehensive circulation system that facilitates the efficient movement of people and goods throughout the City. • Support development of regional transportation facilities that ensure the safe and efficient movement of people and goods from within the City to areas outside its boundaries, and that accommodate the regional travel demands of developing areas outside the City, while minimizing air and noise pollution and other environmental impacts. Policies adopted to help achieve these goals include the following: • Monitor and participate in appropriate county, regional, state, and federal transportation plans and proposals. • Maintain compliance with the County’s Congestion Management Plan (CMP). • Develop and implement an annual Capital Improvement Program. • Maintain Level of Service D or better for roadway segments and intersections during peak hours. • Promote the use of traffic signal timing coordination within the City and with adjacent jurisdictions. 3 SECTION TWO TRAFFIC SIGNAL SYNCHRONIZATION STREET ROUTES (EXISTING AND PLANNED) Traffic signal coordination is currently implemented in various corridors in the City of Seal Beach. These corridors include all street routes identified in OCTA’s Regional Traffic Signal Synchronization Master Plan. The Traffic Signal Synchronization Street Routes in the City of Seal Beach are shown in Figure 1. The following synchronized corridors are maintained by the City of Seal Beach: Seal Beach Boulevard is classified in the OCTA Master Plan of Arterial Highways as a Major arterial carrying between 22,000 and 29,000 vehicles daily south of Westminster Avenue. North of Westminster Avenue and in the vicinity of the SR- 22/I-405 freeway, Seal Beach Boulevard carries between 34,500 to 49,500 vehicles daily. It has a posted speed of 50 mph from Pacific Coast Highway (SR - 1) to the SR-22/I-405 freeway and 40 mph north of the freeway interchange to the Northerly City Limits. Westminster Avenue carries between 24,000 and 27,000 vehicles daily. The corridor is classified as a Primary arterial in the OCTA MPAH. The posted speed is 50 mph between the Western City Limits to Seal Beach Boulevard and 60 mph easterly to the Eastern City Limits. Lampson Avenue carries between 13,500 and 20,000 vehicles daily. The corridor is classified as a Secondary arterial in the OCTA MPAH. The posted speed is 45 mph from Seal Beach Boulevard to the Eastern City Limits. The following synchronized corridor is maintained by the State of California (Caltrans): Pacific Coast Highway (SR-1) is a Primary arterial per the OCTA MPAH and is in Caltrans jurisdiction. It carries between 54,000 to 67,000 vehicles daily. The posted speed is 40 mph. 4 Traffic signals along the above listed corridors are coordinated as needed during the peak periods based on the traffic volumes and patterns. 5 SECTION THREE TRAFFIC SIGNAL INVENTORY This section provides traffic signal inventory information for the traffic signals along the Signal Synchronization Street Routes identified in the previous section. The inventory information includes the following: • Traffic Signal Location • Cycle Length for the AM, MD, PM and WKND peak periods • Maintenance Responsibility • Traffic Signal Equipment: o Cabinet o Controller o Software o Detection Type o Bike Detection o CCTV o Power Backup o Communication o Other ITS o Advanced Traffic Management System (ATMS) o Status (online or offline) The above information is shown in Table 3-1 and is current as of January 2026. The traffic signal inventory information will form part of the database OCTA is compiling which will be made available through a web-based viewing tool for use by local agencies. 6 TABLE 3-1: TRAFFIC SYNCHRONIZATION LIST Central System: City of Seal Beach – Kinetic Controller Operating System: City of Seal Beach – Intelight MAXTIME 2.X and 2033 Program on 2070 Controller Corridor Cross Street Intersection AM MID PM WKND Maintenance Responsibility Cabinet Type Software Detection Bike Detection CCTV Power Backup Comm Other ITS ATMS Status Seal Beach Blvd Bradbury Rd 120 120 120 120 Los Alamitos 332 ASC/3 ASC/3 Video Yes No N/A Fiber Other Online Rossmoor Center Wy/Plymouth Dr 120 120 120 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online Town Center Dr 120 120 120 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu UPS Fiber Kinetic Online St. Cloud Dr 120 120 120 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online Lampson Ave 120 120 120 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu UPS Fiber Kinetic Online Old Ranch Pkwy/I-405 NB Ramps 120 120 120 120 Caltrans 332 2070 TSCP Video Yes N/A UPS Fiber Other Offline North Gate Rd/I-405 SB Ramps 120 120 120 120 Caltrans 332 2070 TSCP Video Yes N/A UPS Fiber Other Offline Golden Rain Rd 65 60 70 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online St. Andrews Dr 65 60 70 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online Westminster Blvd 130 120 140 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu N/A Fiber Kinetic Online Road C 65 60 70 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online Apollo Dr 65 60 70 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online Adolfo Lopez Dr 65 60 70 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A UPS Fiber Kinetic Online Heron Pointe/Forrestal Ln 65 60 70 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes N/A N/A Fiber Kinetic Online Bolsa Ave/Anchor Way 130 120 140 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu UPS Fiber Kinetic Online Westminster Ave Apollo Dr 60 60 60 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu N/A Fiber Kinetic Online Road B 60 60 60 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu UPS Fiber Kinetic Online Seal Beach Blvd 130 120 140 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu N/A Fiber Kinetic Online Kitts Hwy 130 60 60 60 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu UPS Fiber Kinetic Online Lampson Ave Seal Beach Blvd 120 120 120 120 Seal Beach 332 2070 Intelight MAXTIME 2.X Video Yes Cohu UPS Fiber Kinetic Online Old Ranch Plaza 120 120 120 Free Seal Beach 332 2070 Intelight MAXTIME 2.X Loops No N/A UPS Fiber Kinetic Online Basswood St Free Free Free Free Seal Beach 332 2070 Intelight MAXTIME 2.X Loops No N/A UPS Fiber SB Video Detection Kinetic Online Candleberry Ave Free Free Free Free Seal Beach 332 2070 Intelight MAXTIME 2.X Loops No N/A UPS Fiber Kinetic Online Heather St Free Free Free Free Seal Beach 332 2070 BI Tran 2033 Loops No N/A UPS Wireless Kinetic Offline Rose St Free Free Free Free Seal Beach 332 2070 BI Tran 2033 Loops Yes N/A UPS Wireless Kinetic Offline Tulip St Free Free Free Free Seal Beach 332 2070 BI Tran 2033 Loops Yes N/A UPS Wireless Kinetic Offline Pacific Coast Hwy 1st St 120 120 120 120 Caltrans 332 2070 TSCP Loops Yes N/A UPS Copper Other Offline 5th St 120 120 120 120 Caltrans 332 2070 TSCP Loops Yes N/A UPS Copper Other Offline Main St/Bolsa Ave 120 120 120 120 Caltrans 332 2070 TSCP Loops Yes N/A UPS Copper Other Offline 12th St/Balboa Dr 120 120 120 120 Caltrans 332 2070 TSCP Loops Yes N/A UPS Copper Other Offline Seal Beach Blvd 130 Free 140 Free Caltrans 332 2070 TSCP Loops Yes N/A UPS Copper Other Offline Cycle Length Equipment 7 SECTION FOUR TRAFFIC SIGNAL SYNCHRONIZATION SYSTEM AND THREE YEAR PLAN Implementing, maintaining and updating signal synchronization includes initial and recurring capital equipment investment and regular signal timing plan updates. This section contains the three-year budgetary estimates for maintaining the traffic signal sy nchronization system for the City of Seal Beach. Two levels of budgetary estimates for capital, operations and maintenance plan are provided: Constrained Level – budget estimate based on available funding the local agency will commit for the signal synchronization efforts. The Constrained Funding Needs information is summarized in Table 4-1. Unconstrained Level – budget estimate based on expenditures required to fully implement the short-term and long-term synchronization programs. The Unconstrained Funding Needs information is summarized in Table 4-2. For planning purposes, candidate traffic signal synchronization projects at the Unconstrained Level and planned for the next three years, are also provided in Table 4-3. The City of Seal Beach, along with neighboring jurisdictions, plan to submit these as part of future Project P Calls for Projects. 8 TABLE 4-1: 3-YEAR OUTLOOK TRAFFIC SIGNAL SYNCHRONIZATION Funding Needs for Synchronized Operation (Constrained) Reporting Jurisdiction Expenditures: City of Seal Beach MAINTENANCE Project FY26/27 FY27/28 FY28/29 Total Communication and Software Maintenance 10,000$ 10,000$ 10,000$ 30,000$ Traffic Signal Management Software 10,000$ 10,000$ 10,000$ 30,000$ Subtotal Maintenance 20,000$ 20,000$ 20,000$ 60,000$ CONSTRUCTION Project FY26/27 FY27/28 FY28/29 Total Citywide Signal Synchronization 15,000$ 15,000$ 15,000$ 45,000$ Subtotal Construction 15,000$ 15,000$ 15,000$ 45,000$ OPERATIONS Project FY26/27 FY27/28 FY28/29 Total Citywide Signal Timing Monitoring/Maintenance 5,000$ 5,000$ 5,000$ 15,000$ Subtotal Operations 5,000$ 5,000$ 5,000$ 15,000$ TOTAL 40,000$ 40,000$ 40,000$ 120,000$ 9 TABLE 4-2: 3-YEAR OUTLOOK TRAFFIC SIGNAL SYNCHRONIZATION Funding Needs for Synchronized Operation (Unconstrained) Reporting Jurisdiction Expenditures: City of Seal Beach MAINTENANCE Project FY26/27 FY27/28 FY28/29 Total Communication and Software Maintenance 10,000$ 10,000$ 10,000$ 30,000$ Traffic Signal Management Software 10,000$ 10,000$ 10,000$ 30,000$ Subtotal Maintenance 20,000$ 20,000$ 20,000$ 60,000$ CONSTRUCTION Project FY26/27 FY27/28 FY28/29 Total Citywide Signal Synchronization 15,000$ 15,000$ 15,000$ 45,000$ Westminster Ave TSSP 70,000$ 70,000$ 70,000$ 210,000$ Lampson Communication Upgrade 135,000$ 135,000$ 135,000$ 600,000$ Subtotal Construction 220,000$ 220,000$ 220,000$ 855,000$ OPERATIONS Project FY26/27 FY27/28 FY28/29 Total Citywide Signal Timing Monitoring/Maintenance 5,000$ 5,000$ 5,000$ 15,000$ Subtotal Operations 5,000$ 5,000$ 5,000$ 15,000$ TOTAL 245,000$ 245,000$ 245,000$ 930,000$ 10 TABLE 4-3: LSSP IMPLEMENTATION CANDIDATE SIGNAL SYNCHRONIZATION PROJECTS WITH ESTIMATED COSTS TO COMPLETE PLANNED NETWORK Reporting Jurisdiction Expenditures: City of Seal Beach The corridor provided below is for future planning purposes. CORRIDOR IMPROVEMENT SUMMARY ESTIMATED COST Lampson Avenue Traffic Signal Synchronization $600,000 Westminster Avenue Traffic Signal Synchronization $210,000 Total Estimated Cost $810,000 11 SECTION FIVE TRAFFIC SIGNAL SYNCHRONIZATION ASSESSMENT REVIEW AND SIGNAL TIMING REVISIONS Significant timing plan updates and projects completed FY 2023/2024 through 2025/2026 The City of Seal Beach periodically conducts corridor-wide projects to both update signal timing and upgrade obsolete traffic signal infrastructure. The City, via its traffic engineering consultants and maintenance contractors, pro-actively monitors traffic operations along traffic signal synchronization routes. The provision of Measure M2 funds, both for periodic signal timing updates and traffic signal system infrastructure upgrades, are critical for successful traffic signal synchronization. The City has completed the Seal Beach Boulevard Traffic Signal Synchronization Project (TSSP) via traffic engineering consultants and maintenance contractors. The Seal Beach Boulevard corridor was in the operations and maintenance (O&M) period until August 2025. The primary objective of improving traffic flow along the corridor was met. Every category of travel time reduction, average speed, increased green to red signal ratio, number of stops per mile and the CSPI has improved. Table 5-1 compares the results before and after the TSSP. Table 5-2 presents the signal timing revisions for the corridor. After the Seal Beach Boulevard TSSP O&M period ended, the City continued to monitor signal timing performance through on -call consultant staff. In addition to the corridor synchronization, video detection improvements were made for better monitoring traffic conditions and managing traffic signals along Seal Beach Boulevard corridor. Video detection cameras were installed on six additional intersections. Bike detection has become functional on all intersections throughout the corridor. Caltrans recently has modified all the traffic signals along Pacific Coast Highway corridor within the city. Traffic signal controllers and the software were upgraded during the same project. Bike detection has become functional along the corridor. Caltrans also has upgraded the traffic signal at Seal Beach Boulevard and I-405 NB Off-Ramp/Old Ranch Parkway intersection. 12 TABLE 5-1: TRAFFIC SIGNAL SYNCHRONIZATION ASSESSMENT, REVIEW, AND REVISION NB SB NB SB NB SB NB SB Travel Time (sec)511 535 587 640 650 650 542 666 Avg. Speed (mph)27.6 25.3 23.1 21.1 20.8 20.7 25.0 20.3 No. Greens/No. Reds 3.56 2.60 1.66 1.57 1.40 1.56 1.91 1.64 No. Stops/Mile 1.20 1.30 1.65 1.75 1.87 1.83 1.66 1.70 CSPI Score 1 2 4 4 5 4 3 4 NB SB NB SB NB SB NB SB Travel Time (sec)370 514 399 416 445 429 390 507 Avg. Speed (mph)33.7 26.8 34.9 32.5 30.3 29.5 32.3 26.7 No. Greens/No. Reds 5.40 3.90 9.60 8.70 3.24 6.42 11.00 7.26 No. Stops/Mile 0.75 1.00 0.62 0.72 1.05 0.81 0.83 0.80 CSPI Score 1 1 1 1 1 1 1 1 NB SB NB SB NB SB NB SB Travel Time (sec)448 440 475 452 557 422 420 394 Avg. Speed (mph)29.7 29.4 28.3 28.6 24.3 30.0 31.9 32.2 No. Greens/No. Reds 5.25 4.61 4.20 3.88 3.35 5.88 6.41 6.58 No. Stops/Mile 0.97 1.27 1.01 1.05 1.19 0.93 0.81 0.84 CSPI Score 1 1 1 1 2 1 1 1 LOCAL AGENCY CORRIDOR TIMING REVIEWED PAST 3 YEARS? (Y/N) DID TIMING REQUIRE AN UPDATE? (Y/N) Weekend Peak Weekend Peak TIMING UPDATE RESULTS AM Peak Midday Peak PM PeakBefore PM PeakAfterAM Peak Midday Peak PM Peak Weekend Peak YYSeal Beach Boulevard O&M Study Average (Aug 2023 - Aug 2025) AM Peak Midday Peak 13 TABLE 5-2: SIGNAL TIMING REVISIONS To evaluate performance across these corridors, the City has implemented a new, data -driven methodology based on probe-vehicle speed data. Under this methodology, average operating speed is compared with the corridor’s free -flow speed to calculate an Adjusted Level of Service (LOS). This metric provides a high level indication of corridor performance, capturing the effects of travel time, progression quality, and the frequency of stops. Average travel speed also indirectly reflects fuel consumption and emissions, offering an additional indicator of operational efficiency. Corridors operating at speeds closer to free flow conditions receive higher Adjusted LOS ratings, while those operating at lower speeds indicate reduced coordination efficiency and may warrant signal timing updates or additional review. To ensure consistency in evaluating performance, the following Adjusted LOS criteria are applied: Using these criteria, the City evaluated each synchronized corridor by comparing its average percent of free flow speed during the AM, Mid day, and PM peak periods. The results are summarized in Table 5-2, which assigns an Adjusted Level of Service to each corridor and highlights locations where progression is strong, as well as corridors where reduced travel speeds indicate the need for timing updates or additional operational review. Before (AM/MD/PM/WKND) After (AM/MD/PM/WKND) Apollo Dr Road B Seal Beach Blvd Kitts Hwy 60/60/60/60 130/60/60/60 Seal Beach Blvd All Intersections Lampson Ave All Intersections No Revision No Revision No Revision CROSS-STREETCORRIDOR CYCLE LENGTHS Westminster Ave No Revision No Revision 14 TABLE 5-2: SEAL BEACH 2026 CORRIDOR SYNCHRONIZATION PERFORMANCE SUMMARY Route Number Route Name AM MD PM AM MD PM Route Length (mile) 1259 Pacific Coast Highway (E) from 1st Street to Anderson Street 82 73.1 71.8 B C C 3.10 1260 Pacific Coast Highway (W) from Anderson Street to 1st Street 83.1 74.6 71.4 B C C 3.07 1261 Seal Beach Boulevard (N) from Pacific Coast Highway to Bradbury Road 82.4 76.1 74 B C C 3.39 1262 Seal Beach Boulevard (S) from Bradbury Road to Pacific Coast Highway 81.2 78.1 79.9 B C C 3.35 1263 Lampson Avenue (E) from Seal Beach Boulevard to Manley Street 98.4 95.2 94.7 A A A 1.91 1264 Lampson Avenue (W) from Manley Street to Seal Beach Boulevard 92.8 90.1 90.1 A A A 1.91 1265 Westminster Boulevard (E) from Island Village Drive to Bolsa Chica Road 98.1 94.5 95.9 A A A 2.73 1266 Westminster Boulevard (W) from Bolsa Chica Road to Island Village Drive 91.1 87.9 84.8 A B B 2.76 Average Percent of FreeFlow (%) Adjusted Level-of- Service (LOS) Agenda Item G AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Approving and Authorizing Professional Services Agreement with Siemens Industry, Inc. for HVAC Maintenance and Repair Services ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7793: 1. Authorizing the City Manager to execute a Professional Services Agreement with Siemens Industry, Inc. to provide HVAC Maintenance and Repair Services for a three (3) year term in a not-to-exceed amount of $144,336; and, 2. Authorizing and directing the City Manager to execute the Agreement; and, 3. Authorizing the City Manager the option to extend the Agreement up to two (2) additional one-year terms after its original term at an adjusted rate for each optional term calculated on the lesser of either (a) the most recent cooperative purchasing program renewal pricing under Sourcewell Contract #080824-SIE in effect at time of election of the renewal option, or (b) six (6) percent of each term extension’s contract price; and, 4. Authorizing the City Manager, or designee, to approve repair services and additional work requests in the amount of $40,000 per year. BACKGROUND AND ANALYSIS: The City owns and maintains facilities with HVAC systems, which includes City Hall, Police Department Headquarters, and community centers. The HVAC systems provide proper heating and cooling for staff and visitors. Maintenance of these systems is usually performed by licensed contractors having the appropriate certification and expertise. As the City’s existing HVAC Maintenance and Repair agreement is reaching its term limit, staff solicited for HVAC Maintenance and Repair Services (Work) Page 2 2 3 1 3 utilizing Sourcewell Contract #080824-SIE dated May 1, 2025, as permitted by the City of Seal Beach Municipal Code Section 3.20.025(D). This provision of the Municipal Code provides for an exemption from the City’s competitive 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. Prices under this cooperative purchasing program are competitively solicited and provides the best overall government pricing. On May 13, 2026, the City received a proposal from Siemens Industry, Inc. (Siemens) in the amount of $144,336 for a three (3) year term utilizing Sourcewell Contract #080824-SIE. The scope-of-work would generally include routine preventative maintenance for the following locations: • Bolsa Chica Well • City Hall • City Yard • Marina Community Center • Mary Wilson Library & Senior Center • North Seal Beach Community Center • Police Department Headquarters • Police Substation • Seal Beach Tennis & Pickleball Center The contract term is for three (3) years, and the City will have the option to extend the contract for up to two (2) additional one-year terms. The Agreement will allow for rates to be adjusted for each one-year renewal term. This rate would be the lesser of either (a) the most recent cooperative purchasing program renewal pricing, or (b) six (6) percent of each term extension’s contract price. As the facilities’ HVAC systems require on-going repair services in addition to preventative maintenance, staff requests an annual repair allowance up to $40,000. ENVIRONMENTAL IMPACT: This item is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301(b) and (d) (Existing Facilities) of the State CEQA Guidelines because it would involve ongoing maintenance and repair of existing mechanical equipment involving no expansion of use. LEGAL ANALYSIS: The City Attorney has reviewed and approved the Agreement and resolution as to form. Page 3 2 3 1 3 FINANCIAL IMPACT: All services under this Agreement would be related to general building and tidelands facilities maintenance. Costs incurred would be charged to the appropriate fund’s budget. Therefore, no additional appropriation is required at this time. Funds for FY 2026-27 have been included in the proposed FY 2026-27 budget. Expenditures associated with subsequent terms and optional term extensions will be budgeted in future fiscal years accordingly. RECOMMENDATION: That the City Council adopt Resolution 7793: 1. Authorizing the City Manager to execute a Professional Services Agreement with Siemens Industry, Inc. to provide HVAC Maintenance and Repair Services for a three (3) year term in a not-to-exceed amount of $144,336; and, 2. Authorizing and directing the City Manager to execute the Agreement; and, 3. Authorizing the City Manager the option to extend the Agreement up to two (2) additional one-year terms after its original term at an adjusted rate for each optional term calculated on the lesser of either (a) the most recent cooperative purchasing program renewal pricing under Sourcewell Contract #080824-SIE in effect at time of election of the renewal option, or (b) six (6) percent of each term extension’s contract price; and, 4. Authorizing the City Manager, or designee, to approve repair services and additional work requests in the amount of $40,000 per year. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager ATTACHMENTS: A. Resolution 7793 B. Professional Services Maintenance Agreement with Siemens Industry, Inc. RESOLUTION 7793 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL AWARDING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SIEMENS INDUSTRY, INC. FOR HVAC MAINTENANCE AND REPAIR SERVICES WHEREAS, the City owns and maintains facilities with HVAC systems, which include City Hall, Police Department Headquarters and community centers; and, WHEREAS, maintenance associated with these HVAC systems would include preventative maintenance and repair services; and, WHEREAS, the City’s existing HVAC maintenance and repair services agreement is nearing the end of term; and, WHEREAS, the City solicited for HVAC maintenance and repair services (Work) through the Sourcewell cooperative purchasing program pursuant to an exemption from competitive bidding as permitted by the City of Seal Beach Municipal Code Section 3.20.025(D); and, WHEREAS, the City received a proposal from Siemens Industry, Inc. (Siemens) in the amount of $144,336 for a three (3) year term via Sourcewell Contract #080824- SIE dated May 1, 2025; and, WHEREAS, Siemens is a qualified firm to do the Work. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. The City Council hereby awards a Professional Services Agreement (Agreement) to Siemens Industry, Inc. for HVAC Maintenance and Repair Services in a not-to-exceed amount of $144,336 for a three (3) year term. Section 2. The City Council hereby authorizes the City Manager to extend the Agreement with Siemens Industry, Inc. for up to two (2) additional one-year terms at his discretion at an adjusted rate for each optional term based on the lesser of either (a) the most recent cooperative purchasing program renewal pricing under Sourcewell Contract #080824-SIE in effect at time of election of renewal option, or (b) six (6) percent of each term extension’s contract price. Section 3. The City Council hereby authorizes the City Manager, or designee, to approve repair services and additional work requests in the 1 1 2 3 6 amount of $40,000 per year, or up to $120,000 for the three (3) year term and $40,000 per optional one-year term extension. Section 4. The City Council hereby authorizes the City Manager to execute the Agreement. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7793 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         Page 2 of 36                            Page 3 of 36               Page 4 of 36         Page 5 of 36                                     Page 6 of 36                               Page 7 of 36                                  Page 16 of 36                  Page 17 of 36                  Page 18 of 36                                       Page 32 of 36                      Page 33 of 36                                                  Page 34 of 36                                                       Page 35 of 36  Page 36 of 36                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         Agenda Item H AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Awarding and Authorizing Execution of Maintenance Service Agreements for On-Call Utility and Electrical Maintenance, Repair and Emergency/Unexpected Task Services ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7794: 1. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with T.E. Roberts, Inc., in the amount of $600,000 to provide On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 2. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with Valverde Construction, Inc., in the amount of $600,000 to provide On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 3. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with W.A. Rasic Construction Company, Inc. in the amount of $600,000 to provide On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 4. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with Amtek Construction in the amount of $300,000 to provide On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 5. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with Baker Electric in the amount of $300,000 to provide On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, Page 2 2 3 1 7 6. Approving and authorizing the City Manager the option to extend any or all such maintenance service agreements for Utility Maintenance, Repair and Emergency/Unexpected Task Services for up to two (2) additional one-year terms after its original term, in a not-to exceed amount of $200,000 per one- year extension, and to execute any such extension; and, 7. Approving and authorizing the City Manager the option to extend any or all such maintenance service agreements for up to two (2) additional one-year terms after its original term, in a not-to exceed amount of $100,000 per one- year extension, and to execute any such extension. BACKGROUND AND ANALYSIS: The City has a robust capital improvement program and aging infrastructure that require on-going maintenance. Emphasis is placed on the maintenance of utilities and electrical services. Depending on the scope of work, the process to retain contract services can take four (4) or more months from the time of proposal solicitation to purchase order issuance, which can belabor project delivery and timely use of restricted funds. In an effort to streamline project delivery and provide readily available contract support, staff issued a Request for Proposals (RFP) for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services. On April 1, 2026, staff issued a Request for Proposals on PlanetBids. On May 6, 2026, at 2:00 p.m., staff received and evaluated nine (9) proposals. The evaluation panel, comprised of Public Works staff, independently rated the proposals based on their overall qualifications, relevant firm experience, availability, familiarity with the City’s policies, understanding and approach, and rates amongst other factors. The City received five (5) proposals for Discipline A – Utilities and intends to contract with the top three (3) ranked proposers. For Discipline B – Electrical, four (4) proposals were received, and the City intends to contract with the top two (2) ranked proposers. Based on the abovementioned factors, the following firms were deemed most qualified: Discipline A – Utility Maintenance and Repair Services T.E. Roberts, Inc. Valverde Construction, Inc. W.A. Rasic Construction Company, Inc. Discipline B – Electrical Maintenance and Repair Services Amtek Construction Baker Electric Page 3 2 3 1 7 Staff reviewed each firm’s labor and material rate schedule and found them to be consistent with industry standards. The scope and fee for each task will be agreed upon between the City and contractor through a proposal based on the established fee schedule. Funds for these services will be expended from the applicable budget accounts. The proposed contracts have an initial term of three (3) years, with the City’s option to extend each agreement for up to two (2) additional one (1) year terms. The recommended not-to-exceed amounts vary by service category based on the anticipated scope, complexity, and cost of the work to be performed. For on-call utility maintenance contracts, staff recommends a not-to-exceed amount of $600,000 for the initial three (3) year term. Utility repair work often involves emergency response, excavation, traffic control, pavement or surface restoration, and other related activities that can result in higher individual project costs. The higher contract authority is intended to provide sufficient capacity to respond to both planned and unanticipated utility maintenance needs in a timely manner. For on-call electrical maintenance contracts, staff recommends a not-to-exceed amount of $300,000 for the initial three (3) year term. Electrical maintenance work generally includes troubleshooting, repairs, replacement of electrical components, control panels, lighting systems, pump station electrical systems, and other related electrical infrastructure. Although this work is essential to maintaining safe and reliable City operations, individual electrical service requests are typically more limited in scope and cost compared to utility repair work. As a result, the lower not- to-exceed amount is expected to provide adequate contract capacity while maintaining appropriate fiscal controls. Any optional one (1) year contract extensions would be authorized on a prorated basis. Because these are on-call agreements, work will be assigned only on an as- needed basis, and no minimum amount of work is guaranteed to the contractors. These proposed on-call agreements will replace the 2021 agreements, which have reached their maximum term and have recently expired. These agreements offer resources and time savings, ensure compliance with City and governmental purchasing codes, and provide flexibility due to their non-committal nature. Staff recommends approval of these on-call agreements based on these considerations. ENVIRONMENTAL IMPACT: This item is not subject to the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that approval of Agreements will not have a significant effect on the environment. Page 4 2 3 1 7 LEGAL ANALYSIS: The City Attorney has approved the agreements and resolution as to form. FINANCIAL IMPACT: The approval of the proposed on-call maintenance services agreements does not directly appropriate or expend funds. Services will be used to the extent of available funding in the applicable budget accounts. STRATEGIC PLAN: This item is not applicable to the Strategic Plan. RECOMMENDATION: That the City Council adopt Resolution 7794: 1. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with T.E. Roberts, Inc., in the amount of $600,000 to provide On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 2. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with Valverde Construction, Inc., in the amount of $600,000 to provide On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 3. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with W.A. Rasic Construction Company, Inc. in the amount of $600,000 to provide On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 4. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with Amtek Construction in the amount of $300,000 to provide On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 5. Approving and authorizing the City Manager to execute an on-call maintenance service agreement with Baker Electric in the amount of $300,000 to provide On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services for a three (3) year term; and, 6. Approving and authorizing the City Manager the option to extend any or all such maintenance service agreements for Utility Maintenance, Repair and Emergency/Unexpected Task Services for up to two (2) additional one-year Page 5 2 3 1 7 terms after its original term, in a not-to exceed amount of $200,000 per one- year extension, and to execute any such extension; and, 7. Approving and authorizing the City Manager the option to extend any or all such maintenance service agreements for up to two (2) additional one-year terms after its original term, in a not-to exceed amount of $100,000 per one- year extension, and to execute any such extension. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: Kathryne Cho, Deputy Director of Public Works/City Engineer ATTACHMENTS: A. Resolution 7794 B. Maintenance Services Agreement with T.E. Roberts, Inc. C. Maintenance Services Agreement with Valverde Construction, Inc. D. Maintenance Services Agreement with W.A. Rasic Construction Company, Inc. E. Maintenance Services Agreement with Amtek Construction F. Maintenance Services Agreement with Baker Electric RESOLUTION 7794 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE ON-CALL MAINTENANCE SERVICES AGREEMENTS FOR UTILITIES OR ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY/UNEXPECTED TASK SERVICES WITH T.E. ROBERTS, INC., VALVERDE CONSTRUCTION, INC., W.A. RASIC CONSTRUCTION COMPANY, INC., AMTEK CONSTRUCTION, AND BAKER ELECTRIC WHEREAS, the City of Seal Beach (“City”) has relied upon maintenance service contractors for expertise and assistance for certain City operations and emergency work; and, WHEREAS, on April 1, 2026, the City issued a Request for Proposals for On-Call Utility and Electrical Maintenance, Repair and Emergency/Unexpected Task Services; and, WHEREAS, on May 6, 2026, the City received nine (9) proposals in response to the Request for Proposal; and, WHEREAS, the City performed a detailed review and evaluation of the proposals and deemed the following firms as the most qualified: Discipline A – Utility Maintenance and Repair Services • T.E. Roberts, Inc. • Valverde Construction, Inc. • W.A. Rasic Construction Company, Inc. Discipline B – Electrical Maintenance and Repair Services • Amtek Construction • Baker Electric WHEREAS, the City and each consultant wish to enter into an agreement for such contractor to perform on-call maintenance services as an independent contractor, as provided herein. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. A. The City Council hereby approves the three (3) year Maintenance Services Agreement (Agreement) between the City of Seal Beach and T.E. Roberts, Inc. for On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services in a not-to- exceed amount of $600,000 for the three-year term. B. The City Council hereby authorizes the City Manager to extend the Agreement with T.E. Roberts, Inc. for up to two (2) additional one-year terms, at his discretion, in a not-to-exceed amount of $200,000 per one-year extension. Section 2. A. The City Council hereby approves the three (3) year Maintenance Services Agreement (Agreement) between the City of Seal Beach and Valverde Construction, Inc. for On-Call Utility Maintenance, Repair and Emergency/Unexpected Task Services in a not-to-exceed amount of $600,000 for the three-year term. B. The City Council hereby authorizes the City Manager to extend the Agreement with Valverde Construction, Inc. for up to two (2) additional one-year terms, at his discretion, in a not-to-exceed amount of $200,000 per one-year extension. Section 3. A. The City Council hereby approves the three (3) year Maintenance Services Agreement (Agreement) between the City of Seal Beach and W.A. Rasic Construction Company, Inc. for On- Call Utility Maintenance, Repair and Emergency/Unexpected Task Services in a not-to-exceed amount of $600,000 for the three-year term. B. The City Council hereby authorizes the City Manager to extend the Agreement with W.A. Rasic Construction Company, Inc. for up to two (2) additional one-year terms, at his discretion, in a not-to-exceed amount of $200,000 per one-year extension. Section 4. A. The City Council hereby approves the three (3) year Maintenance Services Agreement (Agreement) between the City of Seal Beach and Amtek Construction for On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services in a not-to-exceed amount of $300,000 for the three-year term. B. The City Council hereby authorizes the City Manager to extend the Agreement with Amtek Construction for up to two (2) additional one-year terms, at his discretion, in a not-to-exceed amount of $100,000 per one-year extension. Section 5. A. The City Council hereby approves the three (3) year Maintenance Services Agreement (Agreement) between the City of Seal Beach and Baker Electric for On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services in a not-to- exceed amount of $300,000 for the three-year term. B. The City Council hereby authorizes the City Manager to extend the Agreement with Baker Electric for up to two (2) additional one-year terms, at his discretion, in a not-to-exceed amount of $100,000 per one-year extension. Section 6. A. The City Council hereby authorizes the City Manager to execute each of the Agreements set forth in Sections 1 through 5 inclusive. B. In the event that the City Manager approves an extension of any of the Agreements set forth in Sections 1 through 5, inclusive, the City Council hereby authorizes the City Manager to execute any such extension on the terms set forth in this Resolution. Section 7. The City Council hereby rejects all other proposals. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7794 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk MAINTENANCE SERVICES AGREEMENT for On-Call Utilities Maintenance, Repair and Emergency/Unexpected Task Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & T.E. Roberts, Inc. 17771 Mitchel North Irvine, CA 92614 (714) 669-0072 This Maintenance Services Agreement (“the Agreement”) is made as of June 22, 2026 (the “Effective Date”), by and between T.E. Roberts, Inc. (“Contractor”), a California corporation and the City of Seal Beach (“City”), a California charter city, (collectively, “the Parties”). 2 of 23 RECITALS A. City desires certain on-call utilities maintenance, repair and emergency/ unexpected task services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals (“RFP”) on April 1, 2026, titled “On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services.” Contractor submitted a proposal dated May 6, 2026, in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors (License #603008, DIR 1000000280) and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those utilities maintenance, repair and emergency/unexpected task services (collectively “Services”) in the Request for Proposals attached hereto as Exhibit A, Contractor’s Proposal attached hereto as Exhibit B, and Terms for Compliance with California Labor Law Requirements (Exhibit C), all incorporated herein by this reference. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Agreement Documents; Order of Precedence. 1.2.1. The Agreement Documents include this Agreement itself, and all of the following: (i) Exhibit A (the Request for Proposal) (“RFP”), including all attachments and exhibits thereto; (iii) Exhibit B (Contractor’s accepted proposal, “Proposal”); and (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements). Exhibits A, B, and C are incorporated herein by this reference as though set forth in full. 3 of 23 1.2.2. In the event of any inconsistency or conflict between this Agreement and any Exhibit or other incorporated documents, the order of precedence shall be as follows: (i) this Agreement; and then (ii) Exhibit A (the RFP); and then (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements); and then (iv) Exhibit B (Proposal). In the event there is any conflict between the Agreement, on the one hand, and any of the Exhibits, the RFP or the Proposal on the other hand, the Agreement shall govern. 1.3. 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. 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 generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. The acceptance of Contractor’s work by City shall not operate as a release of Contractor from such standard of care and workmanship. 1.4. Compliance with Laws. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.5. Additional Services. Contractor will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. Original Term. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years (“Original Term”) and shall expire at midnight on June 30, 2029, unless sooner terminated or extended as provided by this Agreement. 2.2. Extensions. City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms of one year each (“extension”), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by City, the first extension shall have a term extending from July 1, 2029, through and including June 30, 2030, unless sooner terminated or extended pursuant to this Agreement. If timely elected by City, the second extension shall be from July 1, 2030, through and including June 30, 2031, unless sooner 4 of 23 terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor’s authorized representatives. 3.0 Contractor’s Compensation 3.1. Original Term. In consideration of Contractor’s performance of the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will City pay more than the total not-to-exceed amount of $600,000 (Six Hundred Thousand dollars and 00/100) for the Original Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the Original Term. 3.3. Extensions. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, in consideration of Contractor’s performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $200,000 (Two Hundred Thousand dollars) for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 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 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 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. 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5 of 23 5.1.2. This Agreement may be terminated by City upon 10 days’ notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.2. Termination by 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 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 immediately upon the effective termination date set forth in the notice of termination. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 11.1 of this Agreement) and all other documents, writings, and/or deliverables produced or developed pursuant to this Agreement. Provided that Contractor is not then in breach, City shall pay Contractor all undisputed amounts for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If said termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by City and 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 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 City’s representative for purposes of this Agreement. 6.2. Timothy Roberts is the Contractor's primary representative for purposes of this Agreement. Timothy Roberts shall be responsible during the term 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 6 of 23 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211-8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: T.E. Roberts, Inc. 17771 Mitchel North Irvine, CA 92614 Office: (714) 669-0072 Mobile: (714) 353-2292 Email: Troberts@teroberts.com Attn: Timothy Roberts 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, 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 City’s employees; and City’s employees shall not supervise Contractor’s personnel. Contractor’s personnel shall not wear or display any City uniform, 7 of 23 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, 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, 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. This duty of indemnification is in addition to Contractor’s duty to defend, indemnify and hold 8 of 23 harmless as set forth in any other provision of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. 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 § 20000, as amended by the Public Employees’ Pension Reform Act of 2013 (“PEPRA”), as amended from time to time. 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, 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. This duty of indemnification is 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 and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Ownership of Work Product 11.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or electronic files, other media of any kind whatsoever, and any other documents and written material of any kind, created, developed, or used 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 9 of 23 creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without 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 of the Work Product. 11.2. 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 11.1. 11.3. 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 for any purpose. Contractor shall defend, indemnify and hold City, its elected and appointed officials, officers, employees, agents, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City’s use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. 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: (i) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (ii) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.4. Upon expiration or termination of the Agreement, 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. 10 of 23 12.0 Confidentiality 12.1. 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 11.1) and/or any other data, documents, writings, discussion or other information created, developed, received or provided by Contractor for performance of this Agreement are confidential unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such Work Product, or other data, documents, writings, discussion or other information to persons or entities other than City without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, and/or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the geographical boundaries of City. Response to a subpoena or court order shall not be considered “voluntary,” provided Contractor gives City timely notice of such court order or subpoena. 12.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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. 12.3. Contractor’s covenants and obligations under this Section shall survive the termination or expiration of this Agreement. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City, and any subcontracting shall be at Contractor’s sole cost and expense. Contractor is fully responsible to City for the performance of any and all subcontractors. Authorized subcontracts, if any, shall contain a provision making the subcontractor subject to all terms, requirements, and provisions of this Agreement. 11 of 23 14.0 Prohibition Against Assignment or Delegation Contractor shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. Any purported assignment or delegation in violation of this Section 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. 12 of 23 17.0 Insurance 17.1. General Requirements. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to City that Contractor has secured all insurance required under this Section. 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, with a minimum limit of $2,000,000 per occurrence for bodily injury, death, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its officers, directors, managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance. with a minimum limit of $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers’ Compensation Insurance in the amount required by law; and Employer’s Liability Insurance with a minimum limit of $1,000,000 per accident and in the aggregate for bodily injury or disease. 17.2.4. Professional Liability (or Errors and Omissions Liability) Insurance: Consultant shall maintain professional liability (or errors and omissions liability) insurance that covers the Services to be performed in connection with that task order under this Agreement, with limits minimum limits no less than $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a “claims made” policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. 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. 13 of 23 17.4. Additional Insureds. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of 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, volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which 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 Coverage. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, servants, agents, volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non-Contributing. Coverage shall be primary insurance as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in 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, 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. Each insurance policy 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, volunteers and those City agents serving as independent contractors in the role of City officials. 14 of 23 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: (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials; or (ii) 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 required by this Agreement shall expressly waive the insurer’s right of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may 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 weeks prior to the expiration of the coverages. 15 of 23 17.13. Indemnity Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 17.14. Broader Coverage/Higher Limits. .No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. Contractor may also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. If 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. 17.15. Subcontractor Insurance Requirements/Pass-Through Clause. 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. 17.16. 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. 18.0 Indemnification, Hold Harmless, and Duty to De fend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, indemnify and hold harmless City, its elected and appointed officials, officers, attorneys, employees, agents, servants, volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees” in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys’ fees and costs of defense (collectively “Claims”), in law or in equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, to the extent arising out of, pertaining to, or relating to, in whole or in part, the breach of this 16 of 23 Agreement and/or the negligence, recklessness or willful misconduct of Consultant and/or its officers, agents, servants, employees, contractors subcontractors, subconsultants and/or their officers, directors, agents, servants or employees (or any entity or individual for whom Consultant shall bear the legal liability) in the performance of design professional services under this Agreement by a “design professional,” as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant exceed Consultant’s proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens or losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, in any manner arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, and/or any acts, errors, omissions, negligence, or willful misconduct of Consultant, its officers, agents, servants, employees, contractors, subcontractors, subconsultants, materialmen, or suppliers, or their officers, agents, servants or employees (or any entity or individual for whom Consultant shall bear legal liability) in the performance of the Services and/or this Agreement , except to the extent the Liabilities arise from the active or sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. Consultant 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. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.2. Contractor shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. 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 indemnity agreements, Contractor shall be fully responsible 17 of 23 and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims and/or Liabilities in law or equity, whether actual, alleged or threatened, to the extent arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, any acts, omissions, negligence or willful misconduct of Contractor’s subcontractor, subconsultant, or other person or entity, and its officers, directors, managers, affiliates, agents, servants, employees, materialmen, contractors, subcontractors and/or subconsultants, and/or their officers, directors, managers, affiliates, agents, servants or employees (or any other entity or individual for whom Contractor’s subcontractor, subconsultant and/or such other person or individual shall bear legal liability) in the performance of the Services or this Agreement, except to the extent the Claims and/or Liabilities arise from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 18.4. Workers’ Compensation Acts Not Limiting. 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 its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, servants, volunteers and those City agents serving as independent contractors in the role of City officials. 18.5. Indemnification Not Limited by Insurance. Procurement of insurance by Contractor is not and shall not be construed as a limitation of Contractor’s liability, or as a waiver of or limitation on full performance of Contractor’s duties of defense and indemnification, under this Section 18.0 or under any other provision of this Agreement. Contractor’s defense and indemnification obligations under this Agreement shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims asserted against City or any of the other Indemnitees as defined in this Section 18.0, and Contractor’s defense and indemnification obligations under this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, City, or any of the other Indemnitees. 18.6. Survival of Terms. Contractor’s covenants 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 covenants that it shall not discriminate, harass or retaliate against any of its employees, applicants for employment, contractors, subcontractors or consultants because of or on account of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national 18 of 23 origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by law. Contractor further covenants that in the performance of this Agreement, Contractor shall not discriminate, harass or retaliate against City, its elected or appointed officials, officers, employees, agents, servants, volunteers, any City agents serving as independent contractors in the role of City officials, and/or any City consultants, contractors, subcontractors, or subconsultants on any basis prohibited by law 20.0 Labor 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 To the extent that this Agreement calls for services that, in whole or in part, constitute “public works” as defined in the California Labor Code, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Government Code Claim Compliance In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Contractor. If no 19 of 23 such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a lawsuit against City. 25.0 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. 26.0 Non-Exclusive Agreement Contractor acknowledges that City may enter into agreements with other consultants for services encompassed by or similar to the services that are subject to this Agreement or may have its own employees perform services encompassed by or similar to those services contemplated by this Agreement. 27.0 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. 28.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (i) effective unless it is in writing and signed by the Party making the waiver, (ii) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (iii) deemed to constitute a continuing waiver unless the writing expressly so states. 29.0 Prohibited Interests; Conflict of Interest 29.1. 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 20 of 23 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. 29.2. 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. 29.3. 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. 30.0 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 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 officers, directors, managers, affiliates, employees, agents, and subcontractors 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 officers, directors, managers, affiliates, employees, agents and subcontractors. 31.0 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 21 of 23 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. 32.0 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. 33.0 Mutual Cooperation 33.1. 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. 33.2. Contractor’s Cooperation. Contractor agrees to work closely and cooperate fully with City’s representative and any other agencies that may have jurisdiction or interest in the work to be performed. In the event any claim or action is brought against City relating to Contractor’s performance of Services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires. 34.0 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. 35.0 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. 22 of 23 36.0 Recitals City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 37.0 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. 38.0 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. EXHIBIT A Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services City of Seal Beach Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services RFP responses to be received until 2:00 P.M., May 6, 2026 in the Public Works Department ATTN: Sean Sabo, Management Analyst Approved for Advertising: Iris Lee Director of Public Works Date Issued: March 31, 2026 ii Table of Contents I. INTRODUCTION II. GENERAL REQUIREMENTS III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES IV. DISCIPLINE B ELECTRICAL MAINTENANCE, REPAIR AND EMEREGENCY SERVICES V. PRE-PROPOSAL QUESTIONS VI. SCHEDULE VII. SUBMITTAL REQUIREMENTS VIII. FEE AND COST PROPOSAL IX. INTERVIEW X. SELECTION PROCESS XI. SPECIAL PROVISIONS XII. GENERAL CONDITIONS EXHIBIT A Cost Proposals EXHIBIT B Sample Contract 3 REQUEST FOR PROPOSALS FOR ON-CALL UTILITIES AND ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES ALL INTERESTED PARTIES MUST ACCESS RFP DOCUMENTS VIA PLANETBIDS. COMMUNICATION AND ADDENDA, IF ANY, WILL BE DISTRIBUTED TO REGISTERED PARTIES VIA PLANETBIDS. I. INTRODUCTION The City of Seal B water, wastewater, storm water, and electrical systems serving municipal buildings, pump stations, wells, reservoirs, and related public works assets. The City is soliciting proposals from qualified contractors to provide on-call utilities and electrical maintenance and repair services, which may include routine, emergency, and unanticipated work assignments under two distinct disciplines: Discipline A Utilities Maintenance, Repair and Emergency Services Discipline B Electrical Maintenance, Repair and Emergency Services Proposers may submit qualifications for one or both disciplines. The City intends to award one or more on-call agreements with qualified contractors within each discipline to ensure adequate availability, specialized expertise, and timely response capability. Work may include routine maintenance, emergency repairs, and unforeseen infrastructure failures requiring immediate response. Contractors shall provide all labor, materials, tools, equipment, transportation, supervision, and incidentals necessary to complete assigned work. The anticipated term of each agreement is three (3) years, with the option to extend for two (2) additional one- year periods at the sole discretion of the City. Due to the as-needed nature of these services, no minimum amount of work is guaranteed, even if awarded. The scope, schedule, and cost for each requested task will be authorized on a task order basis. The City reserves the right to solicit competitive proposals among awarded contractors within a discipline or to separately bid any project at its discretion. II. GENERAL REQUIREMENTS (APPLICABLE TO ALL DISCIPLINES) Licensing and Experience proposing at the time of proposal submittal and must maintain the license in good standing for the duration of the Agreement. 4 All proposers shall demonstrate a minimum of ten (10) years of relevant maintenance and repair experience in the applicable discipline. Contractors must be registered with the Department of Industrial Relations (DIR) and must obtain and maintain a valid City of Seal Beach business license upon award. Safety and Regulatory Compliance All work performed under this contract shall comply with all applicable federal, state, and local laws, regulations, codes, and standards. This includes, but is not limited to, requirements established by: Applicable American Public Works Association standards Applicable American Water Works Association (AWWA) standards Applicable Building and Electrical Codes California Division of Occupational Safety and Health (Cal-OSHA) California Manual on Uniform Traffic Control Devices (CA MUTCD) County of Orange standards City of Seal Beach Cross-Connection Control Policy Handbook (CCCPH) standards City of Seal Beach Standard Plans and Specifications Environmental and air quality regulations Equipment manufacturer specifications National Association of Sewer Service Companies (NASSCO) National Pollutant Discharge Elimination System (NPDES) Other Agencies Having Jurisdiction (AHJ) Standard Specifications for Public Works Construction (Green Book, latest edition) Work Area Traffic Control Handbook (WATCH Manual) The Contractor shall conduct all operations in a manner that provides maximum safety to the public, City personnel, and Contractor staff. Service Response Requirements The Contractor shall provide emergency response services when requested by the City. Emergency situations may include utility failures, electrical system failures, hazardous conditions, or other unforeseen infrastructure issues requiring immediate attention. Unless otherwise directed by the City, the Contractor shall mobilize personnel and equipment within three (3) hours of notification for emergency service requests. For non-emergency work assignments, the Contractor shall respond to City service requests within one (1) business day, unless otherwise directed by the City. The Contractor shall coordinate scheduling with the City to ensure timely completion of assigned tasks. Compensation and Billing Separate rate sheets shall be submitted for each discipline. Compensation shall be based on the approved rate sheet and negotiated task order pricing. Labor charges shall apply to time spent performing work at the job site unless otherwise approved in writing. Travel time is not compensable unless expressly authorized. Materials shall be reimbursed at actual documented cost plus a markup not to exceed fifteen percent (15%). Supporting documentation shall be provided with each invoice. 5 If the City determines that the Contractor has not satisfactorily performed the Work, payment may be withheld until the Work is completed to the satisfaction of the City. The City shall certify that the Work has been inspected and accepted prior to payment. The Contractor shall be responsible for timely payment of subcontractors, material suppliers, workers, and vendors. Working Hours Unless otherwise authorized by the City, work shall be performed during normal City business hours. Normal working hours for non-emergency work shall generally be between 7:30 a.m. and 5:30 p.m., Monday through Friday. Work performed outside of normal working hours, including nights, weekends, or holidays, may require approved rate schedule. Except in documented emergencies involving immediate risk to public health, safety, or critical infrastructure, the Contractor must obtain prior approval from the City before commencing work outside of normal working hours. Staffing and Crew Requirements The Contractor shall maintain an adequate workforce to perform the services required under this Agreement. Field work shall be performed by a crew consisting of at least two experienced and properly qualified employees unless otherwise approved by the City. The Contractor shall ensure sufficient staffing is available to meet required emergency response timeframes. Upon request, the Contractor shall provide a listing of employees assigned to a task order, including names, dates worked, and hours worked for each date. Equipment Availability The Contractor shall provide, with its Proposal, a list of equipment owned or otherwise immediately available for use in performing the Work. The Contractor shall ensure that all equipment is properly maintained, suitable for the intended work, and compliant with applicable safety regulations. Subcontractors If subcontractors are proposed, the Contractor shall include a list of subcontractors with the Proposal. The Contractor shall remain fully responsible for the performance, safety compliance, and legal compliance of all subcontractors. The City reserves the right to request additional information or references for any proposed subcontractor. Prevailing Wage Compliance Work is subject to California prevailing wage requirements (see General Conditions). Rates and Safety Equipment All hourly rates and unit prices submitted shall be fully burdened and shall include supervision, overhead, profit, safety equipment, and all incidental costs necessary to complete the work. For emergency work, hourly rates shall apply only to actual time spent performing work at the job site. Travel time shall not be compensable unless expressly authorized in writing by the City. Site Investigation Prior to the proposal due date, prospective Contractors may inspect City facilities and work locations to familiarize 6 themselves with site conditions. City representatives will be available to answer questions upon request. III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES A. System Overview system provides service to approximately 5,500 customers through approximately 68 miles of transmission and distribution pipeline ranging from 4 inches to 20 inches in diameter. Pipelines are constructed of cast iron, asbestos cement, PVC, reinforced concrete cylinder pipe, and cement mortar-lined and coated steel pipe. The water system also includes three (3) active wells, two (2) reservoirs, two (2) booster pump stations, and an imported water supply connection. The wastewater collection system includes approximately 181,000 linear feet of gravity sewers, 15,000 linear feet of force mainlines, 780 manholes, and six (6) pump stations. The storm water system includes approximately eight (8) miles of reinforced concrete pipelines, 230 catch basins, one (1) City-owned pump station, and related drainage infrastructure. B. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or C-34 (Pipeline) and C-42 (Sanitation System) issued by the Contractors State License Board at the time of proposal submittal and shall maintain the license for the duration of the Agreement. C. Scope of Services Under this discipline, the Contractor shall provide all labor, supervision, equipment, traffic control, materials, tools, safety equipment, and incidental work necessary to perform on-call maintenance and repair of water, wastewater, and stormwater infrastructure. Work may include, but is not limited to, excavation and trenching, pavement removal and restoration, backfill and compaction, welding, removal and disposal of materials, traffic control implementation, and restoration of damaged improvements. Services may include installation, repair, and replacement of pipelines, valves, meters, vaults, manholes, pump station components, backflow devices, fire connections, catch basins, and related utility infrastructure. Work may require temporary water service installation, sewer bypass pumping, dewatering, shoring, asbestos cement pipe handling and disposal, and regulatory compliance related to NPDES and other environmental requirements. D. Construction and Field Requirements Traffic Control Traffic control shall be provided in accordance with the Special Provisions. Protection of Existing Facilities and Property 7 The Contractor shall locate and protect all existing utilities, infrastructure, and adjacent public and private property during the performance of the Work. The Contractor shall coordinate with utility owners and comply with all utility notification requirements. Detailed requirements are provided in the Special Provisions. Temporary Water Service When maintenance or repair activities require interruption of existing water or sewer service, the Contractor shall provide, install, operate, and maintain temporary systems necessary to ensure continuity of service to affected customers. Temporary utility systems shall be installed and maintained in a safe and reliable manner and in compliance with applicable federal, state, and local regulations. Where water service disruptions occur, the Contractor shall furnish and install temporary potable water service systems as necessary to maintain service, and shall comply with latest AWWA standards. Temporary systems may include above-ground piping, hoses, service connections, valves, and meters. All temporary water service systems shall be equipped with an approved backflow prevention device installed in accordance with the City Cross-Connection Control Policy Handbook (CCCPH) standards and applicable local regulations. Backflow prevention assemblies shall be properly installed and maintained for the duration of the temporary service to protect the potable water supply. All materials used for temporary water service shall be approved for potable water use and installed in a manner that protects the public and prevents damage from traffic or construction activities. Temporary water systems shall be properly secured, maintained throughout their use, and disinfected or flushed where required Utilities Division staff prior to being placed into service. All temporary utility systems shall remain in service until permanent utilities have been restored. Upon completion of the work, the Contractor shall remove all temporary facilities and restore affected areas to their original or better condition. Sanitary Sewer Overflow Prevention Where sewer lines must be taken out of service, the Contractor shall provide temporary bypass pumping systems sufficient to maintain continuous wastewater conveyance and prevent sanitary sewer overflows. Bypass systems shall be appropriately sized for anticipated flows and shall include pumps, piping, power supply, and backup equipment necessary to maintain uninterrupted operation. The Contractor shall monitor bypass systems during operation and respond promptly to any malfunction or failure. The Contractor shall maintain a minimum of one backup pump per operating pump, on site, throughout the duration of any sewage pumping procedure. The Contractor shall be responsible for properly designing, installing, operating, and maintaining all temporary sewer bypass systems necessary to prevent sanitary sewer overflows during the performance of the Work. The Contractor shall immediately notify the City of any bypass system failure, spill, or overflow condition. Any system shall be the responsibility of the Contractor, including all required containment, cleanup, reporting assistance, and restoration activities necessary to address the incident. Shoring and Trench Safety The Contractor shall provide all necessary trench protection systems, including shoring, shielding, sloping, or other protective measures, in accordance with applicable Cal-OSHA excavation safety regulations and all other relevant safety standards. Trench protection systems shall be designed, installed, maintained, and removed in accordance with regulatory requirements to ensure the safety of workers, the public, and adjacent improvements. 8 The Contractor shall be responsible for evaluating site conditions, including soil classification, groundwater conditions, trench depth, and surcharge loads, and selecting appropriate protective systems accordingly. All trenching and excavation operations shall comply with applicable safety regulations, and the Contractor shall ensure that excavation areas are properly secured and protected from hazards throughout the duration of the work. Asbestos Cement Pipe Existing utility infrastructure may include Asbestos Cement Pipe (ACP). When ACP is encountered, the Contractor shall perform all handling, removal, and disposal activities in accordance with applicable environmental and safety regulations. Personnel performing this work shall possess all required training and certifications. Utility Damage Responsibility The Contractor shall be responsible for any damage to existing utilities, facilities, or improvements resulting utility markings are approximate and are provided for informational purposes only. The Contractor shall verify utility locations as necessary and shall exercise due care during excavation and construction activities. Any utilities, facilities, or improvements damaged by the Contractor shall be immediately reported to the City of the City and the utility owner. Site Cleanup and Restoration The Contractor shall maintain work areas in a clean, safe, and orderly condition at all times. Debris, excess materials, and waste generated during the Work shall be promptly removed and disposed of in accordance with applicable regulations. Upon completion of the Work, the Contractor shall remove all equipment, temporary facilities, and construction materials from the site and shall restore all disturbed surfaces, including pavement, sidewalks, landscaping, and other improvements, to equal or better condition to the satisfaction of the City. Stormwater Pollution Prevention The Contractor shall comply with all applicable National Pollutant Discharge Elimination System (NPDES) stormwater regulations and permit requirements during the performance of the Work. The Contractor shall implement and maintain appropriate Best Management Practices (BMPs) to prevent sediment, debris, construction materials, and other pollutants from entering the storm drain system or nearby waterways. BMPs may include, but are not limited to, inlet protection, sediment control devices, spill prevention measures, proper material storage, and erosion control practices. The Contractor shall regularly inspect and maintain BMPs throughout the duration of the Work and shall promptly address any deficiencies or releases to ensure compliance with all applicable stormwater quality requirements. IV. DISCIPLINE B ELECTRICAL MAINTENANCE AND REPAIR SERVICES A. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or Class C- 9 B. Scope of Services Under this discipline, the Contractor shall provide on-call electrical maintenance and repair services for municipal facilities and utility infrastructure, including wells, pump stations, lighting, and related infrastructure. Services may include troubleshooting, repair, replacement, installation, testing, and inspection of electrical systems and components, including panels, controls, wiring, conduits, lighting systems, motors, pumps, transmission systems, and associated equipment necessary to maintain safe and reliable operations. All electrical work shall comply with the National Electrical Code, California Electrical Code, Standard Specifications for Public Works Construction (latest edition), City standards and provisions, Caltrans Standard Specifications where applicable, and all Agencies Having Jurisdiction. V. PRE-PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Sean Sabo Management Analyst Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 The City will respond to all questions and requests for clarification received by April 13, 2026. VI. SCHEDULE The following dates reflect the anticipated schedule: Request for Proposal Solicitation 3/31/2026 Pre-Proposal Question Deadline 4/28/2026 Proposal Submittal Deadline 5/6/2026, 2:00p.m. Contractor Interviews (if conducted) May 2026 Contract Award by City Council June 2026 Notice to Proceed June 2026 VII. SUBMITTAL REQUIREMENTS Acceptance of Submittals Proposals are due by 2:00 PM on May 6, 2026 to the following. Postmarks will not be accepted. Sean Sabo Management Analyst Department of Public Works 211 Eighth Street 10 Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 Please submit one (1) unbound original, two (2) bound hard copies, and one (1) electronic copy of the Contractor (s). Proposals received after the date and time listed above will not be accepted or considered for this Project. Firms proposing to provide services in both disciplines (utilities and electrical) shall submit separate proposals for each discipline. Each proposal shall be complete and stand on its own, clearly identifying the applicable discipline. There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or proprietary will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected Contractor. All property rights, including publication rights of all reports produced by the selected Contractor in connection with services performed under this Agreement shall be vested in the City. Protest procedures and dispute resolution process shall follow 2 CFR Part 200.318(k), 23 CFR 172.5(c)(18). Information to be Submitted Maximum page limit: 35 pages per proposal. The following information shall be provided, at a minimum: Cover Letter Table of Contents Company Qualifications Local Staffing List Understanding/Approach References List of Subcontractors Sample Letter Proposal Cost Proposal Exceptions Business Entity Contract Signatories Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, clearly identify the discipline being applied for, this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. 11 Company Qualifications: Provide a summary of the Contractor experience. Local Staffing List: Provide an organizational chart showing the names, positions, responsibilities, and availability of the individual(s) that would be assigned to this Agreement, including sub-Contractors. Identify the individual(s) authorized to negotiate the contract on behalf of the and the Contractor manager. Understanding/Approach: Describe the Contractor Work requested in this RFP, any key issues that may need special attention. Describe how the Contractor will approach the scope of services and each task needed to complete the project. Any task assumptions and/or exclusions shall be clearly identified. References: Contractor should provide a minimum of five (5) references from public agencies the Contractor has performed work for within the last five (5) years. Information shall include, at a minimum: Agency name Scope of work and/or services provided, prime/sub-Contractor. Project outcome Construction value Dates Client project manager name, valid telephone number, and email List of Subcontractors: Contractor will be required to provide a list of subcontractors that it intends to use. each subcontractor, at a minimum. Subcontractor must comply with all applicable licensing requirements. Sample Letter Proposal: Contractor will be required to submit a sample letter proposal providing a template of how the Contractor intends to respond to each Work request. Fee & Cost Proposal: Contractors shall submit a separate Cost Proposal for each discipline for which they are proposing services. Contractors may submit proposals for one or both disciplines; however, each discipline shall include its own complete Cost Proposal and rate schedule submitted as part of a standalone proposal. Fee & Cost Proposal for Discipline X On-Call (Utilities or Electrical) Maintenance, Repair and Emergency Services identify the applicable discipline (Discipline A Utilities Maintenance and Repair Services and/or Discipline B Electrical Maintenance and Repair Services). The Cost Proposal shall include proposed labor classifications, hourly labor rates, and equipment rates, necessary to perform the services described in this Request for Proposals. Contractors may include additional labor classifications or equipment rates beyond those identified in Exhibit A if necessary to support the proposed services. Any additional classifications or rates shall be clearly identified in the submitted rate schedule. The Method of Payment of the Contract will be Time and Material. 12 Exceptions: The Contractor shall review this RFP and attached sample contract. Exceptions to any portion of not constitute City concurrence and acceptance. Exceptions may be negotiated with the top-ranked firm. Business Entity: Clearly indicate the registration number for the prime/sub-Contractor, and provide the Contractor and sub- information. Contract Signatories: Provide the two binding signatories for the firm, pursuant to California Corporation Code Section 313. VIII. FEE AND COST PROPOSAL In preparing the fee and cost proposal for this project, the Contractor shall take into consideration the following: 1. Compensation for services, and any optional tasks, provided will be on a time-and-materials. 2. Fee proposal and billing rates shall remain effective for the term of the Agreement. Any anticipated billing/rate adjustments shall be clearly identified in the Proposal and shall not be made more than once each calendar year. 3. -timing, billing rates for all classifications of staff likely to be involved shall be included with the fee proposal along with the mark-up rate for any non-labor expenses and sub-Contractors. Any anticipated fee adjustments shall be clearly noted. 4. If applicable and necessary, the City will negotiate the final fee with the top-ranked Contractor. IX. INTERVIEW Top ranked Contractor team(s) may be interviewed by the selection committee. Proposed key personnel from X. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. Since this solicitation is an RFP as opposed to a Bid, pricing alone will not constitute the entire selection criteria. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. 13 POTENTIAL EVALUATION CRITERIA 1. Completeness of Response (Pass/Fail) Responses to this RFP must be complete. Responses that do not include the proposal content requirements identified within this RFP and subsequent addenda and do not address each of the requested items will be considered incomplete, may be rated a Fail in the Evaluation Criteria, and may receive no further consideration. 2. Qualifications & Experience (35 points) a. Local Presence - respond in emergencies and effectively conduct the . b. Relevant experience, specific qualifications, and technical expertise of the Contractor and sub-Contractors to perform the work. c. Quality of references from at least five (5) agencies the Contractor currently or have previously consulted for in the past five (5) years. 3. Organization & Approach (35 points) a. requested Work. b. emergency and/or non-emergency Work. c. services without the compromise of quality, cost, and/or time. d. -perform the requested Work, or form a quality sub-contracting team. e. the nature of public sector work and its decision-making process. f. Maintenance Agreement. 4. Fee (30 points) a. Fee & Cost proposal b. Quality of sample letter proposal The City reserves the right to determine whether or not a proposal meets the specifications and requirements requirements. The City reserves the right to reject any and all proposals. The City reserves the right to put non-emergency and pre-planned projects out for formal bidding. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: interviews with the top candidates; conduct on- Contractors should be aware that award may be made without Contractor visits, interviews, or further discussion or negotiations. 14 XI. SPECIAL PROVISIONS (Applicable to All Disciplines Unless Otherwise Noted) PERSONNEL The Contractor shall furnish all labor necessary for the satisfactory performance of the Work described in this Agreement. All personnel assigned under this contract shall be properly trained, qualified, and experienced in performing the types of maintenance, repair, installation, inspection, and emergency response services required under this RFP. a. All employees shall adhere to professional standards of appearance and conduct while performing Work within the City. Personnel shall wear appropriate work attire and all personal protective equipment required by federal and state safety regulations. Clothing and gear shall be worn in accordance with applicable safety standards at all times. The City reserves the right to require removal and replacement of any employee whose conduct, workmanship, or performance is deemed unsatisfactory, unsafe, or inconsistent with the requirements of this Agreement. b. Typical Tasks Contractor personnel shall possess the necessary technical skills, certifications, and field experience to perform electrical, utility, and related maintenance and repair services as authorized under this Agreement. c. Licenses At the time of proposal submittal and throughout the term of the Agreement, the Contractor shall possess and maintain all licenses required to perform the Work, including: limited to: o - o - and, Class -for utility maintenance and repair services; and/or; o If selected, the Contractor shall maintain a valid City of Seal Beach business license for the duration of the Agreement. All personnel operating vehicles or specialized equipment shall possess valid and appropriate California driver licenses and certifications as required by law. d. Knowledge and Experience of the electrical and/or utilities maintenance and repair industries, as applicable to the assigned Work. Personnel shall have sufficient experience to perform services safely, efficiently, and in full compliance with applicable codes, standards, and regulations. 15 EQUIPMENT The Contractor shall furnish all equipment, tools, vehicles, materials, and incidentals necessary for the satisfactory performance of the Work. a. Vehicle and Equipment Maintenance All vehicles and equipment used in connection with this Agreement shall be maintained in safe, operable mechanical condition. Equipment shall comply with applicable safety regulations and shall be properly adjusted and maintained to ensure safe operation at all times. The City reserves the right to prohibit the use of equipment deemed unsafe, improperly maintained, or unsuitable for the Work. b. Storage of Equipment The Contractor shall be responsible for providing appropriate storage facilities for equipment and materials. Equipment shall not be stored within public rights-of-way or on City property without prior written authorization from the City. SUPERVISION The Contractor shall provide competent and continuous supervision of all Work performed under this Agreement. A designated foreman or authorized representative shall oversee daily operations, ensure quality workmanship, maintain schedules, and ensure compliance with all safety, licensing, and contract requirements. The designated supervisor shall: Be available during active Work operations; Serve as the primary point of contact for the City; Coordinate scheduling and respond to service requests or complaints; and Ensure that all Work is performed in accordance with the Contract Documents. Supervisory personnel shall have a minimum of five (5) years of relevant experience in electrical and/or utilities maintenance and repair, as applicable to the services being performed. Failure to provide adequate supervision may result in corrective action, withholding of payment, or termination in accordance with the Agreement. METHOD OF WORK The Contractor shall furnish all labor, supervision, materials, tools, equipment, transportation, traffic control, Work shall be completed in place, in a professional and workmanlike manner, and in accordance with the Contract Documents. The Contractor is solely responsible for means and methods of construction, maintenance, and repair operations, and shall perform all Work in a manner that ensures maximum safety to the public, City personnel, and Contractor staff. All Work shall comply with all applicable federal, state, and local laws, regulations, codes, standards, and manufacturer specifications, including but not limited to Cal-OSHA requirements, applicable Building Codes, the 16 City of Seal Beach Municipal Code, and any Agency Having Jurisdiction (AHJ). Failure to comply may result in suspension of Work, termination of the Agreement, or other remedies available to the City. The City reserves the right to stop Work, issue restraint or cease-and-desist orders, or require corrective action if unsafe practices, code violations, or contract noncompliance are observed. The Contractor shall maintain all work sites in a safe condition and shall protect the Work until final acceptance by the City. Any hazardous or unsafe condition encountered that is not caused by the Contractor shall be immediately reported to the City in writing. All debris, surplus materials, and waste shall be removed daily or as directed by the City and disposed of in accordance with applicable regulations. Upon completion, each site shall be left clean, safe, and in a presentable condition satisfactory to the City. TRAFFIC CONTROL The Contractor shall provide, install, and maintain all traffic control measures necessary to safely perform the Work and protect the public, workers, and adjacent properties. Traffic control shall be implemented in accordance with applicable City requirements and State standards, including the most current edition of the Work Area Traffic Control Handbook (WATCH Manual) and the California Manual on Uniform Traffic Control Devices (CA MUTCD), as applicable. Traffic control measures may include, but are not limited to, signage, cones, barricades, delineators, temporary lane closures, flaggers, and pedestrian accommodations. The Contractor shall be responsible for maintaining traffic control devices in proper working condition for the duration of the Work and for adjusting traffic control as necessary to address changing site conditions and ensure safe passage for vehicles, bicyclists, and pedestrians. Traffic control shall be implemented prior to commencement of Work and remain in place until completion and rates unless otherwise specified. Failure to properly implement traffic control measures shall constitute grounds for immediate suspension of Work. PROTECTION OF EXISTING FACILITIES AND PROPERTY The Contractor shall contact DigAlert and obtain all required utility markings prior to commencing any excavation activities. The Contractor shall coordinate with all applicable utility owners to identify the location of existing underground and aboveground facilities and shall verify utility locations as necessary to safely perform the Work. The Contractor shall take all necessary precautions to avoid damage to existing utilities, structures, and improvements. The Contractor shall also protect all public and private property not designated for removal or modification as part of the Work, including but not limited to utilities, streets, sidewalks, landscaping, irrigation systems, structures, and other improvement repaired or restored to the satisfaction of the City and the property owner at no additional cost to the City. 17 Nothing contained herein shall be construed as granting the Contractor exclusive use or occupancy of any public right-of-way, street, easement, or City property. The Contractor shall conduct operations in a manner that minimizes interference with public travel, City operations, and adjacent property access, and shall maintain safe access for residents, businesses, and emergency services at all times. COMMUNICATION AND EMERGENCY RESPONSE The Contractor shall provide the City with emergency contact information for at least two (2) qualified representatives authorized to respond to emergency conditions at any time during the term of the Agreement. During normal City business hours (7:30 A.M. to 5:30 P.M., Monday through Friday), the Contractor shall maintain personnel capable of directly responding to telephone and email inquiries. An answering service alone shall not satisfy this requirement. For emergency requests, the Contractor shall mobilize and arrive on site within three (3) hours of notification unless otherwise directed by the City. AUTHORIZATION OF WORK AND EMERGENCY RESPONSE All work performed under this Agreement shall be on a task-by-task basis and requires written authorization from the City prior to commencement, except in documented emergency situations. When requested by the City, the Contractor shall submit a written proposal describing the proposed scope of work, estimated labor hours, required materials and equipment, and anticipated schedule. The City reserves the right to review, negotiate, and approve the scope and pricing before issuing written authorization or a Notice to Proceed. The Contractor shall perform only the work authorized, and any work performed without City authorization shall be at the In situations where immediate action is necessary to protect public health, safety, or critical infrastructure, the City may authorize the Contractor to proceed with emergency work without a prior written task order. In such cases, the Contractor shall perform the work on a time-and-materials basis in accordance with the approved rate schedule and shall provide detailed documentation of labor, equipment, and materials used. All emergency work shall be executed safely, efficiently, and in compliance with applicable laws, codes, and regulations. This Agreement provides on-call services on an as-needed basis, and the City does not guarantee any minimum amount of work. The Contractor shall have no claim against the City for anticipated profits, overhead, mobilization, standby costs, or other damages PROGRESS OF WORK Time is of the essence. The Contractor shall prosecute the Work diligently and in an orderly manner and shall minimize service interruptions to the greatest extent feasible. Work at each location shall be completed prior to moving to another site unless otherwise approved by the City. Failure to make satisfactory progress may result in written notice to cure, withholding of payment, or termination. CHANGES AND EXTRA WORK The City reserves the right to modify, increase, decrease, or omit portions of the Work as deemed necessary. Such modifications shall not invalidate the Agreement. Extra Work shall not be performed without prior written authorization, except where immediate action is necessary to protect public health or safety. 18 If unit prices are not applicable, compensation for Extra Work shall be based on actual labor costs, verified material costs, and a markup not to exceed fifteen percent (15%), unless otherwise negotiated and approved in writing by the City. All time-and-materials work shall include a written not-to-exceed amount. INSPECTION AND ACCEPTANCE All Work is subject to inspection by the City. Acceptance shall occur only after the City determines that the Work complies fully with the Contract Documents. Acceptance of Work does not relieve the Contractor of responsibility for defective or nonconforming Work discovered within the applicable warranty or statutory period. RECORDS, INVOICING, AND PAYMENT Payment is subject to inspection and acceptance by the City. Contractors shall maintain detailed records of work performed, including dates, locations, quantities, and descriptions of services, and shall submit completed task documentation with each invoice. The Contractor shall maintain complete and accurate records of all Work performed, including location, description, labor hours, materials, equipment used, and dates of service. Signed Task Orders shall accompany each invoice. The Contractor shall retain all records for the duration of the Agreement and for three (3) years following its termination. If deficiencies are identified, the Contractor shall correct them within twenty-four (24) hours of written notice unless otherwise directed by the City. Failure to correct deficiencies may result in withholding of payment, back charges, or other remedies available under the Agreement. INSURANCE AND LICENSING Prior to commencement of any work, the Contractor shall provide proof of insurance coverage in the types and insurance. The Contractor shall maintain all required contractor licenses in good standing and shall obtain and maintain a valid City business license for the duration of the Agreement. XII. GENERAL CONDITIONS A. Signature The Proposal shall be signed by an individual authorized to bind the Contractor. B. Other Considerations: The City shall not be liable for any pre-contractual expenses incurred by any firm considering submitting a proposal in response to this RFP. 19 The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any firm responding to this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to obtain a business license and pay a business license tax. For more information, go to www.sealbeachca.gov. D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The Contractor shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Agreement to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising compliance with or failure to comply with applicable laws, including all applicable federal and state labor requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Contractor agrees that all public work (as defined in California Labor Code section (1720) performed Labor Code sections 1770 et seq. City makes no representation or statement that the project or any In all bid specifications, contracts and subcontracts for any such Public Work, Contractor shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or Contractor to pay not less than the said prevailing rate of wages to all workers employed by the contractor in the execution of this contract. The Contractor expressly agrees to comply with the penalty provisions of California Labor Code E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the Contractor and each subcontractor, if any, in the bid proposal. 20 EXHIBIT A FEE & COST PROPOSALS 21 FEE & COST PROPOSAL FOR DISCIPLINE A ON-CALL UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/material rates may be added as a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) EQUIPMENT NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE DESCRIPTION E1 Pick-Up Truck HOUR $ E2 Crew Truck HOUR $ E3 Flatbed Truck HOUR $ E4 Bed Trailer HOUR $ E5 Bobcat HOUR $ E6 Small Excavator HOUR $ E7 Medium Excavator HOUR $ 22 E8 Large Excavator HOUR $ E9 Backhoe HOUR $ E10 Dump Truck/Super 10 HOUR $ E11 Truck and Pup HOUR $ E12 Water Truck HOUR $ E13 Vactor Truck HOUR $ E14 Sweeper HOUR $ E15 Wheel Loader HOUR $ E16 Skip Loader HOUR $ E17 Air Compressor w/Jack Hammer HOUR $ E18 Hydraulic Breaker HOUR $ E19 Asphalt Paver HOUR $ E20 Concrete Mixer HOUR $ E21 Concrete Saw HOUR $ E22 Compaction Wheel HOUR $ E23 Wacker HOUR $ 23 E24 Vibratory Compactor HOUR $ E25 Generator HOUR $ LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Superintendent $ $ $ L2 Project Manager $ $ $ L3 Foreman/Operator $ $ $ L4 Foreman/Laborer $ $ $ L5 Operator $ $ $ L6 Laborer $ $ $ L7 Welder $ $ $ L8 Teamster $ $ $ L9 Pipelayer $ $ $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 24 FEE & COST PROPOSAL FOR DISCIPLINE B ON-CALL ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/equipment/material rates may be added/clarified with a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Electrician $ $ $ L2 Journeyman $ $ $ L3 Helper/Apprentice (non-Journeyman) $ $ $ L4 L5 L6 L7 25 EQUIPMENT NO. DESCRIPTION UNIT PRICE E1 Truck $ E2 Trailer $ E3 Power Generator $ E4 Forklift $ E5 $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 26 EXHIBIT B SAMPLE CONTRACT MAINTENANCE SERVICES AGREEMENT for On-Call (Utilities or Electrical) Maintenance and Repair Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & <Contractor Name> <Address> <City, State, Zip Code> <Phone Number> This Maintenance Services <DATE> (the <CONTRACTOR LEGAL NAME> Contractor <TYPE OF LEGAL ENTITY AND STATE OF FORMATION (e.g., a California corporation, partnership, limited liability company, sole proprietorship, etc.)> and 2 of 19 RECITALS A. City desires certain on-call emergency and unexpected task (utilities or electrical) maintenance and repair services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals on <DATE>, titled -Call Utilities and Electrical Maintenance, Repair and Emergency Contractor submitted a proposal dated <DATE> in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors <License #XXXXX, DIR XXXXXXX> and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those (utilities or electrical) maintenance and related repair in the Request for Proposals attached hereto as Exhibit A Proposal attached hereto as Exhibit B, and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A, Exhibit B, and this Agreement, this Agreement shall control. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake 3 of 19 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 and professional manner, and Contractor and Contractor Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.5. 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 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years expire at midnight on <DATE>, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from <DATE> through and including <DATE>, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from <DATE> through and including <DATE>, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and 3.0 Contractor 3.1. In consideration the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will the City pay more than the total not-to-exceed amount of $_____ (____ dollars and 00/100) <TOTAL CONTRACT AMOUNT> for the <Original> Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in 4 of 19 Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the <Original> Term. 3.3. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, i performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $____________ (_______ dollars) <MAXIMUM DOLLAR AMOUNT PAYABLE FOR EACH EXTENDED TERM> for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. Upon 24-hour notice from City, Contractor agents or representatives to inspect at Contractor business hours all records, invoices, time cards, cost control sheets and other records maintained by Contractor under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 5 of 19 6.1. Agreement. 6.2. <NAME> is the Contractor's primary representative for purposes of this Agreement. <NAME> shall be responsible during the term 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, California 90740 Attn: City Manager To Contractor: <Contractor> <Address> City, State, Zip Code> Attn: <Contractor Representative> 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 shall obtain and maintain during the Agreement term all necessary licenses, 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 personnel under Contractor supervision. Contractor will determine the means, methods, and details by which Contractor employees and other personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work 6 of 19 performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Contractor 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 not supervise any of employees supervise Contractor personnel. Contractor badge, identification number, or other information identifying such individual as an employee of City; and Contractor -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 require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Contractor review plans on file at City, pick up or deliver any work product related to Contractor 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 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 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 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 indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all 7 of 19 liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor . 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 failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor 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 , commencing at Government Code § 20000, as amended by the Public 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. 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 officials, officers, employees, servants, designated volunteers, and 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 ny provisions of this Section 10.0. This duty of indemnification is in addition to Contractor harmless as set forth in any other provision of this Agreement. Contractor indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Contractor covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information & developed or 8 of 19 received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court Contractor gives City notice of such court order or subpoena. 11.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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 or mean the right by City to control, direct or rewrite the response. 11.3. Contractor s under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Data & Documents Data & Documents 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. Contractor shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 12.2. Contractor hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 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 Written 9 of 19 Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a Data & Documents is violating 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 Data & Documents produced under this Agreement. In the event the use of any of the Written Products 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 Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents 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 Data & Documents 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 delegate any of its duties under this Agreement, either in whole or in part, without Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this assignment 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. 10 of 19 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 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. 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, personal injury and property damage; and if Commercial General Liability Insurance or 11 of 19 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. Insurance in the amount required 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, designated volunteers and those City agents acting 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, 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 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 Coverage. 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 30 days prior 12 of 19 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, 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 officials, officers, employees, agents, designated volunteers designated volunteers and 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 officials, officers, employees, agents. designated volunteers designated volunteers and 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, 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, 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 required by this and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives all rights of subrogation against City. 17.10. 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 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 expense, the premium thereon. Contractor shall promptly reimburse 13 of 19 City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor. 17.11. 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on 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 weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor full performance of Contractor o indemnify City under Section 18.0. 17.13. Broader Coverage/Higher Limits. 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. 17.14. Subcontractor Insurance Requirements. 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. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Contractor . 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, agents, employees, designated volunteers, successors, assigns and those City agents serving as in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses or injury of any nature whatsoever, in 14 of 19 law or equity, to persons or property, including bodily injury, death, personal injury, property damage, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the Liabilities 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, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this 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 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 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 subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor the legal liability thereof) in the performance of this Agreement, including the 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. 18.3. Not Limiting. Contractor indemnification obligations under this Section, or any other provision of this mpensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 15 of 19 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 or Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Contractor indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non-Discrimination 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, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor 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 -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 To the extent that this Agreement calls for services that, in whole or in part, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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 16 of 19 agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Governing Law 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. 25.0 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. 26.0 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. 27.0 Prohibited Interests; Conflict of Interest 27.1. 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 17 of 19 Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 27.2. 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. 27.3. 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. 28.0 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 ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of 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. 29.0 Corrections In addition to the indemnification obligations set forth above, Contractor shall review of Contractor 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 18 of 19 retention amount held by City or may withhold payment otherwise owed Contractor under this Agreement up to the amount of the cost of correction. 30.0 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 Services beyond the current fiscal year, this Agreement shall cover payment for Contractor 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. 31.0 Mutual Cooperation 31.1. . City shall provide Contractor with all pertinent Data, documents and other requested information as is reasonably available for Contractor 31.2. Contractor . In the event any claim or action is brought against City relating to Contractor under this Agreement, Contractor shall render any reasonable assistance that City requires. 32.0 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. 33.0 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 therewith. 34.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 35.0 Corporate Authority 19 of 19 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. 20 of 20 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: _________________________ Patrick Gallegos, City Manager Attest: By: _________________________ Gloria D. Harper, City Clerk Approved as to Form: By: _________________________ Nicholas Ghirelli, City Attorney CONTRACTOR: <Contractor>, a <INSERT TYPE OF ENTITY (e.g., a California corporation> By: __________________________ Name: __ Its: By: __________________________ Name: ___ Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the 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.) EXHIBIT A Request for Proposals for On-Call (Utilities or Electrical) Maintenance and Repair Services EXHIBIT B s Proposal EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by 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 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 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: compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before 12. For every subcontractor who will perform work on the project, Contractor shall be 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 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 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 duties of Contractor under this Section shall survive the termination of the Agreement. EXHIBIT B Contractor’s Proposal EXHIBIT C 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. MAINTENANCE SERVICES AGREEMENT for On-Call Utilities Maintenance, Repair and Emergency/Unexpected Task Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & Valverde Construction, Inc. 10936 Shoemaker Avenue Santa Fe Springs, CA 90670 (562) 906-1826 This Maintenance Services Agreement (“the Agreement”) is made as of June 22, 2026 (the “Effective Date”), by and between Valverde Construction, Inc. (“Contractor”), a California corporation and the City of Seal Beach (“City”), a California charter city, (collectively, “the Parties”). 2 of 23 RECITALS A. City desires certain on-call utilities maintenance, repair and emergency/ unexpected task services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals (“RFP”) on April 1, 2026, titled “On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services.” Contractor submitted a proposal dated May 6, 2026, in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors (License #276469, DIR #1000002110) and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those utilities maintenance, repair and emergency/unexpected task services (collectively “Services”) in the Request for Proposals attached hereto as Exhibit A, Contractor’s Proposal attached hereto as Exhibit B, and Terms for Compliance with California Labor Law Requirements (Exhibit C), all incorporated herein by this reference. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Agreement Documents; Order of Precedence. 1.2.1. The Agreement Documents include this Agreement itself, and all of the following: (i) Exhibit A (the Request for Proposal) (“RFP”), including all attachments and exhibits thereto; (iii) Exhibit B (Contractor’s accepted proposal, “Proposal”); and (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements). Exhibits A, B, and C are incorporated herein by this reference as though set forth in full. 3 of 23 1.2.2. In the event of any inconsistency or conflict between this Agreement and any Exhibit or other incorporated documents, the order of precedence shall be as follows: (i) this Agreement; and then (ii) Exhibit A (the RFP); and then (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements); and then (iv) Exhibit B (Proposal). In the event there is any conflict between the Agreement, on the one hand, and any of the Exhibits, the RFP or the Proposal on the other hand, the Agreement shall govern. 1.3. 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. 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 generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. The acceptance of Contractor’s work by City shall not operate as a release of Contractor from such standard of care and workmanship. 1.4. Compliance with Laws. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.5. Additional Services. Contractor will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. Original Term. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years (“Original Term”) and shall expire at midnight on June 30, 2029, unless sooner terminated or extended as provided by this Agreement. 2.2. Extensions. City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms of one year each (“extension”), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by City, the first extension shall have a term extending from July 1, 2029, through and including June 30, 2030, unless sooner terminated or extended pursuant to this Agreement. If timely elected by City, the second extension shall be from July 1, 2030, through and including June 30, 2031, unless sooner 4 of 23 terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor’s authorized representatives. 3.0 Contractor’s Compensation 3.1. Original Term. In consideration of Contractor’s performance of the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will City pay more than the total not-to-exceed amount of $600,000 (Six Hundred Thousand dollars and 00/100) for the Original Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the Original Term. 3.3. Extensions. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, in consideration of Contractor’s performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $200,000 (Two Hundred Thousand dollars) for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 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 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 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. 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5 of 23 5.1.2. This Agreement may be terminated by City upon 10 days’ notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.2. Termination by 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 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 immediately upon the effective termination date set forth in the notice of termination. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 11.1 of this Agreement) and all other documents, writings, and/or deliverables produced or developed pursuant to this Agreement. Provided that Contractor is not then in breach, City shall pay Contractor all undisputed amounts for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If said termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by City and 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 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 City’s representative for purposes of this Agreement. 6.2. Joe Valverde is the Contractor's primary representative for purposes of this Agreement. Joe Valverde shall be responsible during the term 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 6 of 23 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211-8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: Valverde Construction, Inc. 10936 Shoemaker Avenue Santa Fe Springs, CA 90670 Telephone: (562) 244-4941 Email: joev@valverdecont.com Attn: Joe Valverde 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, 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 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 7 of 23 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, 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, 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. This duty of indemnification is in addition to Contractor’s duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor’s 8 of 23 covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. 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 § 20000, as amended by the Public Employees’ Pension Reform Act of 2013 (“PEPRA”), as amended from time to time. 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, 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. This duty of indemnification is 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 and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Ownership of Work Product 11.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or electronic files, other media of any kind whatsoever, and any other documents and written material of any kind, created, developed, or used 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, 9 of 23 shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without 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 of the Work Product. 11.2. 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 11.1. 11.3. 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 for any purpose. Contractor shall defend, indemnify and hold City, its elected and appointed officials, officers, employees, agents, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City’s use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. 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: (i) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (ii) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.4. Upon expiration or termination of the Agreement, 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. 10 of 23 12.0 Confidentiality 12.1. 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 11.1) and/or any other data, documents, writings, discussion or other information created, developed, received or provided by Contractor for performance of this Agreement are confidential unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such Work Product, or other data, documents, writings, discussion or other information to persons or entities other than City without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, and/or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the geographical boundaries of City. Response to a subpoena or court order shall not be considered “voluntary,” provided Contractor gives City timely notice of such court order or subpoena. 12.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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. 12.3. Contractor’s covenants and obligations under this Section shall survive the termination or expiration of this Agreement. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City, and any subcontracting shall be at Contractor’s sole cost and expense. Contractor is fully responsible to City for the performance of any and all subcontractors. Authorized subcontracts, if any, shall contain a provision making the subcontractor subject to all terms, requirements, and provisions of this Agreement. 11 of 23 14.0 Prohibition Against Assignment or Delegation Contractor shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. Any purported assignment or delegation in violation of this Section 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. 12 of 23 17.0 Insurance 17.1. General Requirements. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to City that Contractor has secured all insurance required under this Section. 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, with a minimum limit of $2,000,000 per occurrence for bodily injury, death, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its officers, directors, managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance. with a minimum limit of $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers’ Compensation Insurance in the amount required by law; and Employer’s Liability Insurance with a minimum limit of $1,000,000 per accident and in the aggregate for bodily injury or disease. 17.2.4. Professional Liability (or Errors and Omissions Liability) Insurance: Consultant shall maintain professional liability (or errors and omissions liability) insurance that covers the Services to be performed in connection with that task order under this Agreement, with limits minimum limits no less than $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a “claims made” policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. 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. 13 of 23 17.4. Additional Insureds. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of 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, volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which 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 Coverage. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, servants, agents, volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non-Contributing. Coverage shall be primary insurance as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in 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, 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. Each insurance policy 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, volunteers and those City agents serving as independent contractors in the role of City officials. 14 of 23 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: (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials; or (ii) 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 required by this Agreement shall expressly waive the insurer’s right of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may 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 weeks prior to the expiration of the coverages. 15 of 23 17.13. Indemnity Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 17.14. Broader Coverage/Higher Limits. .No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. Contractor may also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. If 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. 17.15. Subcontractor Insurance Requirements/Pass-Through Clause. 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. 17.16. 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. 18.0 Indemnification, Hold Harmless, and Duty to De fend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, indemnify and hold harmless City, its elected and appointed officials, officers, attorneys, employees, agents, servants, volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees” in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys’ fees and costs of defense (collectively “Claims”), in law or in equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, to the extent arising out of, pertaining to, or relating to, in whole or in part, the breach of this 16 of 23 Agreement and/or the negligence, recklessness or willful misconduct of Consultant and/or its officers, agents, servants, employees, contractors subcontractors, subconsultants and/or their officers, directors, agents, servants or employees (or any entity or individual for whom Consultant shall bear the legal liability) in the performance of design professional services under this Agreement by a “design professional,” as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant exceed Consultant’s proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens or losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, in any manner arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, and/or any acts, errors, omissions, negligence, or willful misconduct of Consultant, its officers, agents, servants, employees, contractors, subcontractors, subconsultants, materialmen, or suppliers, or their officers, agents, servants or employees (or any entity or individual for whom Consultant shall bear legal liability) in the performance of the Services and/or this Agreement , except to the extent the Liabilities arise from the active or sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. Consultant 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. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.2. Contractor shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. 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 indemnity agreements, Contractor shall be fully responsible 17 of 23 and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims and/or Liabilities in law or equity, whether actual, alleged or threatened, to the extent arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, any acts, omissions, negligence or willful misconduct of Contractor’s subcontractor, subconsultant, or other person or entity, and its officers, directors, managers, affiliates, agents, servants, employees, materialmen, contractors, subcontractors and/or subconsultants, and/or their officers, directors, managers, affiliates, agents, servants or employees (or any other entity or individual for whom Contractor’s subcontractor, subconsultant and/or such other person or individual shall bear legal liability) in the performance of the Services or this Agreement, except to the extent the Claims and/or Liabilities arise from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 18.4. Workers’ Compensation Acts Not Limiting. 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 its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, servants, volunteers and those City agents serving as independent contractors in the role of City officials. 18.5. Indemnification Not Limited by Insurance. Procurement of insurance by Contractor is not and shall not be construed as a limitation of Contractor’s liability, or as a waiver of or limitation on full performance of Contractor’s duties of defense and indemnification, under this Section 18.0 or under any other provision of this Agreement. Contractor’s defense and indemnification obligations under this Agreement shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims asserted against City or any of the other Indemnitees as defined in this Section 18.0, and Contractor’s defense and indemnification obligations under this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, City, or any of the other Indemnitees. 18.6. Survival of Terms. Contractor’s covenants 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 covenants that it shall not discriminate, harass or retaliate against any of its employees, applicants for employment, contractors, subcontractors or consultants because of or on account of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national 18 of 23 origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by law. Contractor further covenants that in the performance of this Agreement, Contractor shall not discriminate, harass or retaliate against City, its elected or appointed officials, officers, employees, agents, servants, volunteers, any City agents serving as independent contractors in the role of City officials, and/or any City consultants, contractors, subcontractors, or subconsultants on any basis prohibited by law 20.0 Labor 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 To the extent that this Agreement calls for services that, in whole or in part, constitute “public works” as defined in the California Labor Code, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Government Code Claim Compliance In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Contractor. If no 19 of 23 such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a lawsuit against City. 25.0 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. 26.0 Non-Exclusive Agreement Contractor acknowledges that City may enter into agreements with other consultants for services encompassed by or similar to the services that are subject to this Agreement or may have its own employees perform services encompassed by or similar to those services contemplated by this Agreement. 27.0 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. 28.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (i) effective unless it is in writing and signed by the Party making the waiver, (ii) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (iii) deemed to constitute a continuing waiver unless the writing expressly so states. 29.0 Prohibited Interests; Conflict of Interest 29.1. 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 20 of 23 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. 29.2. 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. 29.3. 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. 30.0 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 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 officers, directors, managers, affiliates, employees, agents, and subcontractors 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 officers, directors, managers, affiliates, employees, agents and subcontractors. 31.0 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 21 of 23 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. 32.0 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. 33.0 Mutual Cooperation 33.1. 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. 33.2. Contractor’s Cooperation. Contractor agrees to work closely and cooperate fully with City’s representative and any other agencies that may have jurisdiction or interest in the work to be performed. In the event any claim or action is brought against City relating to Contractor’s performance of Services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires. 34.0 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. 35.0 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. 22 of 23 36.0 Recitals City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 37.0 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. 38.0 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. EXHIBIT A Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services City of Seal Beach Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services RFP responses to be received until 2:00 P.M., May 6, 2026 in the Public Works Department ATTN: Sean Sabo, Management Analyst Approved for Advertising: Iris Lee Director of Public Works Date Issued: March 31, 2026 ii Table of Contents I. INTRODUCTION II. GENERAL REQUIREMENTS III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES IV. DISCIPLINE B ELECTRICAL MAINTENANCE, REPAIR AND EMEREGENCY SERVICES V. PRE-PROPOSAL QUESTIONS VI. SCHEDULE VII. SUBMITTAL REQUIREMENTS VIII. FEE AND COST PROPOSAL IX. INTERVIEW X. SELECTION PROCESS XI. SPECIAL PROVISIONS XII. GENERAL CONDITIONS EXHIBIT A Cost Proposals EXHIBIT B Sample Contract 3 REQUEST FOR PROPOSALS FOR ON-CALL UTILITIES AND ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES ALL INTERESTED PARTIES MUST ACCESS RFP DOCUMENTS VIA PLANETBIDS. COMMUNICATION AND ADDENDA, IF ANY, WILL BE DISTRIBUTED TO REGISTERED PARTIES VIA PLANETBIDS. I. INTRODUCTION The City of Seal B water, wastewater, storm water, and electrical systems serving municipal buildings, pump stations, wells, reservoirs, and related public works assets. The City is soliciting proposals from qualified contractors to provide on-call utilities and electrical maintenance and repair services, which may include routine, emergency, and unanticipated work assignments under two distinct disciplines: Discipline A Utilities Maintenance, Repair and Emergency Services Discipline B Electrical Maintenance, Repair and Emergency Services Proposers may submit qualifications for one or both disciplines. The City intends to award one or more on-call agreements with qualified contractors within each discipline to ensure adequate availability, specialized expertise, and timely response capability. Work may include routine maintenance, emergency repairs, and unforeseen infrastructure failures requiring immediate response. Contractors shall provide all labor, materials, tools, equipment, transportation, supervision, and incidentals necessary to complete assigned work. The anticipated term of each agreement is three (3) years, with the option to extend for two (2) additional one- year periods at the sole discretion of the City. Due to the as-needed nature of these services, no minimum amount of work is guaranteed, even if awarded. The scope, schedule, and cost for each requested task will be authorized on a task order basis. The City reserves the right to solicit competitive proposals among awarded contractors within a discipline or to separately bid any project at its discretion. II. GENERAL REQUIREMENTS (APPLICABLE TO ALL DISCIPLINES) Licensing and Experience proposing at the time of proposal submittal and must maintain the license in good standing for the duration of the Agreement. 4 All proposers shall demonstrate a minimum of ten (10) years of relevant maintenance and repair experience in the applicable discipline. Contractors must be registered with the Department of Industrial Relations (DIR) and must obtain and maintain a valid City of Seal Beach business license upon award. Safety and Regulatory Compliance All work performed under this contract shall comply with all applicable federal, state, and local laws, regulations, codes, and standards. This includes, but is not limited to, requirements established by: Applicable American Public Works Association standards Applicable American Water Works Association (AWWA) standards Applicable Building and Electrical Codes California Division of Occupational Safety and Health (Cal-OSHA) California Manual on Uniform Traffic Control Devices (CA MUTCD) County of Orange standards City of Seal Beach Cross-Connection Control Policy Handbook (CCCPH) standards City of Seal Beach Standard Plans and Specifications Environmental and air quality regulations Equipment manufacturer specifications National Association of Sewer Service Companies (NASSCO) National Pollutant Discharge Elimination System (NPDES) Other Agencies Having Jurisdiction (AHJ) Standard Specifications for Public Works Construction (Green Book, latest edition) Work Area Traffic Control Handbook (WATCH Manual) The Contractor shall conduct all operations in a manner that provides maximum safety to the public, City personnel, and Contractor staff. Service Response Requirements The Contractor shall provide emergency response services when requested by the City. Emergency situations may include utility failures, electrical system failures, hazardous conditions, or other unforeseen infrastructure issues requiring immediate attention. Unless otherwise directed by the City, the Contractor shall mobilize personnel and equipment within three (3) hours of notification for emergency service requests. For non-emergency work assignments, the Contractor shall respond to City service requests within one (1) business day, unless otherwise directed by the City. The Contractor shall coordinate scheduling with the City to ensure timely completion of assigned tasks. Compensation and Billing Separate rate sheets shall be submitted for each discipline. Compensation shall be based on the approved rate sheet and negotiated task order pricing. Labor charges shall apply to time spent performing work at the job site unless otherwise approved in writing. Travel time is not compensable unless expressly authorized. Materials shall be reimbursed at actual documented cost plus a markup not to exceed fifteen percent (15%). Supporting documentation shall be provided with each invoice. 5 If the City determines that the Contractor has not satisfactorily performed the Work, payment may be withheld until the Work is completed to the satisfaction of the City. The City shall certify that the Work has been inspected and accepted prior to payment. The Contractor shall be responsible for timely payment of subcontractors, material suppliers, workers, and vendors. Working Hours Unless otherwise authorized by the City, work shall be performed during normal City business hours. Normal working hours for non-emergency work shall generally be between 7:30 a.m. and 5:30 p.m., Monday through Friday. Work performed outside of normal working hours, including nights, weekends, or holidays, may require approved rate schedule. Except in documented emergencies involving immediate risk to public health, safety, or critical infrastructure, the Contractor must obtain prior approval from the City before commencing work outside of normal working hours. Staffing and Crew Requirements The Contractor shall maintain an adequate workforce to perform the services required under this Agreement. Field work shall be performed by a crew consisting of at least two experienced and properly qualified employees unless otherwise approved by the City. The Contractor shall ensure sufficient staffing is available to meet required emergency response timeframes. Upon request, the Contractor shall provide a listing of employees assigned to a task order, including names, dates worked, and hours worked for each date. Equipment Availability The Contractor shall provide, with its Proposal, a list of equipment owned or otherwise immediately available for use in performing the Work. The Contractor shall ensure that all equipment is properly maintained, suitable for the intended work, and compliant with applicable safety regulations. Subcontractors If subcontractors are proposed, the Contractor shall include a list of subcontractors with the Proposal. The Contractor shall remain fully responsible for the performance, safety compliance, and legal compliance of all subcontractors. The City reserves the right to request additional information or references for any proposed subcontractor. Prevailing Wage Compliance Work is subject to California prevailing wage requirements (see General Conditions). Rates and Safety Equipment All hourly rates and unit prices submitted shall be fully burdened and shall include supervision, overhead, profit, safety equipment, and all incidental costs necessary to complete the work. For emergency work, hourly rates shall apply only to actual time spent performing work at the job site. Travel time shall not be compensable unless expressly authorized in writing by the City. Site Investigation Prior to the proposal due date, prospective Contractors may inspect City facilities and work locations to familiarize 6 themselves with site conditions. City representatives will be available to answer questions upon request. III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES A. System Overview system provides service to approximately 5,500 customers through approximately 68 miles of transmission and distribution pipeline ranging from 4 inches to 20 inches in diameter. Pipelines are constructed of cast iron, asbestos cement, PVC, reinforced concrete cylinder pipe, and cement mortar-lined and coated steel pipe. The water system also includes three (3) active wells, two (2) reservoirs, two (2) booster pump stations, and an imported water supply connection. The wastewater collection system includes approximately 181,000 linear feet of gravity sewers, 15,000 linear feet of force mainlines, 780 manholes, and six (6) pump stations. The storm water system includes approximately eight (8) miles of reinforced concrete pipelines, 230 catch basins, one (1) City-owned pump station, and related drainage infrastructure. B. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or C-34 (Pipeline) and C-42 (Sanitation System) issued by the Contractors State License Board at the time of proposal submittal and shall maintain the license for the duration of the Agreement. C. Scope of Services Under this discipline, the Contractor shall provide all labor, supervision, equipment, traffic control, materials, tools, safety equipment, and incidental work necessary to perform on-call maintenance and repair of water, wastewater, and stormwater infrastructure. Work may include, but is not limited to, excavation and trenching, pavement removal and restoration, backfill and compaction, welding, removal and disposal of materials, traffic control implementation, and restoration of damaged improvements. Services may include installation, repair, and replacement of pipelines, valves, meters, vaults, manholes, pump station components, backflow devices, fire connections, catch basins, and related utility infrastructure. Work may require temporary water service installation, sewer bypass pumping, dewatering, shoring, asbestos cement pipe handling and disposal, and regulatory compliance related to NPDES and other environmental requirements. D. Construction and Field Requirements Traffic Control Traffic control shall be provided in accordance with the Special Provisions. Protection of Existing Facilities and Property 7 The Contractor shall locate and protect all existing utilities, infrastructure, and adjacent public and private property during the performance of the Work. The Contractor shall coordinate with utility owners and comply with all utility notification requirements. Detailed requirements are provided in the Special Provisions. Temporary Water Service When maintenance or repair activities require interruption of existing water or sewer service, the Contractor shall provide, install, operate, and maintain temporary systems necessary to ensure continuity of service to affected customers. Temporary utility systems shall be installed and maintained in a safe and reliable manner and in compliance with applicable federal, state, and local regulations. Where water service disruptions occur, the Contractor shall furnish and install temporary potable water service systems as necessary to maintain service, and shall comply with latest AWWA standards. Temporary systems may include above-ground piping, hoses, service connections, valves, and meters. All temporary water service systems shall be equipped with an approved backflow prevention device installed in accordance with the City Cross-Connection Control Policy Handbook (CCCPH) standards and applicable local regulations. Backflow prevention assemblies shall be properly installed and maintained for the duration of the temporary service to protect the potable water supply. All materials used for temporary water service shall be approved for potable water use and installed in a manner that protects the public and prevents damage from traffic or construction activities. Temporary water systems shall be properly secured, maintained throughout their use, and disinfected or flushed where required Utilities Division staff prior to being placed into service. All temporary utility systems shall remain in service until permanent utilities have been restored. Upon completion of the work, the Contractor shall remove all temporary facilities and restore affected areas to their original or better condition. Sanitary Sewer Overflow Prevention Where sewer lines must be taken out of service, the Contractor shall provide temporary bypass pumping systems sufficient to maintain continuous wastewater conveyance and prevent sanitary sewer overflows. Bypass systems shall be appropriately sized for anticipated flows and shall include pumps, piping, power supply, and backup equipment necessary to maintain uninterrupted operation. The Contractor shall monitor bypass systems during operation and respond promptly to any malfunction or failure. The Contractor shall maintain a minimum of one backup pump per operating pump, on site, throughout the duration of any sewage pumping procedure. The Contractor shall be responsible for properly designing, installing, operating, and maintaining all temporary sewer bypass systems necessary to prevent sanitary sewer overflows during the performance of the Work. The Contractor shall immediately notify the City of any bypass system failure, spill, or overflow condition. Any system shall be the responsibility of the Contractor, including all required containment, cleanup, reporting assistance, and restoration activities necessary to address the incident. Shoring and Trench Safety The Contractor shall provide all necessary trench protection systems, including shoring, shielding, sloping, or other protective measures, in accordance with applicable Cal-OSHA excavation safety regulations and all other relevant safety standards. Trench protection systems shall be designed, installed, maintained, and removed in accordance with regulatory requirements to ensure the safety of workers, the public, and adjacent improvements. 8 The Contractor shall be responsible for evaluating site conditions, including soil classification, groundwater conditions, trench depth, and surcharge loads, and selecting appropriate protective systems accordingly. All trenching and excavation operations shall comply with applicable safety regulations, and the Contractor shall ensure that excavation areas are properly secured and protected from hazards throughout the duration of the work. Asbestos Cement Pipe Existing utility infrastructure may include Asbestos Cement Pipe (ACP). When ACP is encountered, the Contractor shall perform all handling, removal, and disposal activities in accordance with applicable environmental and safety regulations. Personnel performing this work shall possess all required training and certifications. Utility Damage Responsibility The Contractor shall be responsible for any damage to existing utilities, facilities, or improvements resulting utility markings are approximate and are provided for informational purposes only. The Contractor shall verify utility locations as necessary and shall exercise due care during excavation and construction activities. Any utilities, facilities, or improvements damaged by the Contractor shall be immediately reported to the City of the City and the utility owner. Site Cleanup and Restoration The Contractor shall maintain work areas in a clean, safe, and orderly condition at all times. Debris, excess materials, and waste generated during the Work shall be promptly removed and disposed of in accordance with applicable regulations. Upon completion of the Work, the Contractor shall remove all equipment, temporary facilities, and construction materials from the site and shall restore all disturbed surfaces, including pavement, sidewalks, landscaping, and other improvements, to equal or better condition to the satisfaction of the City. Stormwater Pollution Prevention The Contractor shall comply with all applicable National Pollutant Discharge Elimination System (NPDES) stormwater regulations and permit requirements during the performance of the Work. The Contractor shall implement and maintain appropriate Best Management Practices (BMPs) to prevent sediment, debris, construction materials, and other pollutants from entering the storm drain system or nearby waterways. BMPs may include, but are not limited to, inlet protection, sediment control devices, spill prevention measures, proper material storage, and erosion control practices. The Contractor shall regularly inspect and maintain BMPs throughout the duration of the Work and shall promptly address any deficiencies or releases to ensure compliance with all applicable stormwater quality requirements. IV. DISCIPLINE B ELECTRICAL MAINTENANCE AND REPAIR SERVICES A. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or Class C- 9 B. Scope of Services Under this discipline, the Contractor shall provide on-call electrical maintenance and repair services for municipal facilities and utility infrastructure, including wells, pump stations, lighting, and related infrastructure. Services may include troubleshooting, repair, replacement, installation, testing, and inspection of electrical systems and components, including panels, controls, wiring, conduits, lighting systems, motors, pumps, transmission systems, and associated equipment necessary to maintain safe and reliable operations. All electrical work shall comply with the National Electrical Code, California Electrical Code, Standard Specifications for Public Works Construction (latest edition), City standards and provisions, Caltrans Standard Specifications where applicable, and all Agencies Having Jurisdiction. V. PRE-PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Sean Sabo Management Analyst Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 The City will respond to all questions and requests for clarification received by April 13, 2026. VI. SCHEDULE The following dates reflect the anticipated schedule: Request for Proposal Solicitation 3/31/2026 Pre-Proposal Question Deadline 4/28/2026 Proposal Submittal Deadline 5/6/2026, 2:00p.m. Contractor Interviews (if conducted) May 2026 Contract Award by City Council June 2026 Notice to Proceed June 2026 VII. SUBMITTAL REQUIREMENTS Acceptance of Submittals Proposals are due by 2:00 PM on May 6, 2026 to the following. Postmarks will not be accepted. Sean Sabo Management Analyst Department of Public Works 211 Eighth Street 10 Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 Please submit one (1) unbound original, two (2) bound hard copies, and one (1) electronic copy of the Contractor (s). Proposals received after the date and time listed above will not be accepted or considered for this Project. Firms proposing to provide services in both disciplines (utilities and electrical) shall submit separate proposals for each discipline. Each proposal shall be complete and stand on its own, clearly identifying the applicable discipline. There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or proprietary will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected Contractor. All property rights, including publication rights of all reports produced by the selected Contractor in connection with services performed under this Agreement shall be vested in the City. Protest procedures and dispute resolution process shall follow 2 CFR Part 200.318(k), 23 CFR 172.5(c)(18). Information to be Submitted Maximum page limit: 35 pages per proposal. The following information shall be provided, at a minimum: Cover Letter Table of Contents Company Qualifications Local Staffing List Understanding/Approach References List of Subcontractors Sample Letter Proposal Cost Proposal Exceptions Business Entity Contract Signatories Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, clearly identify the discipline being applied for, this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. 11 Company Qualifications: Provide a summary of the Contractor experience. Local Staffing List: Provide an organizational chart showing the names, positions, responsibilities, and availability of the individual(s) that would be assigned to this Agreement, including sub-Contractors. Identify the individual(s) authorized to negotiate the contract on behalf of the and the Contractor manager. Understanding/Approach: Describe the Contractor Work requested in this RFP, any key issues that may need special attention. Describe how the Contractor will approach the scope of services and each task needed to complete the project. Any task assumptions and/or exclusions shall be clearly identified. References: Contractor should provide a minimum of five (5) references from public agencies the Contractor has performed work for within the last five (5) years. Information shall include, at a minimum: Agency name Scope of work and/or services provided, prime/sub-Contractor. Project outcome Construction value Dates Client project manager name, valid telephone number, and email List of Subcontractors: Contractor will be required to provide a list of subcontractors that it intends to use. each subcontractor, at a minimum. Subcontractor must comply with all applicable licensing requirements. Sample Letter Proposal: Contractor will be required to submit a sample letter proposal providing a template of how the Contractor intends to respond to each Work request. Fee & Cost Proposal: Contractors shall submit a separate Cost Proposal for each discipline for which they are proposing services. Contractors may submit proposals for one or both disciplines; however, each discipline shall include its own complete Cost Proposal and rate schedule submitted as part of a standalone proposal. Fee & Cost Proposal for Discipline X On-Call (Utilities or Electrical) Maintenance, Repair and Emergency Services identify the applicable discipline (Discipline A Utilities Maintenance and Repair Services and/or Discipline B Electrical Maintenance and Repair Services). The Cost Proposal shall include proposed labor classifications, hourly labor rates, and equipment rates, necessary to perform the services described in this Request for Proposals. Contractors may include additional labor classifications or equipment rates beyond those identified in Exhibit A if necessary to support the proposed services. Any additional classifications or rates shall be clearly identified in the submitted rate schedule. The Method of Payment of the Contract will be Time and Material. 12 Exceptions: The Contractor shall review this RFP and attached sample contract. Exceptions to any portion of not constitute City concurrence and acceptance. Exceptions may be negotiated with the top-ranked firm. Business Entity: Clearly indicate the registration number for the prime/sub-Contractor, and provide the Contractor and sub- information. Contract Signatories: Provide the two binding signatories for the firm, pursuant to California Corporation Code Section 313. VIII. FEE AND COST PROPOSAL In preparing the fee and cost proposal for this project, the Contractor shall take into consideration the following: 1. Compensation for services, and any optional tasks, provided will be on a time-and-materials. 2. Fee proposal and billing rates shall remain effective for the term of the Agreement. Any anticipated billing/rate adjustments shall be clearly identified in the Proposal and shall not be made more than once each calendar year. 3. -timing, billing rates for all classifications of staff likely to be involved shall be included with the fee proposal along with the mark-up rate for any non-labor expenses and sub-Contractors. Any anticipated fee adjustments shall be clearly noted. 4. If applicable and necessary, the City will negotiate the final fee with the top-ranked Contractor. IX. INTERVIEW Top ranked Contractor team(s) may be interviewed by the selection committee. Proposed key personnel from X. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. Since this solicitation is an RFP as opposed to a Bid, pricing alone will not constitute the entire selection criteria. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. 13 POTENTIAL EVALUATION CRITERIA 1. Completeness of Response (Pass/Fail) Responses to this RFP must be complete. Responses that do not include the proposal content requirements identified within this RFP and subsequent addenda and do not address each of the requested items will be considered incomplete, may be rated a Fail in the Evaluation Criteria, and may receive no further consideration. 2. Qualifications & Experience (35 points) a. Local Presence - respond in emergencies and effectively conduct the . b. Relevant experience, specific qualifications, and technical expertise of the Contractor and sub-Contractors to perform the work. c. Quality of references from at least five (5) agencies the Contractor currently or have previously consulted for in the past five (5) years. 3. Organization & Approach (35 points) a. requested Work. b. emergency and/or non-emergency Work. c. services without the compromise of quality, cost, and/or time. d. -perform the requested Work, or form a quality sub-contracting team. e. the nature of public sector work and its decision-making process. f. Maintenance Agreement. 4. Fee (30 points) a. Fee & Cost proposal b. Quality of sample letter proposal The City reserves the right to determine whether or not a proposal meets the specifications and requirements requirements. The City reserves the right to reject any and all proposals. The City reserves the right to put non-emergency and pre-planned projects out for formal bidding. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: interviews with the top candidates; conduct on- Contractors should be aware that award may be made without Contractor visits, interviews, or further discussion or negotiations. 14 XI. SPECIAL PROVISIONS (Applicable to All Disciplines Unless Otherwise Noted) PERSONNEL The Contractor shall furnish all labor necessary for the satisfactory performance of the Work described in this Agreement. All personnel assigned under this contract shall be properly trained, qualified, and experienced in performing the types of maintenance, repair, installation, inspection, and emergency response services required under this RFP. a. All employees shall adhere to professional standards of appearance and conduct while performing Work within the City. Personnel shall wear appropriate work attire and all personal protective equipment required by federal and state safety regulations. Clothing and gear shall be worn in accordance with applicable safety standards at all times. The City reserves the right to require removal and replacement of any employee whose conduct, workmanship, or performance is deemed unsatisfactory, unsafe, or inconsistent with the requirements of this Agreement. b. Typical Tasks Contractor personnel shall possess the necessary technical skills, certifications, and field experience to perform electrical, utility, and related maintenance and repair services as authorized under this Agreement. c. Licenses At the time of proposal submittal and throughout the term of the Agreement, the Contractor shall possess and maintain all licenses required to perform the Work, including: limited to: o - o - and, Class -for utility maintenance and repair services; and/or; o If selected, the Contractor shall maintain a valid City of Seal Beach business license for the duration of the Agreement. All personnel operating vehicles or specialized equipment shall possess valid and appropriate California driver licenses and certifications as required by law. d. Knowledge and Experience of the electrical and/or utilities maintenance and repair industries, as applicable to the assigned Work. Personnel shall have sufficient experience to perform services safely, efficiently, and in full compliance with applicable codes, standards, and regulations. 15 EQUIPMENT The Contractor shall furnish all equipment, tools, vehicles, materials, and incidentals necessary for the satisfactory performance of the Work. a. Vehicle and Equipment Maintenance All vehicles and equipment used in connection with this Agreement shall be maintained in safe, operable mechanical condition. Equipment shall comply with applicable safety regulations and shall be properly adjusted and maintained to ensure safe operation at all times. The City reserves the right to prohibit the use of equipment deemed unsafe, improperly maintained, or unsuitable for the Work. b. Storage of Equipment The Contractor shall be responsible for providing appropriate storage facilities for equipment and materials. Equipment shall not be stored within public rights-of-way or on City property without prior written authorization from the City. SUPERVISION The Contractor shall provide competent and continuous supervision of all Work performed under this Agreement. A designated foreman or authorized representative shall oversee daily operations, ensure quality workmanship, maintain schedules, and ensure compliance with all safety, licensing, and contract requirements. The designated supervisor shall: Be available during active Work operations; Serve as the primary point of contact for the City; Coordinate scheduling and respond to service requests or complaints; and Ensure that all Work is performed in accordance with the Contract Documents. Supervisory personnel shall have a minimum of five (5) years of relevant experience in electrical and/or utilities maintenance and repair, as applicable to the services being performed. Failure to provide adequate supervision may result in corrective action, withholding of payment, or termination in accordance with the Agreement. METHOD OF WORK The Contractor shall furnish all labor, supervision, materials, tools, equipment, transportation, traffic control, Work shall be completed in place, in a professional and workmanlike manner, and in accordance with the Contract Documents. The Contractor is solely responsible for means and methods of construction, maintenance, and repair operations, and shall perform all Work in a manner that ensures maximum safety to the public, City personnel, and Contractor staff. All Work shall comply with all applicable federal, state, and local laws, regulations, codes, standards, and manufacturer specifications, including but not limited to Cal-OSHA requirements, applicable Building Codes, the 16 City of Seal Beach Municipal Code, and any Agency Having Jurisdiction (AHJ). Failure to comply may result in suspension of Work, termination of the Agreement, or other remedies available to the City. The City reserves the right to stop Work, issue restraint or cease-and-desist orders, or require corrective action if unsafe practices, code violations, or contract noncompliance are observed. The Contractor shall maintain all work sites in a safe condition and shall protect the Work until final acceptance by the City. Any hazardous or unsafe condition encountered that is not caused by the Contractor shall be immediately reported to the City in writing. All debris, surplus materials, and waste shall be removed daily or as directed by the City and disposed of in accordance with applicable regulations. Upon completion, each site shall be left clean, safe, and in a presentable condition satisfactory to the City. TRAFFIC CONTROL The Contractor shall provide, install, and maintain all traffic control measures necessary to safely perform the Work and protect the public, workers, and adjacent properties. Traffic control shall be implemented in accordance with applicable City requirements and State standards, including the most current edition of the Work Area Traffic Control Handbook (WATCH Manual) and the California Manual on Uniform Traffic Control Devices (CA MUTCD), as applicable. Traffic control measures may include, but are not limited to, signage, cones, barricades, delineators, temporary lane closures, flaggers, and pedestrian accommodations. The Contractor shall be responsible for maintaining traffic control devices in proper working condition for the duration of the Work and for adjusting traffic control as necessary to address changing site conditions and ensure safe passage for vehicles, bicyclists, and pedestrians. Traffic control shall be implemented prior to commencement of Work and remain in place until completion and rates unless otherwise specified. Failure to properly implement traffic control measures shall constitute grounds for immediate suspension of Work. PROTECTION OF EXISTING FACILITIES AND PROPERTY The Contractor shall contact DigAlert and obtain all required utility markings prior to commencing any excavation activities. The Contractor shall coordinate with all applicable utility owners to identify the location of existing underground and aboveground facilities and shall verify utility locations as necessary to safely perform the Work. The Contractor shall take all necessary precautions to avoid damage to existing utilities, structures, and improvements. The Contractor shall also protect all public and private property not designated for removal or modification as part of the Work, including but not limited to utilities, streets, sidewalks, landscaping, irrigation systems, structures, and other improvement repaired or restored to the satisfaction of the City and the property owner at no additional cost to the City. 17 Nothing contained herein shall be construed as granting the Contractor exclusive use or occupancy of any public right-of-way, street, easement, or City property. The Contractor shall conduct operations in a manner that minimizes interference with public travel, City operations, and adjacent property access, and shall maintain safe access for residents, businesses, and emergency services at all times. COMMUNICATION AND EMERGENCY RESPONSE The Contractor shall provide the City with emergency contact information for at least two (2) qualified representatives authorized to respond to emergency conditions at any time during the term of the Agreement. During normal City business hours (7:30 A.M. to 5:30 P.M., Monday through Friday), the Contractor shall maintain personnel capable of directly responding to telephone and email inquiries. An answering service alone shall not satisfy this requirement. For emergency requests, the Contractor shall mobilize and arrive on site within three (3) hours of notification unless otherwise directed by the City. AUTHORIZATION OF WORK AND EMERGENCY RESPONSE All work performed under this Agreement shall be on a task-by-task basis and requires written authorization from the City prior to commencement, except in documented emergency situations. When requested by the City, the Contractor shall submit a written proposal describing the proposed scope of work, estimated labor hours, required materials and equipment, and anticipated schedule. The City reserves the right to review, negotiate, and approve the scope and pricing before issuing written authorization or a Notice to Proceed. The Contractor shall perform only the work authorized, and any work performed without City authorization shall be at the In situations where immediate action is necessary to protect public health, safety, or critical infrastructure, the City may authorize the Contractor to proceed with emergency work without a prior written task order. In such cases, the Contractor shall perform the work on a time-and-materials basis in accordance with the approved rate schedule and shall provide detailed documentation of labor, equipment, and materials used. All emergency work shall be executed safely, efficiently, and in compliance with applicable laws, codes, and regulations. This Agreement provides on-call services on an as-needed basis, and the City does not guarantee any minimum amount of work. The Contractor shall have no claim against the City for anticipated profits, overhead, mobilization, standby costs, or other damages PROGRESS OF WORK Time is of the essence. The Contractor shall prosecute the Work diligently and in an orderly manner and shall minimize service interruptions to the greatest extent feasible. Work at each location shall be completed prior to moving to another site unless otherwise approved by the City. Failure to make satisfactory progress may result in written notice to cure, withholding of payment, or termination. CHANGES AND EXTRA WORK The City reserves the right to modify, increase, decrease, or omit portions of the Work as deemed necessary. Such modifications shall not invalidate the Agreement. Extra Work shall not be performed without prior written authorization, except where immediate action is necessary to protect public health or safety. 18 If unit prices are not applicable, compensation for Extra Work shall be based on actual labor costs, verified material costs, and a markup not to exceed fifteen percent (15%), unless otherwise negotiated and approved in writing by the City. All time-and-materials work shall include a written not-to-exceed amount. INSPECTION AND ACCEPTANCE All Work is subject to inspection by the City. Acceptance shall occur only after the City determines that the Work complies fully with the Contract Documents. Acceptance of Work does not relieve the Contractor of responsibility for defective or nonconforming Work discovered within the applicable warranty or statutory period. RECORDS, INVOICING, AND PAYMENT Payment is subject to inspection and acceptance by the City. Contractors shall maintain detailed records of work performed, including dates, locations, quantities, and descriptions of services, and shall submit completed task documentation with each invoice. The Contractor shall maintain complete and accurate records of all Work performed, including location, description, labor hours, materials, equipment used, and dates of service. Signed Task Orders shall accompany each invoice. The Contractor shall retain all records for the duration of the Agreement and for three (3) years following its termination. If deficiencies are identified, the Contractor shall correct them within twenty-four (24) hours of written notice unless otherwise directed by the City. Failure to correct deficiencies may result in withholding of payment, back charges, or other remedies available under the Agreement. INSURANCE AND LICENSING Prior to commencement of any work, the Contractor shall provide proof of insurance coverage in the types and insurance. The Contractor shall maintain all required contractor licenses in good standing and shall obtain and maintain a valid City business license for the duration of the Agreement. XII. GENERAL CONDITIONS A. Signature The Proposal shall be signed by an individual authorized to bind the Contractor. B. Other Considerations: The City shall not be liable for any pre-contractual expenses incurred by any firm considering submitting a proposal in response to this RFP. 19 The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any firm responding to this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to obtain a business license and pay a business license tax. For more information, go to www.sealbeachca.gov. D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The Contractor shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Agreement to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising compliance with or failure to comply with applicable laws, including all applicable federal and state labor requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Contractor agrees that all public work (as defined in California Labor Code section (1720) performed Labor Code sections 1770 et seq. City makes no representation or statement that the project or any In all bid specifications, contracts and subcontracts for any such Public Work, Contractor shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or Contractor to pay not less than the said prevailing rate of wages to all workers employed by the contractor in the execution of this contract. The Contractor expressly agrees to comply with the penalty provisions of California Labor Code E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the Contractor and each subcontractor, if any, in the bid proposal. 20 EXHIBIT A FEE & COST PROPOSALS 21 FEE & COST PROPOSAL FOR DISCIPLINE A ON-CALL UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/material rates may be added as a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) EQUIPMENT NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE DESCRIPTION E1 Pick-Up Truck HOUR $ E2 Crew Truck HOUR $ E3 Flatbed Truck HOUR $ E4 Bed Trailer HOUR $ E5 Bobcat HOUR $ E6 Small Excavator HOUR $ E7 Medium Excavator HOUR $ 22 E8 Large Excavator HOUR $ E9 Backhoe HOUR $ E10 Dump Truck/Super 10 HOUR $ E11 Truck and Pup HOUR $ E12 Water Truck HOUR $ E13 Vactor Truck HOUR $ E14 Sweeper HOUR $ E15 Wheel Loader HOUR $ E16 Skip Loader HOUR $ E17 Air Compressor w/Jack Hammer HOUR $ E18 Hydraulic Breaker HOUR $ E19 Asphalt Paver HOUR $ E20 Concrete Mixer HOUR $ E21 Concrete Saw HOUR $ E22 Compaction Wheel HOUR $ E23 Wacker HOUR $ 23 E24 Vibratory Compactor HOUR $ E25 Generator HOUR $ LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Superintendent $ $ $ L2 Project Manager $ $ $ L3 Foreman/Operator $ $ $ L4 Foreman/Laborer $ $ $ L5 Operator $ $ $ L6 Laborer $ $ $ L7 Welder $ $ $ L8 Teamster $ $ $ L9 Pipelayer $ $ $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 24 FEE & COST PROPOSAL FOR DISCIPLINE B ON-CALL ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/equipment/material rates may be added/clarified with a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Electrician $ $ $ L2 Journeyman $ $ $ L3 Helper/Apprentice (non-Journeyman) $ $ $ L4 L5 L6 L7 25 EQUIPMENT NO. DESCRIPTION UNIT PRICE E1 Truck $ E2 Trailer $ E3 Power Generator $ E4 Forklift $ E5 $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 26 EXHIBIT B SAMPLE CONTRACT MAINTENANCE SERVICES AGREEMENT for On-Call (Utilities or Electrical) Maintenance and Repair Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & <Contractor Name> <Address> <City, State, Zip Code> <Phone Number> This Maintenance Services <DATE> (the <CONTRACTOR LEGAL NAME> Contractor <TYPE OF LEGAL ENTITY AND STATE OF FORMATION (e.g., a California corporation, partnership, limited liability company, sole proprietorship, etc.)> and 2 of 19 RECITALS A. City desires certain on-call emergency and unexpected task (utilities or electrical) maintenance and repair services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals on <DATE>, titled -Call Utilities and Electrical Maintenance, Repair and Emergency Contractor submitted a proposal dated <DATE> in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors <License #XXXXX, DIR XXXXXXX> and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those (utilities or electrical) maintenance and related repair in the Request for Proposals attached hereto as Exhibit A Proposal attached hereto as Exhibit B, and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A, Exhibit B, and this Agreement, this Agreement shall control. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake 3 of 19 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 and professional manner, and Contractor and Contractor Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.5. 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 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years expire at midnight on <DATE>, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from <DATE> through and including <DATE>, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from <DATE> through and including <DATE>, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and 3.0 Contractor 3.1. In consideration the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will the City pay more than the total not-to-exceed amount of $_____ (____ dollars and 00/100) <TOTAL CONTRACT AMOUNT> for the <Original> Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in 4 of 19 Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the <Original> Term. 3.3. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, i performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $____________ (_______ dollars) <MAXIMUM DOLLAR AMOUNT PAYABLE FOR EACH EXTENDED TERM> for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. Upon 24-hour notice from City, Contractor agents or representatives to inspect at Contractor business hours all records, invoices, time cards, cost control sheets and other records maintained by Contractor under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 5 of 19 6.1. Agreement. 6.2. <NAME> is the Contractor's primary representative for purposes of this Agreement. <NAME> shall be responsible during the term 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, California 90740 Attn: City Manager To Contractor: <Contractor> <Address> City, State, Zip Code> Attn: <Contractor Representative> 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 shall obtain and maintain during the Agreement term all necessary licenses, 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 personnel under Contractor supervision. Contractor will determine the means, methods, and details by which Contractor employees and other personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work 6 of 19 performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Contractor 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 not supervise any of employees supervise Contractor personnel. Contractor badge, identification number, or other information identifying such individual as an employee of City; and Contractor -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 require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Contractor review plans on file at City, pick up or deliver any work product related to Contractor 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 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 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 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 indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all 7 of 19 liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor . 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 failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor 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 , commencing at Government Code § 20000, as amended by the Public 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. 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 officials, officers, employees, servants, designated volunteers, and 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 ny provisions of this Section 10.0. This duty of indemnification is in addition to Contractor harmless as set forth in any other provision of this Agreement. Contractor indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Contractor covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information & developed or 8 of 19 received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court Contractor gives City notice of such court order or subpoena. 11.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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 or mean the right by City to control, direct or rewrite the response. 11.3. Contractor s under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Data & Documents Data & Documents 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. Contractor shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 12.2. Contractor hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 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 Written 9 of 19 Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a Data & Documents is violating 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 Data & Documents produced under this Agreement. In the event the use of any of the Written Products 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 Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents 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 Data & Documents 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 delegate any of its duties under this Agreement, either in whole or in part, without Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this assignment 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. 10 of 19 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 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. 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, personal injury and property damage; and if Commercial General Liability Insurance or 11 of 19 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. Insurance in the amount required 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, designated volunteers and those City agents acting 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, 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 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 Coverage. 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 30 days prior 12 of 19 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, 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 officials, officers, employees, agents, designated volunteers designated volunteers and 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 officials, officers, employees, agents. designated volunteers designated volunteers and 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, 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, 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 required by this and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives all rights of subrogation against City. 17.10. 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 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 expense, the premium thereon. Contractor shall promptly reimburse 13 of 19 City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor. 17.11. 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on 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 weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor full performance of Contractor o indemnify City under Section 18.0. 17.13. Broader Coverage/Higher Limits. 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. 17.14. Subcontractor Insurance Requirements. 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. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Contractor . 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, agents, employees, designated volunteers, successors, assigns and those City agents serving as in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses or injury of any nature whatsoever, in 14 of 19 law or equity, to persons or property, including bodily injury, death, personal injury, property damage, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the Liabilities 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, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this 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 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 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 subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor the legal liability thereof) in the performance of this Agreement, including the 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. 18.3. Not Limiting. Contractor indemnification obligations under this Section, or any other provision of this mpensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 15 of 19 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 or Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Contractor indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non-Discrimination 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, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor 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 -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 To the extent that this Agreement calls for services that, in whole or in part, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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 16 of 19 agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Governing Law 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. 25.0 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. 26.0 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. 27.0 Prohibited Interests; Conflict of Interest 27.1. 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 17 of 19 Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 27.2. 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. 27.3. 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. 28.0 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 ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of 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. 29.0 Corrections In addition to the indemnification obligations set forth above, Contractor shall review of Contractor 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 18 of 19 retention amount held by City or may withhold payment otherwise owed Contractor under this Agreement up to the amount of the cost of correction. 30.0 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 Services beyond the current fiscal year, this Agreement shall cover payment for Contractor 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. 31.0 Mutual Cooperation 31.1. . City shall provide Contractor with all pertinent Data, documents and other requested information as is reasonably available for Contractor 31.2. Contractor . In the event any claim or action is brought against City relating to Contractor under this Agreement, Contractor shall render any reasonable assistance that City requires. 32.0 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. 33.0 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 therewith. 34.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 35.0 Corporate Authority 19 of 19 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. 20 of 20 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: _________________________ Patrick Gallegos, City Manager Attest: By: _________________________ Gloria D. Harper, City Clerk Approved as to Form: By: _________________________ Nicholas Ghirelli, City Attorney CONTRACTOR: <Contractor>, a <INSERT TYPE OF ENTITY (e.g., a California corporation> By: __________________________ Name: __ Its: By: __________________________ Name: ___ Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the 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.) EXHIBIT A Request for Proposals for On-Call (Utilities or Electrical) Maintenance and Repair Services EXHIBIT B s Proposal EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by 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 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 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: compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before 12. For every subcontractor who will perform work on the project, Contractor shall be 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 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 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 duties of Contractor under this Section shall survive the termination of the Agreement. EXHIBIT B Contractor’s Proposal On-Call Utilities and Electrical Maintenance, Repair and Emergency Services Request for Proposals Discipline A for The City of Seal Beach Due: May 6, 2026 Submitted By: 1 Section Contents Page # Section 1 Cover Letter 1 Section 2 Table of Contents 2 Section 3 Company Qualifications 3 Section 4 Local Staffing List 5 Section 5 Understanding/Approach 7 Section 6 References 8 Section 7 List of Subcontractors 11 Section 8 Sample Letter Proposal 12 Section 9 Cost Proposal , Adjustments, Equipment Rates 14 Section 10 Exceptions 24 Section 11 Business Entitiy 25 Section 12 DIR Registration No./Contractor's License 26 Section 13 Contract Signatories 28 TABLE OF CONTENTS SECTION 2 - TABLE OF CONTENTS 2 SECTION 3 –COMPANY QUALIFICATIONS STATEMENT OF QUALIFICATIONS Valverde Construction, Inc., a California Corporation is a licensed utility contractor specializing in water, sewer and storm drain installation and repairs for over 53 years. Our work force is experienced in every aspect water, sewer and storm drain installation and repair including all related work incidental and supplemental to the job. We maintain a 24 hour on-call emergency service center that can immediately coordinate and respond to your needs within minutes. Our experience and reputation in the industry has led to many on-call agreements with cities, counties and water districts throughout Southern California. Current multi-year contracts include: The City of Los Angeles On-Call Emergency Water and Sewer Repair, City of Paramount, City of Corona, the City of La Palma, the City of Vernon, the City of Signal Hill and many others. We are well versed in public sector on-call maintenance and repair contracts, as we’ve performed them for decades. We also have a background or working with the City of Los Angeles and the City of Seal Beach in coastal areas, piers, and related beach locations. A California State Licensed Contractor since 1972, our classifications include A- General Engineering, B- Building, C10 - Electrical, C16 Fire Protection and C36- Plumbing and C31-Traffic Control. Current Projects Include: California High Speed Rail – Fresno to Madera 2016 – 2028 Owner: CA High Speed Rail Authority Prime: Tutor-Perini/Zachry/Parsons JV Metro Purple Line Projects Section 2 & Section 3 2018 - 2027 Owner: Los Angeles County Metropolitan Transportation Authority Tutor Perni/O&G JV We are certified by the state of California as a Disabled Veteran Business Enterprise. Our commitment to safety and professionalism includes three full time safety coordinators in Southern California, assuring all OSHA- Mandated safety procedures are followed. We have worked previously with the City of Seal Beach on several projects within the last five years and are familiar with the City’s Standards, provisions and practices as well as the Standard Specifications for Public Works Construction (Green book- latest edition), State Water Resources Control regulations, AWWA Standard Practices and any AHJ’s requirements See following page for a list of recent Seal Beach jobs completed. . 3 Section 3 -Company Qualifications (Continued) City of Seal Beach - Selected Projects in 2020, 2021, 2022, 2023 & 2025 VCI Job #Scope of Work Location Agency Amount Date Contact A2565 Remove Plates, Backfill and Install permanent asphalt Almond Circle & Dhalia Circle City of Seal Beach Public Works Department $17,360.00 11/09/20 Darrick Escobedo A2746 Sewer Repair 1301 Seal Way City of Seal Beach Public Works Department $10,868.00 11/02/20 Darrick Escobedo A2784 Water leak Repair 1698 Bolsa Ave City of Seal Beach Public Works Department $6,415.00 01/05/22 Thom Coughran A2812 Rerouting Existing 12" Water Line 3101 N Gate Road City of Seal Beach Public Works Department $128,006.00 03/24/22 Darrick Escobedo A2876 Water Leak Investigation 1698 Bolsa Ave City of Seal Beach Public Works Department $12,800.00 07/16/22 Darrick Escobedo A2966 Manhole Ring Repair Westminster Blvd Operations Maintenance Seal Beach $3,718.00 06/01/23 Darrick Escobedo A2967 Water Valve Leak 900 Electric Ave City of Seal Beach Public Works Department $22,717.00 06/05/23 Darrick Escobedo A2988 Water Main Leak Repair Seal Beach Blvd & Martin Ave City of Seal Beach Public Works Department $256,456.00 8/24/2023 Darrick Escobedo A3002 Welding Manhole Lids Westminster Blvd & Seal Beach Blvd City of Seal Beach Public Works Department $1,205.00 10/02/23 Darrick Escobedo A3033 Emergency Water Leak Repair Seal Beach and Bolsa City of Seal Beach Public Works Department $11,479.00 01/16/24 Darrick Escobedo A3080 2-inch Backflow Device Replacement 4307 Lampson Ave City of Seal Beach Public Works Department $8,808.00 07/16/24 Darrick Escobedo A3140 Assist Water Department 7455 Public Safety Way City of Seal Beach Public Works Department $1,998.56 1/13/2025 Darrick Escobedo A3168 Sewer Repair 113 12th Street City of Seal Beach Public Works Department $2,287.54 05/20/25 Darrick Escobedo 1290 Sewer Lateral Tie In 15 1st Street City of Seal Beach Public Works Department $30,899.52 06/14/22 Darrick Escobedo 1293 Replace 2 meter Vaults in Leisure World 13533 Seal Beach Blvd City of Seal Beach Public Works Department $62,272.14 11/30/22 Darrick Escobedo 1310 Abandon Vault 4445 Westminster Blvd City of Seal Beach Public Works Department $45,209.81 03/31/23 Darrick Escobedo 1337 Manhole Frame Replacement and cover replacements Seal Beach Blvd City of Seal Beach Public Works Department $19,200.00 12/06/23 Darrick Escobedo 1346 Sewer Repair 1603 Electric Ave City of Seal Beach Public Works Department $29,900.00 04/30/24 Darrick Escobedo 4 Please Note: Alternate staff can be provided SEE ATTACHMENT “A” ALL FOREMEN HAVE OVER 10 YEARS UTILITY EXPERIENCE \ General Superintendent Southern California Division SECTION 4 – LOCAL STAFF (Allocated to Project -Additional Staff available as needed) VALVERDE CONSTRUTION, INC. Crew No. 1 Steven Valverde – Foreman/Competent Person Marvin Cota- Laborer David Longer – Operating Engineer Efren Carreon - Teamster \ General Superintendent Southern California Division Ahron Valverde Signatory on Agreements General Superintendent Southern California Division (2nd Contact) Cell (562) 244-4705 email: ahronv@valverdeconst.com David Devane Superintendent (First Contact) Cell: (562) 587-7710 email: davidd@valverdeconst.com 0 Southern California Division Pedro Lopez Estimator (Pricing & Proposals) , Cell: (562) 764-5386 email: pedrol@valverdeconst.com Loren Gurola Project Coordination (Dispatch, USA, Job Sheet) Cell: (562) 235-0654 email: loreng@valverdeconst.com Crew No. 2 Anthony Mendoza Foreman/Competent Person Manual Quezada – Laborer Alonzo Guererro - Operating Engineer Randy Pennington -Teamster \ General Superintendent Southern California Division Robert Catalan Safety/Training (Safety/Training/incidents) , Cell: (562) 965-1804 email: robertc@valverdeconst.com 5 SECTION 4 – LOCAL STAFFING LIST ATTACHMENT “A” Valverde Construction, Inc. Southern California Division Construction Laborers Operating Engineers First Name Last Name Title/Category First Name Last Name Title/Category Jesus Acedo Labor Group 4 Leonardo Corona Operator Group 4 Angel Acosta Laborers Grp 5 - Foreman Diego Flores Operator Group O10C Juan Alvarez Labor Group 1 Alonzo Guerrero Operator Group 4 David Ascencio Laborers Grp 2 Jesus Herrera Operator Group 4 Angel Avendano Martinez Labor Group 41 Forrest Koperski Operator Group 3 Jeffry Avila Jr Labor Group 2 David Longres Operator Group 4 Marvin Cano Laborers Grp 3 Clement Pedregon Operator Group 4 Robert Castro Labor Group 5 - Foreman Juan Perez Operator Group 4 Jose Contreras Vasquez Laborers GRP 5A John Schwager Operator Group 4 Jose Cortez S5 Labor Group 4 Mark Steiner Operator Group 8 Enrique Enrique Estrada Estrada Laborers Grp 1 Laborers Grp 1 Steven Valverde Operator Group 2 Foreman Soloman Flores Laborer Grp 2 Foreman Operating Engineers Apprentices Edgar Garcia Labor Group 4 First Name Last Name Title/Category Robert Leo \ Gonzales Hernandez Laborers Grp 2 Labor Group 2 - Foreman Kenneth Ryan Valverde Cox Operator Apprentice Step 2 Operator Apprentice Julio Freddy Hernandez ‘Juarez Labor Group 4 Laborers GRP 2 Construction Teamsters Mauricio Dominquez Luna Labor Group 5 - Foreman First Name Last Name Title/Category Mauricio McDermott Labor Group 4 Efren Carreon Teamsters 2 - Foreman Jose Anthony Mejia Mendoza Labor Group 1 Laborers Grp 4 Foreman Lybert Randy Infante Pennington Teamster 7 - Truck Driver Teamser Ramon Munoz Superintendent Salvador Novoa Teamsters 2 - Foreman Guadalupe Brianna Ortega Parada Labor Group 4 Laborers Grp 3 Carpenters Manuel Quezada Labor Group 4 First Name Last Name Title/Category Ronnie Rodriquez Laborers Grp 5 Sup Javier Bautista Journeyman Jonathan Rothman Labor Group 4 - Foreman Scott Comer Journeyman Joan Solis Laborers Grp 1 Foreman Oscar Ambris Diaz Journeyman Walter Valdez Laborers GRP 2A Richard Figueroa Journeyman Carlos Murillo Journeyman Laborer Apprentices Hildo Rosales Journeyman First Name Last Name Title/Category Jorge Silva Journeyman Foreman Christopher Miranda Labor Apprentice 1 Cement Masons NOT A COMPLETE LIST OF EMPLOYEES First Name Last Name Title/Category Richard Valadez Cement Mason Cement Masons Apprentice First Name Last Name Title/Category Melvin Barrera Labor CM Apprentice 6 6 SECTION 5: UNDERSTANDING / APPROACH WORK PLAN FOR EMERGENCY RESPONSE AND QUALITY CONTROL 1.The Agency calls (Superintendent) David Devane 562-587-7710 or Ahron Valverde 562-244-4705 2.David or Ahron meets Agency representative at job site at agreed time. (within 2.5 hours or less) a.Receives direction from Agency. b.Inspects site, discusses scope of work . c.Receives written authorization for work plan. 3.Superintendent David Devane Calls into office to Loren Gurrola or Pedro Lopez: a.to set up paperwork i.Job # ii.Prepare proposal, if needed. iii.Gets Written acceptance of Letter Proposal or in an emergency situation gets written notice to proceed from Agency. b.Call in USA dig Alert. c.Order Shoring if needed. d.Order any materials if needed. e.Contact any subcontractors if needed. 4.Superintendent David Devane dispatches: a.Foreman b.Crew c.Equipment including Traffic Control, Temporary Water or Sewer Bypass Equipment if needed. 5.Robert Catalan, Safety Coordinator, approves work plan, safety measures. 6.Commence work in expeditious and orderly manner, avoiding service interruptions when possible. When possible, work is completed in full before proceeding to next location. Foreman maintains a record of all work performed including dates, locations, types, and amounts installed/maintained removed. 7.The quality of word is reviewed daily by the General Superintendent and the Project Manager 8.The Foreman’s Daily Work Reports/Time sheets are reviewed for accuracy and completeness, along with material and equipment needs. 9.Any additional work is to be authorized in writing by Agency before it commences. 10.Submit to Agency completed Task Orders showing date and inventory of work performed signed by authorized contractor representative. 11.After work is inspected and accepted by Agency, submit an invoice on a billing form and progress payment form approved by the Agency. 12.A Valverde representative is reachable by phone 24 hours a day 7 days a week. Valverde Construction Inc. has been a successful emergency contractor for over 53 years. We have an excellent reputation and have been a preferred contractor for dozens of cities and water districts all over the southland and as far as San Francisco. We are working for the City of La Habra, City of Corona, USC and over a dozen small cities in the last year alone. Valverde Construction Inc. is committed to quality service and safety including holding monthly staff meetings which cover response time, safety practices and quality control. We will meet or exceed the Agency’s requirements for prompt service and quality work. 7 SECTION 6 - REFERENCES REFERENCE 1 Job Number AGENCY NAME: A3190 City of Paramount Department of Public Works Valverde Construction Inc. was Prime Contractor for this Project SCOPE OF WORK and/or SERVICES Provided: Repair 2-inch Water Service Leak- 7280 E. Petrol St. Paramount Project Outcome Work completed, accepted by Agency Construction Value: Dates:9/29/2025 to 9/29/20205 Client Project Manager Name Valid Phone# Email: $15,948.27 David Arellano, Water Superintendent (562)307-1716 darellano@paramountcity.gov REFERENCE 2 Job Number A3192 AGENCY NAME: City of La Habra Department of Public Works Valverde Construction Inc. was Prime Contractor for this Project SCOPE OF WORK and/or SERVICES Provided: 2-inch Sewer Lateral Repair – 400 N. Marian St., La Habra Project Outcome Sewer Repaired quickly and client delighted Construction Value: $ 18,547.43 Dates: 10/14/2025 to 10/16/2025 Client Project Manager Name Brian Jones, Utilities Manager Valid Phone# (562) 583-4170 Email: BJones@lahabraca.gov Continued Next Page 8 SECTION 6 - REFERENCES REFERENCE 3 Job Number AGENCY NAME: South Montebello Irrigation District Valverde Construction Inc. was Prime Contractor for this Project SCOPE OF WORK and/or SERVICES Provided Install Water Line 1117 Maxwell Street and 1118 S. Spruce St. Montebello Project Outcome Work Completed and approved by client Construction Value: $ 24,291.40 Dates: 9/16/2025 to 9/18/2025 Client Project Manager Name Joseph Vega Valid Phone# (323)721-4735 Email: j.vega1516@att.net REFERENCE 4 Job Number AGENCY NAME 1368 XXXXXXXXXValverde Construction Inc. was Prime Contractor for this Project SCOPE OF WORK and/or SERVICES Provided: Long Beach WRP Civil Grading Work to Stabilize Erodible Areas 7400 E. Willow, Long Beach Project Outcome Project completed to customer's satisfaction Construction Value: $38,011.24 Dates: 12/08/2025, 12/10/2025 and 12/11/2025 Client Project Manager Name Valid Phone# Email: Continued Los Angeles County Sanitation Districts Diana Pineda (562) 908-4288 ext 1445 dianapineda@lacsd.org A3187 9 SECTION 6 - REFERENCES REFERENCE 5 Job Number A3178 AGENCY NAME: City of Corona Dept of Water and Power XXXXXXXXXValverde Construction Inc. was Prime Contractor for this Project SCOPE OF WORK and/or SERVICES Provided: Valve Installation 828 W. Olive St. Corona Project Outcome Work Completed and approved by client Construction Value: $ 5,654.09 Dates: 8/25/2025 Client Project Manager Name Richard Betancourt Valid Phone# (951)903-9072 Email: Richard.Betacourt@coronaca.gov REFERENCE 6 Job Number AGENCY NAME 1360 Valverde SSSSSSSSSSValverde Construction Inc. was Prime Contractor for this Project SCOPE OF WORK and/or SERVICES Provided, Replacement of Gutter – 2411 Walnut Street, Lomita, CA 90717 Project Outcome Project completed to customer's satisfaction Construction Value: $18,482.21 Dates: 2/27/2025 Client Project Manager Name Valid Phone# Email: Van Mesa (310)508-3755 v.mesa@lomitacity.com City of Lomita 10 SECTION 7 – LIST OF SUBCONTRACTORS ‘ HOT TAP Koppl Pipeline Services LLC 1228 Date Street Montebello, CA 90640 (323) 888-2211 CSLB License #844802 exp.10/31/2027 DIR# 1000000314 exp. 6/30/2026 Contact: Anthony Schneller (323)888-2211 email: aschneller@koppl.com CCTV & VAC TRUCK POTHOLING Nor Cal Pipeline Services Inc. 983 Reserve Drive Roseville, CA 95678 (916) 442-5400 CSLB License #935878 exp. 7/31/2027 DIR# 1000005777 exp. 6/30/2026 Contact:Chris Rogers (949) 892-3282 email: crogers@norcalpipe.com. GRIND and OVERLAY All American Asphalt 400 E. 6th Street Corona, CA 92879 (951) 736-7600 CSLB License #267073 exp. 1/31/2028 DIR #1000001051 expires 6/30/2026 Contact: Bob Loth (951) 757-8026 email: bloth@allamericanasphalt.com CHLORINATION & DE-CHLORINATION Matt Chlor, Inc. 4107 N Arden Drive El Monte, CA 91731 (626) 443-5032 CSLB License #724035 exp. 6/30/2026 DIR #1000012252 exp 6/30/2026 Contact: Sofi Plunkett (626) 443-5034 email: sofi@mattchlor.com 11 VALVERDE CONSTRUCTION, INC General Engineering Contractors License No. 276469 10936 SHOEMAKER AVE. SANTA FE SPRINGS, CA 90670 (562)906-1826 FAX (562) 906-1918 Section 8 – Sample Letter Proposal June 27, 2026 City of Seal Beach 211 Eighth Street Seal Beach, CA 90740 Sample Only Reference: Subject: Repair 6" DI water main leak at Seal Beach Proposal No. 00001 Dear Sean Sabo: Thank you for providing Valverde Construction, Inc. (''VCI") with the opportunity to submit its Proposal to perform its work on the above referenced project. SCOPE OF WORK: Repair 6" DI water main leak •Mobilize •Sawcut asphalt or concrete •Excavate and expose leak •Haul off spoils •Cut out damaged section of pipe and make repairs •Backfill with 12” sand over pipe •Install base and compact •Install permanent asphalt or concrete 2 hours 2 hours 3 hours 5 hours 3 hours 2 hours 2 hours 5 hours VCI has prepared its proposal and is submitting its price based on our telephone call with you on 7/12/2026 and our site visit later that same day. Price is based on completing the work in 2 days, working 8 hours per day, Monday to Friday, weekends and holidays excluded. No other documents define VCI's Work or have been considered in the preparation of its price. VCI proposes providing its work for the following price: Repair 6" DI main leak for the price of ...................................................... $25,000.00 VCI excludes all permits, inspection fees, compaction testing, survey/layout, engineering, traffic control plan stamped by engineer, removal of hazardous materials, handling and/or disposal of ground water, and relocation of conflicting utilities not specifically mentioned in scope of work above. For this proposal to be effective, we must receive your written acceptance within thirty (30) days of the date written above. If your acceptance is not received within that period, this proposal shall be deemed revoked. Page 1 of 2 Proposal No. 00001 12 Section 8- Sample Letter Proposal (continued) Valverde Construction, Inc. ("VCI") hereby reserves its right to accept, reject or negotiate applicable terms and conditions of any contract to be entered into, in good faith, with the customer upon award of the work, and by submission of this proposal VCI shall not be bound to accept or perfom1 the proposed work until terms are fully agreed to by both parties in writing. This proposal is an offer to provide services under these exact terms only and is limited to acceptance of these exact terms without modification. Any additional or different terms in your acceptance will be construed as proposals and will not become part of our contract with you unless we agree in writing to your additional terms. Until receipt of written acceptance, we retain the right to change or withdraw this proposal based on scope, site or contract conditions or terms not previously known. This proposal defines the scope and price, and time if any, for the performance of the work by VCI. In the event that you wish to award this work to VCI, please prepare and submit any contractual documents (including a copy of the Owner/Prime Contract, if applicable) to Pedro Lopez at VCI's Santa Fe Springs office at the address stated above. Our office will work with you to put a contract in place in a timely manner. VCI can proceed to schedule its work, order materials and mobilize to perform as soon as a fully executed contract is in place, and the California Preliminary Notice Information has been provided. If you should have any questions or require further information, please do not hesitate to contact me via phone at (562) 906-1826 ext. 222 or email at pedrol@valverdeconst.com. Sincerely, VALVERDE CONSTRUCTION, INC. Pedro Lopez Estimator Page 2 of 2 Proposal No. 00001 13 40.21 52.44 55.45 27.37 51.39 100.50 117.92 Ford F150 Ford F550 Ford F750 2 Axle CAT246C CAT314 CAT320 NONE NONE NONE 14 124.59 76.98 104.25 71.20 91.76 310.00 181.30 209.48 65.00 26.18 21.06 84.67 4.26 26.12 1.81 5.36 CAT 322 CAT 416C 2025 Peterbilt 2012 International Ford F750 Vac Truck 2019 Isuzu Tymco Sweeper CAT 938M CAT Skip Loader Compair Q175 UB-304 Breaker Atlas Copco Concrete Mixer Concrete Saw Compaction Wheel Wacker 15 7.54 18.68 Vibratory Plate 45kw 126.58 171.77 216.96 117.83 161.91 205.97 92.63 124.13 155.61 117.21 157.70 198.19 89.46 119.35 149.23 180.00 212.00 247.00 88.82 115.02 129.60 89.90 119.98 150.08 81.67 108.46 135.23 16 N/A N/A N/A N/A N/AN/A 17 Union Labor Rates are effective through June 30, 2026 only Labor Rates will increase 7/01/2026, 7/01/2027 and 7/01/2028 When Union Agreements and new rates determined We will provide the City with a new Labor Rate Form 18 Valverde Construction, Inc ID EQUIPMENT Unit Rate Page# Stand by Factor Multi Shift Factor Class Make Code Notes AB A R R O W B O A R D S AB0016 WANCO SOLAR ARROWBOARD hr $4.40 40 0.36 0.68 TRAFA FLAS TM AB0017 WANCO SOLAR ARROWBOARD hr $4.40 40 0.36 0.68 TRAFA FLAS TM AB0018 WANCO SOLAR ARROWBOARD hr $4.40 40 0.36 0.68 TRAFA FLAS TM AB0019 WANCO SOLAR ARROWBOARD hr $4.40 40 0.36 0.68 TRAFA FLAS TM AB0020 NATIONAL SIGNAL MESSAGE BOARD hr $13.96 40 0.36 ..68 TRAFA CMSN SOL1 AB0021 NATIONAL SIGNAL MESSAGE BOARD hr $13.96 40 0.36 ..68 TRAFA CMSN SOL1 AB0022 NATIONAL SIGNAL MESSAGE BOARD hr $13.96 40 0.36 ..68 TRAFA CMSN SOL1 AB0023 NATIONAL SIGNAL MESSAGE BOARD hr $13.96 40 0.36 ..68 TRAFA CMSN SOL1 AB0032 WANCO SOLAR ARROWBOARD hr $4.40 40 0.36 0.68 TRAFA FLAS TM AB0042 Sunray 90 Message Board hr $13.96 40 0.36 ..68 TRAFA CMSN SOL1 AB0043 Sunray 90 Message Board hr $13.96 40 0.36 ..68 TRAFA CMSN SOL1 ABAS WANCO SOLAR ARROWBOARD - Standby hr $5.03 ABMS NATIONAL SIGNAL MESSAGE BOARD- Standby hr $1.58 BH B A C K H O E S BH0033 2020 Caterpillar 430F2 Bankhoe Loader hr $72.91 18 0.1 0.9 LDRRT CAT 1865D BH0034 2021 Caterpillar 430-07 Backhoe Loader H8W00331 hr $72.91 18 0.1 0.9 LDRRT CAT 1865D BH0035 2021 Caterpillar 430-07 Backhoe Loader H8W00330 hr $72.91 18 0.1 0.9 LDRRT CAT 1865D BH0036 2021 Caterpillar 430-07 Backhoe loader H8W00378 hr $72.91 18 0.1 0.9 LDRRT Cat 1865D BH0037 2021 Caterpillar 430-07 Backhoe loader H8W00382 hr $72.91 18 0.1 0.9 LDRRT CAT 1865D BH0038 2021 Caterpillar 430-07 Backhoe loader H8W00682 hr $72.91 17 0.1 0.9 LDRRT CAT 1865D BH0039 2023 Caterpillar 430-07 Backhoe loader H8W00930 hr $77.08 18 0.1 0.9 LDRRT CAT 1865E BH0040 2024 Caterpillar 430-07 Backhoe loader H8W01145 hr $77.08 18 0.1 0.9 LDRRT CAT 1865E BH0041 2024 Caterpillar 440-07 sn- MZX00650 hr $95.91 0.11 0.89 LDRRT CAT Calculation BH0043 2024 Caterpillar 430-07 Backhoe loader H8W01360 hr $77.08 18 0.1 0.9 LDRRT CAT 1865E BH0044 2024 Caterpillar 430-07 Backhoe loader H8W01520 hr $77.08 18 0.1 0.9 LDRRT CAT 1865E BH1248 Caterpillar 430FS hr $77.08 18 0.1 0.9 LDRRT CAT 1865E BOW Equipment BH1252 Caterpillar 430FS hr $77.08 18 0.1 0.9 LDRRT CAT 1865E BOW Equipment CP C O M P R E S S O R S CP0003 CompAir Q175 COMPRESSOR - 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0005 CompAir Q175 COMPRESSOR - 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0007 CompAir Q175 COMPRESSOR - 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0008 CompAir Q175 COMPRESSOR - 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0010 CompAir Q175 COMPRESSOR - 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0011 2016 Sullivanpalater Compressor 185 - F 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0012 2016 Sullivanpalater Compressor 185 - F 016-025 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0013 Airman PDS185-6E1 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0014 Airman PDS185-6E1 hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0015 Airman PDS185S (B4-6E15360)hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CP0016 Airman PDS185S (B4-6E15356)hr $25.63 1 0.14 0.88 AIRCP PORT 016-025 CPS CompAir Q175 COMPRESSOR - Standby hr $3.59 EX E X C A V A T O R EX0009 2019 Caterpillar Excavator320-07GC SN KTN10616 hr $96.41 9 0.17 0.85 HCECL CAT 0310 EX0010 2023 Caterpillar 306-07CR SN 6G609417 hr $52.03 Misc 0.16 0.85 Misc CAT 306CR EX0011 2024 M322 Excavator SN 0KE63055 hr $119.67 9 0.17 0.85 HECEL CAT 322L EX0012 2024 Caterpillar 320 - F hr $96.41 0310 EX0013 2024 Caterpillar 325 - F hr $127.11 0330 EX0014 2023 Caterpillar 340-08 hr $96.41 0310 EX0015 2025 352-08FG hr $245.03 0360 EX0016 Caterpillar- Hydraulic Excavator hr EX0017 CATERPILLAR 308 CR EXCAVATOR hr $57.50 0270 EX1117 Caterpillare 336 (tutor) - F hr $226.05 0351F F O R K L I F T S FL0004 Forklift CAT DP40K-D hr $57.15 14 0.21 0.8 FKLFT FLT 060-080 8,000LB CAPACITY TH0001 Caterpillar Telehandler KDE01485 hr $79.02 14 0.21 0.8 FKLFT FLT 080-120 10,000 LB capacity HB H Y D R A U L I C B R E A K E R HB0001 UB-304 HYDRAULIC BREAKER hr $20.24 16 0.21 0.81 HAMMR NPK 0795 use NPK 4XE HB0025 NDK HYDRAULIC BREAKER hr $20.24 16 0.21 0.81 HAMMR NPK 0795 HB0044 2023 Bosch Hydraulic Breaker Electric hr $15.77 16 0.21 0.81 HAMMR NPK 0800 HB0499 1999 Hammer 1250 H6XA IE499 hr $15.77 16 0.21 0.81 HAMMR NPK 0800 HB1112 EQ113631 UB406 BREAKER $20.24 16 HB4181 2001 BTI Hydraulic Breaker 4000 TB0625QA 4181 hr $16.44 16 0.21 0.81 HAMMR NPK 0880 use NPK 7X HB4200 Breaker 1500 lb Cat 430 hr $20.24 16 0.21 0.81 Hammer NPK 795 HBS UB-304 HYDRAULIC BREAKER - Standby hr $4.25 Equipment Rates Effective 04/01/26 Expires 03/31/27 19 Valverde Construction, Inc ID EQUIPMENT Unit Rate Page# Stand by Factor Multi Shift Factor Class Make Code Notes Equipment Rates Effective 04/01/26 Expires 03/31/27 LD L O A D E R S LD0015 Caterpillar 950M (2022)hr $199.62 26 0.11 0.9 LDRRT CAT 2310M LD0015 Caterpillar 950M (2022) Standby hr $13.33 LDRRT CAT 2310M LD0016 Caterpillar 938M (2023) hr $199.62 26 0.11 0.9 LDRRT CAT 2310M LD0017 2023 CATERPILLAR 950M hr $199.62 26 0.11 0.9 LD0018 Caterpillar 930 hr $117.99 26 0.11 0.9 LDRRT CAT 2088G LD1190 Caterpillar 938 (Tutor) - S hr $122.51 26 0.11 0.9 2130G LT L I G H T T O W E R S LT0004 ALLMAND NLPKFMXZ LIGHT TOWER hr $5.31 6 0.13 0.88 ELGEN LITE 2 LIGHT LT0007 Wanco Light Tower (0838)hr $5.31 6 0.13 0.88 ELGEN LITE 2 LIGHT LT0010 WS Light Tower Towable 2024 hr $5.31 6 0.13 0.88 ELGEN LITE 2 LIGHT LTS ALLMAND NLPKFMXZ LIGHT TOWER - Standby hr $0.69 . PU P U M P S PU0002 GRIFFIN 6" TRASH PUMP (7,920 GPH )hr $35.42 31 0.36 0.68 PUMWA APMP 050-125 w/25'&50' hoses PU0002S GRIFFIN 6" TRASH PUMP - Standby hr $12.75 PU0003 WACKER PT3A 3'' (2,400 GPH )hr $6.94 31 0.36 0.68 PUMWA APMP 010-020 w/25'&50' hoses PU0003S WACKER PT3A 3'' - Standby hr $2.50 PU0004 MULTIQUIP QP-40TH 4' ( 3,666 GPH )hr $8.21 31 0.36 0.68 PUMWA APMP 020-030 w/25'&50' hoses PU0004S MULTIQUIP QP-40TH 4' - Standby hr $2.96 PU0006 HYPRO 3/4" 5210C-R TEST PUMP (600 GPH )hr $4.51 31 0.36 0.68 PUMWA APMP 000-010 w/25'&50' hoses PU0006S HYPRO 3/4" TEST PUMP - Standby hr $1.62 RO R O L L E R S/C O M P A C T I O N W H E E L S RO0005 CASE DV36 ROLLER hr $245.84 32 0.14 0.87 ROVIB CASE 2510 Per John Rodriguez,Caltrans RO0007 2014 Atlas Copco CA 1300DB hr $81.18 33 0.16 0.86 ROVIB CAT 8061 Use Cat CP433B RO0008 2020 CAT CB22B Vibratory compactor hr $39.94 33 0.15 0.86 ROVIB CAT 8031 Use Cat CB224B RO0009 Walk behind Roller hr $12.79 0.18 0.83 COMHIG COMP 250 TK T R U C K S Code TK0047 2024 dodge Ram 5500 Cab Chasis 20-28 hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 TK0048 2024 Dodge Ram 5500 Chassis Cab hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 TK0341 2015 Ford 750 Flatbed 20-28 hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 TK0352 2015 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK0404 2021 Ford F450 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK0664 2013 Ford F-550 Stakebed Truck 20-28 hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 TK0695 2015 Chevy Passanger Van hr TK0802 2015 Ford F350 Super Duty hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK0840 2019 Dodge Ram 1500 Classic 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK0882 2019 Ford F450 Super Duty hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK1264 Chevy Colorado 06-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK1290 2025 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK1290 2025 FORD F150 PU TRUCK hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK1377 2008 Ford Ranger Super Cab 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK1390 2019 Ford F150 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK1674 2021 Ford F550 Super duty Reg hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK1741 2015 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK1834 2014 Ford F-150 Super Cab 00 - 06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK2040 2013 Ford F-550 Saw Truck 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK2212 2015 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK2437 2008 Dodge Ram 2500 Reg.Cab 06-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 Saw paid separately TK2575 2022 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK2575 2022 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK2699 2020 Ford F350 Combo 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK2716 2019 Dodge Ram 1500 Classic 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK2770 2024 Dodge Ram tt00 hr TK2788 Ford F50 XL PU 6-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK2828 2020 Ford F-450 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK3106 2025 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK3106 2025 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK3178 2020 Dodge Ram 5500 20-28 hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 TK3221 2020 Ford F450 Flatbed 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK3309 2025 FORD RANGER hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK3309 2025 FORD RANGER hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK3312 2022 Dodge Ram 3500 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK3358 2020 Ford F350 utility 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK3448 2015 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately 20 Valverde Construction, Inc ID EQUIPMENT Unit Rate Page# Stand by Factor Multi Shift Factor Class Make Code Notes Equipment Rates Effective 04/01/26 Expires 03/31/27 TK3513 2008 Ford F-450 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK3516 2008 Ford F-450 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK3635 2016 Ford F-250 06-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK3644 2013 Ford F550 with Boom - S hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK3850 2007 GMC Sierra Classic hr TK4386 2017 Ford F-250 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK4391 2017 Ford F-250 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK4393 2017 Ford F-250 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK4926 2005 Ford F450 Stakebed 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK5022 2020 Ford Combo Utiltiy 12-20 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK5410 2014 Ford F-150 Super Cab 00 - 06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK5443 2019 Ford 250 Super Duty Crew hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK5641 2013 Ford F150 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK5654 2013 Ford F150 Superca;b hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK5718 2013 Ford F-150 XLT 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK5720 2013 Ford F-150 XLT 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6031 2013 F550 Dump Truck 3 Yard - S hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK6354 2024 Ford F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6354 2024 Ford F150 P/U $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6361 2024 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6361 2024 FORD F150 P/U $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6726 2008 Ford F250 XL SRW 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK6812 FORD F150 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6854 Ford F150 - S $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK6904 2016 Ford F-150 XLT 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK6916 2013 Ford F450 Super Duty Utility Truck hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7168 2008 FORD RANGER REGULAR CAB - v3?hr TK7310 2016 Ford F-150 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK7368 2021 Ford F150 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK7368 2021 Ford F150 $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK7419 2016 Ford-350 XL 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7420 2016 Ford-350 XL 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7469 2013 Ford F-150 XLT 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK7469 2013 Ford F-150 Super Cab - S hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK7537 2020 Ford F550 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7538 FORD hr TK7539 2020 Fprd F550 Super Duty hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7540 2020 Ford F550 Super Crew Cab hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7541 2020 Ford F555 XLT hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7542 Ford F550 Super Duty Crew Cab 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7546 2020 Ford F550 Super Duty Crew Cab 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7594 2014 Ford F350 UT- F $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK7605 2015 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK7807 2021 Ford Ranger PU Crew 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK7904 2013 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK7963 2013 Ford F-150 XLT 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK8208 2014 Ford F350 Utility Truck 12 - 20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK8480 2013 Ford F-150 XLT 00-06 hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK8965 Ford F-450 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 welder/comp paid separately TK9368 2014 Ford F250 XL Super Cab 06-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK9368 2013Ford F250 XL Super Cab 06-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 welder/comp paid separately TK9424 2008 Ford F250 XL SRW 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK9542 2012 Ford F-450 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK9604 2013 Ford F350 utility 12-20 hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK9637 Ford F350 -SFS hr $51.25 42 0.12 0.89 TRUCK T&TT 12-20 TK9744 2012 Ford F-150 XLT 4x4 06-12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK9753 FORD F150 P/U hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TK9785 2014 Ford F-150 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 welder/comp paid separately TK9799 2016 Ford F-150 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK9800 2016 Ford F-150 XL 06 - 12 hr $34.98 42 0.12 0.89 TRUCK T&TT 06-12 TK9803 2016 ford F150 Supercab hr $34.98 42 0.12 0.89 TRUCK T&TT 00-06 TKHS Heavy Truck - Standby 12-20 hr $4.20 42 0.12 0.89 TRUCK T&TT 12-20 TKLS Light Truck - Standby 00-06 hr $4.20 42 0.12 0.89 TRUCK T&TT 00-06 TKMS Medium Truck - Standby 06-12 hr $4.20 42 0.12 0.89 TRUCK T&TT 06-12 TKUS Utility Truck - Standby 20-28 hr $4.20 42 0.12 0.89 TRUCK T&TT 20-28 TR S K I D S T E E R S TR0006 Cat 246C Skid Steer Loader > 50hp hr $49.49 40 0.12 0.89 TRACS >50 C 21 Valverde Construction, Inc ID EQUIPMENT Unit Rate Page# Stand by Factor Multi Shift Factor Class Make Code Notes Equipment Rates Effective 04/01/26 Expires 03/31/27 TR0006S Cat 246C Skid Steer Loader - Standby hr $5.94 SW S W E E P E R S SW0003 2019 Isuzu Tymco Sweeper hr $174.66 12 0.15 0.86 BRMSW SWSP 3-6 TK D U M P T R U C K S & T R A I L E R S TK0863 Peterbilt Dump Truck hr $91.50 43 0.18 0.84 TRUON TRUN 3AXL TK0863s Peterbilt Dump Truck - Standby hr $16.47 TK2572 Peterbilt Dump Truck hr $91.50 43 0.18 0.84 TRUON TRUN 3AXL TK2572s Peterbilt Dump Truck - Standby hr $16.47 TK2995 Ford 650 Dump Truck hr $91.50 43 0.17 0.84 TRUON TRUN 3AXL TK2995s Ford 650 Dump Truck - Standby hr $15.56 TK3730 2013 Ford F650 5-6 YARD DUMP TRUCK hr $69.84 43 0.18 0.84 TRUON TRUN 2AXL TK3730S 2013 Ford F650 5-6 YARD DUMP TRUCK - Standby hr $12.57 TK9892 15 'PETERBUILT 10 WHL DUMP TRUCK hr $91.50 43 0.18 0.84 TRUON TRUN 3AXL TK9670 2025 'PETERBUILT4 axel DUMP TRUCK hr $103.20 43 0.18 0.84 TRUON TRUN 4AXL TK9683 2025 'PETERBUILT4 axel DUMP TRUCK hr $103.20 43 0.18 0.84 TRUON TRUN 4AXL TK40 TRAILER 2 AXLE - 8 TIRE/axle hr $25.83 41 0.42 0.64 TRAIL LB-A 200 TK40S TRAILER 2 AXLE - 8 TIRE/axle - Standby hr $10.85 TK40LP TRAILER 2 AXLE - 8 TIRE/axle hr $25.83 41 0.42 0.64 TRAIL LB-A 200 TK3561 Utility Trailer Hr $1.09 41 0.42 0.64 TRAIT TB-1 00-02 TK6031 2013 F550 Dump Truck 3 Yard hr $69.84 43 0.18 0.84 TRUON TRUN 2AXL TK6031S 2013 F550 Dump Truck 3 Yard - Standby hr $12.57 VP V I B R A T O R P L A T E S VP0001 WACKER GAS (vibrator plate) hr $5.15 12 0.19 0.82 COMHG COMP 0-250 VP0002 WACKER GAS (jumping jack)hr $5.15 12 0.19 0.82 COMHG COMP 0-250 VP0003 WACKER GAS (jumping jack)hr $5.15 12 0.19 0.82 COMHG COMP 0-250 VP0005 WACKER DIESEL (jumping jack)hr $5.15 12 0.19 0.82 COMHG COMP 0-250 VPS JUMPING JACK or VIBRATOR PLATE - Standby hr $0.98 VT V A C T R U C K S VT0001 Vactor HXX Paradigm Vacum - F hr WT W A T E R T R U C K S WT0004 14' Freightliner 2000 Gallon Water Truck hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 20,000lbs WT0005 2016 Ford F750 Water Truck hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 20,000lbs WT0006 2017 Water Trailer hr $2.96 misc 0.21 0.82 Misc WATR 2AX-550 550 Gallons WT0008 2023 Ford F750 Water Truck hr $90.25 42 0.12 0.89 TRUCK T&TT 48-60 26,000 lbs WT0009 2024 Mack Water Truck (F)hr $90.25 42 0.12 0.89 TRUCK T&TT 48-60 26,000 lbs WT1442 Ford F750 Water Truck (Tutor)hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 20,000lbs WT4230 2007 Ford F650 Water Truck 3FRNF65A16V374530 hr $54.23 42 0.12 0.89 TRUCK T&TT 20-28 20,000lbs MS M I S C E L L A N E O U S MS0001 STEEL PLATE 4 X 8 3/4"day $1.62 21 0.56 1 NONOP MISC 210 4*8/100*1.16 = .37 MS0002 STEEL PLATE 8 X 12 1"day $1.62 21 0.56 1 NONOP MISC 220 8*12/100*1.33= 1.28 MS0008 DYNAMATION GAS DETECTOR 929A hr $1.07 Misc 0.59 1 TEST INSC M40 MS0013 LEE BOY TACK SPRAYER hr $9.24 12 0.13 0.88 BITDT TLMD 0-300 MS0018 AP 25 VENTILATION BLOWER hr $0.73 1601 misc 0.5 1 FANSV ELEC 000-100 Research MS0018S VENTILATION BLOWER - Standby hr $0.37 MS0900 RIVET BUSTER hr $1.90 9 0.61 0.42 AIRTO ATOL 60 MS0900S RIVET BUSTER - Standby hr $1.16 MS0901 DELINEATORS day $0.29 32 0.73 1 TRAFC 3DEL 100 rate is per day MS0901A CONES 28"high per 100 day $18.18 40 0.73 1 TRAFC 2TC B100 rate is per day/per 100 MS0902 POWDER PUFF (60 lbs)hr $1.90 9 0.61 0.42 AIRTO ATOL 40-60 MS0902S POWDER PUFF (60 lbs) - Standby hr $1.16 MS0903 SIGNS day $3.31 32 0.73 1 TRAFC 6FSS EACH rate is per day MS0904 90# JACKHAMMER hr $1.90 9 0.61 0.42 AIRTO ATOL 60 MS0904S 90# JACKHAMMER - Standby hr $1.16 MS0905 60# JACKHAMMER hr $1.35 9 0.61 0.42 AIRTO ATOL 40-60 MS0905S 60# JACKHAMMER - Standby hr $0.82 MS0906 CLAY SPADE hr $1.35 9 0.61 0.42 AIRTO ATOL 40-60 MS0906S CLAY SPADE - Standby hr $0.82 MS0907 HIGH LEVEL FLAG TREE day $3.31 32 0.73 1 TRAFC 6FSS EACH rate is per day MS0908 3" TRASH PUMP w/25'suction & 50'discharge hr $6.94 31 0.36 0.68 PUMWA APMP 010-020 w/hoses MS0908A 4" TRASH PUMP w/25'suction & 50'discharge hr $8.21 31 0.36 0.68 PUMWA APMP 020-030 w/hoses MS0908S TRASH PUMP - Standby hr $2.96 MS0911 GENERATOR (6.5 KW)hr $5.12 14 0.13 0.88 ELGEN GEN 003-008 22 Valverde Construction, Inc ID EQUIPMENT Unit Rate Page# Stand by Factor Multi Shift Factor Class Make Code Notes Equipment Rates Effective 04/01/26 Expires 03/31/27 MS0911S GENERATOR (6.5 KW) - Standby hr $0.67 MS0912 BLOWER W/HOSE hr $0.60 31 0.5 1 FANSV ELEC 000-100 MS0912S BLOWER W/HOSE - Standby hr $0.30 MS0915 2" SUBMERSIBLE PUMP (1260 GPH) w/hoses hr $4.63 23 0.36 0.67 PUMWA APMP 000-010 w/hoses MS0915S 2" SUBMERSIBLE PUMP - Standby hr $1.67 MS0917 CUTOFF SAW hr $0.52 14 0.61 0.42 ELTOL TOOL 060-080 MS0917S CUTOFF SAW - Standby hr $0.32 MS0918 50' FIRE HOSE 2 1/2"hr $0.10 31 0.36 0.68 PUMWA OUHS 0-2.5 MS0919 CONFINED SPACE PKG (winch,tripod,harness)hr $0.44 Misc 0.02 0.82 WINCH EKRV L5606 MS0919S CONFINED SPACE PKG - STANDBY hr $0.01 MS0920 CHIPPING GUN (25 lbs)hr $1.06 9 0.61 0.42 AIRTO ATOL 20-30 MS0920S CHIPPING GUN (25 lbs) - Standby hr $0.65 MS0922 GENERATOR 45 KW KVA hr $18.60 14 0.13 0.88 ELGEN GEN 025-050 MS0922S GENERATOR 45 KW KVA - Standby hr $2.42 MS0923 BARRICADE W/FLASHER LITE day $0.58 40 0.73 1 TRAFC 1BAR A1 MS0924 18" & 24" MOUNTED COMPACTOR WHEEL hr $1.55 Misc 0.52 0.52 COMMM ENTK 300W MS0924S COMPACTOR WHEEL - Standby hr $0.81 MS0926 ACCU PUNCHER TORPEDO 2"hr $1.35 9 0.61 0.42 AIRTO ATOL 40-60 MS0927 CORE DRILL - Cardi X2R 42C 5HP hr $3.49 37 0.12 0.89 SAWCH SAW 5-HP MS0928 HUSQVARNA WALK BEHIND FLAT SAW hr $25.96 37 0.15 0.86 SAWCO ABOP 45-65 MS0929 2 POWDER PUFF TAMPER (40 lbs)hr $1.35 9 0.61 0.42 AIRTO ATOL 40-60 MS0930 CONCRETE VIBRATOR hr $1.34 5 0.33 0.69 CONVB CVIB EVHD MS0931 WET VACUUM hr $0.39 14 0.61 0.42 ELTOL TOOL 045-060 MS0933 36" Compaction Wheel hr $1.55 Misc 0.52 0.52 COMMM ENTK 300W MS0934 Red -D- Arc Welder ZR 8 hr $7.46 43 0.2 0.83 WELD AWM 0-250 MS0935 Roto Hammer hr $1.06 9 0.61 0.42 AIRTO ATOL 20-30 MS0940 Cement Mixer hr $4.09 13 0.12 0.89 CONMX SORP 03.5-6 MS0941 Multiquip Power Washer hr $6.00 0.16 0.84 BB MS0942 Grinder hr $22.56 0.16 0.84 BB MS951 Vibrator Plate HR $1.36 13 0.33 0.69 COMVB CVIB EVHD MS0960 Welder with Trailer hr $7.46 43 0.2 0.83 WELD AWM 0-250 HT0001 Hot Tap Air Tool hr $0.54 9 0.61 0.42 AIRTO ATOL 0-10 MS0961 Laser hr $4.79 MISC 0.58 0.45 MS0962 Welder hr $7.46 43 0.2 0.83 WELD AWM 0-250 MS0969 Linelazer Line Striper hr $5.52 MISC 0.28 0.74 STRIP GACO 3900 23 SECTION 10- EXCEPTIONS Exceptions Include: •All Permits •Inspection Fees •Compaction Testing •Survey/Layout •Engineering •Traffic Control Map Stamped by Engineer •Removal of Hazardous Materials •Handling and/or Disposal of Ground Water •Relocation of Conflicting Utilities Not Specifically Mentioned in Scope of Work And •Future Rate Increases for Union Workers. 24 Secretary of State Certificate of Status I, SHIRLEY N. WEBER, PH.D., California Secretary of State, hereby certify: The above referenced entity is active on the Secretary of State's records and is authorized to exercise all its powers, rights and privileges in California. This certificate relates to the status of the entity on the Secretary of State ’s records as of the date of this certificate and does not reflect documents that are pending review or other events that may impact status. No information is available from this office regarding the financial condition, status of licenses, if any, business activities or practices of the entity. Active Entity Name: Entity No.: Registration Date: Entity Type: 0652211 05/24/1972 Stock Corporation - CA - General Status: Formed In:CALIFORNIA VALVERDE CONSTRUCTION, INC. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of May 03, 2026. SHIRLEY N. WEBER, PH.D. Secretary of State Certificate No.: To verify the issuance of this Certificate, use the Certificate No. above with the Secretary of State Certification Verification Search available at biz fileOnline.sos.ca.gov. 453667123 SECTION 11 - ENTITY__________________________ 25 SECTION 12 – DIR REGISTRATION NUMBER 1000002110 Expires 6/30/2028 26 SECTION 12 (Continued) CSLB LISENSE NO. 276469 27 EXHIBIT C 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. MAINTENANCE SERVICES AGREEMENT for On-Call Utilities Maintenance, Repair and Emergency/Unexpected Task Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & W.A. Rasic Construction Company, Inc. 4150 Long Beach Blvd. Long Beach, CA 90807 (562) 928-6111 This Maintenance Services Agreement (“the Agreement”) is made as of June 22, 2026 (the “Effective Date”), by and between W.A. Rasic Construction Company, Inc. (“Contractor”), a California corporation and the City of Seal Beach (“City”), a California charter city, (collectively, “the Parties”). 2 of 23 RECITALS A. City desires certain on-call utilities maintenance, repair and emergency/ unexpected task services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals (“RFP”) on April 1, 2026, titled “On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services.” Contractor submitted a proposal dated May 6, 2026, in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors (License # 368761, DIR 1000000649) and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those utilities maintenance, repair and emergency/unexpected task services (collectively “Services”) in the Request for Proposals attached hereto as Exhibit A, Contractor’s Proposal attached hereto as Exhibit B, and Terms for Compliance with California Labor Law Requirements (Exhibit C), all incorporated herein by this reference. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Agreement Documents; Order of Precedence. 1.2.1. The Agreement Documents include this Agreement itself, and all of the following: (i) Exhibit A (the Request for Proposal) (“RFP”), including all attachments and exhibits thereto; (iii) Exhibit B (Contractor’s accepted proposal, “Proposal”); and (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements). Exhibits A, B, and C are incorporated herein by this reference as though set forth in full. 3 of 23 1.2.2. In the event of any inconsistency or conflict between this Agreement and any Exhibit or other incorporated documents, the order of precedence shall be as follows: (i) this Agreement; and then (ii) Exhibit A (the RFP); and then (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements); and then (iv) Exhibit B (Proposal). In the event there is any conflict between the Agreement, on the one hand, and any of the Exhibits, the RFP or the Proposal on the other hand, the Agreement shall govern. 1.3. 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. 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 generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. The acceptance of Contractor’s work by City shall not operate as a release of Contractor from such standard of care and workmanship. 1.4. Compliance with Laws. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.5. Additional Services. Contractor will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. Original Term. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years (“Original Term”) and shall expire at midnight on June 30, 2029, unless sooner terminated or extended as provided by this Agreement. 2.2. Extensions. City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms of one year each (“extension”), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by City, the first extension shall have a term extending from July 1, 2029, through and including June 30, 2030, unless sooner terminated or extended pursuant to this Agreement. If timely elected by City, the second extension shall be from July 1, 2030, through and including June 30, 2031, unless sooner 4 of 23 terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor’s authorized representatives. 3.0 Contractor’s Compensation 3.1. Original Term. In consideration of Contractor’s performance of the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will City pay more than the total not-to-exceed amount of $600,000 (Six Hundred Thousand dollars and 00/100) for the Original Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the Original Term. 3.3. Extensions. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, in consideration of Contractor’s performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $200,000 (Two Hundred Thousand dollars) for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 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 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 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. 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5 of 23 5.1.2. This Agreement may be terminated by City upon 10 days’ notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.2. Termination by 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 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 immediately upon the effective termination date set forth in the notice of termination. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 11.1 of this Agreement) and all other documents, writings, and/or deliverables produced or developed pursuant to this Agreement. Provided that Contractor is not then in breach, City shall pay Contractor all undisputed amounts for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If said termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by City and 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 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 City’s representative for purposes of this Agreement. 6.2. Shane K. Sato is the Contractor's primary representative for purposes of this Agreement. Shane K. Sato shall be responsible during the term 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 6 of 23 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211-8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: W.A. Rasic Construction Company, Inc. 4150 Long Beach Blvd. Long Beach, CA 90807 Telephone: (562) 928-6111 Mobile: (310) 864-0278 Email: ssato@warasic.com Attn: Shane K. Sato 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, 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 City’s employees; and City’s employees shall not supervise Contractor’s personnel. Contractor’s personnel shall not wear or display any City uniform, 7 of 23 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, 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, 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. This duty of indemnification is in addition to Contractor’s duty to defend, indemnify and hold 8 of 23 harmless as set forth in any other provision of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. 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 § 20000, as amended by the Public Employees’ Pension Reform Act of 2013 (“PEPRA”), as amended from time to time. 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, 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. This duty of indemnification is 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 and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Ownership of Work Product 11.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or electronic files, other media of any kind whatsoever, and any other documents and written material of any kind, created, developed, or used 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 9 of 23 creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without 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 of the Work Product. 11.2. 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 11.1. 11.3. 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 for any purpose. Contractor shall defend, indemnify and hold City, its elected and appointed officials, officers, employees, agents, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City’s use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. 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: (i) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (ii) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.4. Upon expiration or termination of the Agreement, 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. 10 of 23 12.0 Confidentiality 12.1. 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 11.1) and/or any other data, documents, writings, discussion or other information created, developed, received or provided by Contractor for performance of this Agreement are confidential unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such Work Product, or other data, documents, writings, discussion or other information to persons or entities other than City without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, and/or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the geographical boundaries of City. Response to a subpoena or court order shall not be considered “voluntary,” provided Contractor gives City timely notice of such court order or subpoena. 12.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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. 12.3. Contractor’s covenants and obligations under this Section shall survive the termination or expiration of this Agreement. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City, and any subcontracting shall be at Contractor’s sole cost and expense. Contractor is fully responsible to City for the performance of any and all subcontractors. Authorized subcontracts, if any, shall contain a provision making the subcontractor subject to all terms, requirements, and provisions of this Agreement. 11 of 23 14.0 Prohibition Against Assignment or Delegation Contractor shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. Any purported assignment or delegation in violation of this Section 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. 12 of 23 17.0 Insurance 17.1. General Requirements. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to City that Contractor has secured all insurance required under this Section. 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, with a minimum limit of $2,000,000 per occurrence for bodily injury, death, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its officers, directors, managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance. with a minimum limit of $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers’ Compensation Insurance in the amount required by law; and Employer’s Liability Insurance with a minimum limit of $1,000,000 per accident and in the aggregate for bodily injury or disease. 17.2.4. Professional Liability (or Errors and Omissions Liability) Insurance: Consultant shall maintain professional liability (or errors and omissions liability) insurance that covers the Services to be performed in connection with that task order under this Agreement, with limits minimum limits no less than $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a “claims made” policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. 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. 13 of 23 17.4. Additional Insureds. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of 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, volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which 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 Coverage. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, servants, agents, volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non-Contributing. Coverage shall be primary insurance as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in 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, 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. Each insurance policy 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, volunteers and those City agents serving as independent contractors in the role of City officials. 14 of 23 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: (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials; or (ii) 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 required by this Agreement shall expressly waive the insurer’s right of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may 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 weeks prior to the expiration of the coverages. 15 of 23 17.13. Indemnity Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 17.14. Broader Coverage/Higher Limits. .No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. Contractor may also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. If 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. 17.15. Subcontractor Insurance Requirements/Pass-Through Clause. 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. 17.16. 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. 18.0 Indemnification, Hold Harmless, and Duty to De fend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, indemnify and hold harmless City, its elected and appointed officials, officers, attorneys, employees, agents, servants, volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees” in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys’ fees and costs of defense (collectively “Claims”), in law or in equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, to the extent arising out of, pertaining to, or relating to, in whole or in part, the breach of this 16 of 23 Agreement and/or the negligence, recklessness or willful misconduct of Consultant and/or its officers, agents, servants, employees, contractors subcontractors, subconsultants and/or their officers, directors, agents, servants or employees (or any entity or individual for whom Consultant shall bear the legal liability) in the performance of design professional services under this Agreement by a “design professional,” as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant exceed Consultant’s proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens or losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, in any manner arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, and/or any acts, errors, omissions, negligence, or willful misconduct of Consultant, its officers, agents, servants, employees, contractors, subcontractors, subconsultants, materialmen, or suppliers, or their officers, agents, servants or employees (or any entity or individual for whom Consultant shall bear legal liability) in the performance of the Services and/or this Agreement , except to the extent the Liabilities arise from the active or sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. Consultant 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. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.2. Contractor shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. 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 indemnity agreements, Contractor shall be fully responsible 17 of 23 and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims and/or Liabilities in law or equity, whether actual, alleged or threatened, to the extent arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, any acts, omissions, negligence or willful misconduct of Contractor’s subcontractor, subconsultant, or other person or entity, and its officers, directors, managers, affiliates, agents, servants, employees, materialmen, contractors, subcontractors and/or subconsultants, and/or their officers, directors, managers, affiliates, agents, servants or employees (or any other entity or individual for whom Contractor’s subcontractor, subconsultant and/or such other person or individual shall bear legal liability) in the performance of the Services or this Agreement, except to the extent the Claims and/or Liabilities arise from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 18.4. Workers’ Compensation Acts Not Limiting. 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 its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, servants, volunteers and those City agents serving as independent contractors in the role of City officials. 18.5. Indemnification Not Limited by Insurance. Procurement of insurance by Contractor is not and shall not be construed as a limitation of Contractor’s liability, or as a waiver of or limitation on full performance of Contractor’s duties of defense and indemnification, under this Section 18.0 or under any other provision of this Agreement. Contractor’s defense and indemnification obligations under this Agreement shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims asserted against City or any of the other Indemnitees as defined in this Section 18.0, and Contractor’s defense and indemnification obligations under this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, City, or any of the other Indemnitees. 18.6. Survival of Terms. Contractor’s covenants 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 covenants that it shall not discriminate, harass or retaliate against any of its employees, applicants for employment, contractors, subcontractors or consultants because of or on account of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national 18 of 23 origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by law. Contractor further covenants that in the performance of this Agreement, Contractor shall not discriminate, harass or retaliate against City, its elected or appointed officials, officers, employees, agents, servants, volunteers, any City agents serving as independent contractors in the role of City officials, and/or any City consultants, contractors, subcontractors, or subconsultants on any basis prohibited by law 20.0 Labor 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 To the extent that this Agreement calls for services that, in whole or in part, constitute “public works” as defined in the California Labor Code, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Government Code Claim Compliance In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Contractor. If no 19 of 23 such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a lawsuit against City. 25.0 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. 26.0 Non-Exclusive Agreement Contractor acknowledges that City may enter into agreements with other consultants for services encompassed by or similar to the services that are subject to this Agreement or may have its own employees perform services encompassed by or similar to those services contemplated by this Agreement. 27.0 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. 28.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (i) effective unless it is in writing and signed by the Party making the waiver, (ii) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (iii) deemed to constitute a continuing waiver unless the writing expressly so states. 29.0 Prohibited Interests; Conflict of Interest 29.1. 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 20 of 23 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. 29.2. 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. 29.3. 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. 30.0 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 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 officers, directors, managers, affiliates, employees, agents, and subcontractors 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 officers, directors, managers, affiliates, employees, agents and subcontractors. 31.0 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 21 of 23 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. 32.0 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. 33.0 Mutual Cooperation 33.1. 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. 33.2. Contractor’s Cooperation. Contractor agrees to work closely and cooperate fully with City’s representative and any other agencies that may have jurisdiction or interest in the work to be performed. In the event any claim or action is brought against City relating to Contractor’s performance of Services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires. 34.0 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. 35.0 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. 22 of 23 36.0 Recitals City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 37.0 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. 38.0 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. EXHIBIT A Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services City of Seal Beach Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services RFP responses to be received until 2:00 P.M., May 6, 2026 in the Public Works Department ATTN: Sean Sabo, Management Analyst Approved for Advertising: Iris Lee Director of Public Works Date Issued: March 31, 2026 ii Table of Contents I. INTRODUCTION II. GENERAL REQUIREMENTS III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES IV. DISCIPLINE B ELECTRICAL MAINTENANCE, REPAIR AND EMEREGENCY SERVICES V. PRE-PROPOSAL QUESTIONS VI. SCHEDULE VII. SUBMITTAL REQUIREMENTS VIII. FEE AND COST PROPOSAL IX. INTERVIEW X. SELECTION PROCESS XI. SPECIAL PROVISIONS XII. GENERAL CONDITIONS EXHIBIT A Cost Proposals EXHIBIT B Sample Contract 3 REQUEST FOR PROPOSALS FOR ON-CALL UTILITIES AND ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES ALL INTERESTED PARTIES MUST ACCESS RFP DOCUMENTS VIA PLANETBIDS. COMMUNICATION AND ADDENDA, IF ANY, WILL BE DISTRIBUTED TO REGISTERED PARTIES VIA PLANETBIDS. I. INTRODUCTION The City of Seal B water, wastewater, storm water, and electrical systems serving municipal buildings, pump stations, wells, reservoirs, and related public works assets. The City is soliciting proposals from qualified contractors to provide on-call utilities and electrical maintenance and repair services, which may include routine, emergency, and unanticipated work assignments under two distinct disciplines: Discipline A Utilities Maintenance, Repair and Emergency Services Discipline B Electrical Maintenance, Repair and Emergency Services Proposers may submit qualifications for one or both disciplines. The City intends to award one or more on-call agreements with qualified contractors within each discipline to ensure adequate availability, specialized expertise, and timely response capability. Work may include routine maintenance, emergency repairs, and unforeseen infrastructure failures requiring immediate response. Contractors shall provide all labor, materials, tools, equipment, transportation, supervision, and incidentals necessary to complete assigned work. The anticipated term of each agreement is three (3) years, with the option to extend for two (2) additional one- year periods at the sole discretion of the City. Due to the as-needed nature of these services, no minimum amount of work is guaranteed, even if awarded. The scope, schedule, and cost for each requested task will be authorized on a task order basis. The City reserves the right to solicit competitive proposals among awarded contractors within a discipline or to separately bid any project at its discretion. II. GENERAL REQUIREMENTS (APPLICABLE TO ALL DISCIPLINES) Licensing and Experience proposing at the time of proposal submittal and must maintain the license in good standing for the duration of the Agreement. 4 All proposers shall demonstrate a minimum of ten (10) years of relevant maintenance and repair experience in the applicable discipline. Contractors must be registered with the Department of Industrial Relations (DIR) and must obtain and maintain a valid City of Seal Beach business license upon award. Safety and Regulatory Compliance All work performed under this contract shall comply with all applicable federal, state, and local laws, regulations, codes, and standards. This includes, but is not limited to, requirements established by: Applicable American Public Works Association standards Applicable American Water Works Association (AWWA) standards Applicable Building and Electrical Codes California Division of Occupational Safety and Health (Cal-OSHA) California Manual on Uniform Traffic Control Devices (CA MUTCD) County of Orange standards City of Seal Beach Cross-Connection Control Policy Handbook (CCCPH) standards City of Seal Beach Standard Plans and Specifications Environmental and air quality regulations Equipment manufacturer specifications National Association of Sewer Service Companies (NASSCO) National Pollutant Discharge Elimination System (NPDES) Other Agencies Having Jurisdiction (AHJ) Standard Specifications for Public Works Construction (Green Book, latest edition) Work Area Traffic Control Handbook (WATCH Manual) The Contractor shall conduct all operations in a manner that provides maximum safety to the public, City personnel, and Contractor staff. Service Response Requirements The Contractor shall provide emergency response services when requested by the City. Emergency situations may include utility failures, electrical system failures, hazardous conditions, or other unforeseen infrastructure issues requiring immediate attention. Unless otherwise directed by the City, the Contractor shall mobilize personnel and equipment within three (3) hours of notification for emergency service requests. For non-emergency work assignments, the Contractor shall respond to City service requests within one (1) business day, unless otherwise directed by the City. The Contractor shall coordinate scheduling with the City to ensure timely completion of assigned tasks. Compensation and Billing Separate rate sheets shall be submitted for each discipline. Compensation shall be based on the approved rate sheet and negotiated task order pricing. Labor charges shall apply to time spent performing work at the job site unless otherwise approved in writing. Travel time is not compensable unless expressly authorized. Materials shall be reimbursed at actual documented cost plus a markup not to exceed fifteen percent (15%). Supporting documentation shall be provided with each invoice. 5 If the City determines that the Contractor has not satisfactorily performed the Work, payment may be withheld until the Work is completed to the satisfaction of the City. The City shall certify that the Work has been inspected and accepted prior to payment. The Contractor shall be responsible for timely payment of subcontractors, material suppliers, workers, and vendors. Working Hours Unless otherwise authorized by the City, work shall be performed during normal City business hours. Normal working hours for non-emergency work shall generally be between 7:30 a.m. and 5:30 p.m., Monday through Friday. Work performed outside of normal working hours, including nights, weekends, or holidays, may require approved rate schedule. Except in documented emergencies involving immediate risk to public health, safety, or critical infrastructure, the Contractor must obtain prior approval from the City before commencing work outside of normal working hours. Staffing and Crew Requirements The Contractor shall maintain an adequate workforce to perform the services required under this Agreement. Field work shall be performed by a crew consisting of at least two experienced and properly qualified employees unless otherwise approved by the City. The Contractor shall ensure sufficient staffing is available to meet required emergency response timeframes. Upon request, the Contractor shall provide a listing of employees assigned to a task order, including names, dates worked, and hours worked for each date. Equipment Availability The Contractor shall provide, with its Proposal, a list of equipment owned or otherwise immediately available for use in performing the Work. The Contractor shall ensure that all equipment is properly maintained, suitable for the intended work, and compliant with applicable safety regulations. Subcontractors If subcontractors are proposed, the Contractor shall include a list of subcontractors with the Proposal. The Contractor shall remain fully responsible for the performance, safety compliance, and legal compliance of all subcontractors. The City reserves the right to request additional information or references for any proposed subcontractor. Prevailing Wage Compliance Work is subject to California prevailing wage requirements (see General Conditions). Rates and Safety Equipment All hourly rates and unit prices submitted shall be fully burdened and shall include supervision, overhead, profit, safety equipment, and all incidental costs necessary to complete the work. For emergency work, hourly rates shall apply only to actual time spent performing work at the job site. Travel time shall not be compensable unless expressly authorized in writing by the City. Site Investigation Prior to the proposal due date, prospective Contractors may inspect City facilities and work locations to familiarize 6 themselves with site conditions. City representatives will be available to answer questions upon request. III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES A. System Overview system provides service to approximately 5,500 customers through approximately 68 miles of transmission and distribution pipeline ranging from 4 inches to 20 inches in diameter. Pipelines are constructed of cast iron, asbestos cement, PVC, reinforced concrete cylinder pipe, and cement mortar-lined and coated steel pipe. The water system also includes three (3) active wells, two (2) reservoirs, two (2) booster pump stations, and an imported water supply connection. The wastewater collection system includes approximately 181,000 linear feet of gravity sewers, 15,000 linear feet of force mainlines, 780 manholes, and six (6) pump stations. The storm water system includes approximately eight (8) miles of reinforced concrete pipelines, 230 catch basins, one (1) City-owned pump station, and related drainage infrastructure. B. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or C-34 (Pipeline) and C-42 (Sanitation System) issued by the Contractors State License Board at the time of proposal submittal and shall maintain the license for the duration of the Agreement. C. Scope of Services Under this discipline, the Contractor shall provide all labor, supervision, equipment, traffic control, materials, tools, safety equipment, and incidental work necessary to perform on-call maintenance and repair of water, wastewater, and stormwater infrastructure. Work may include, but is not limited to, excavation and trenching, pavement removal and restoration, backfill and compaction, welding, removal and disposal of materials, traffic control implementation, and restoration of damaged improvements. Services may include installation, repair, and replacement of pipelines, valves, meters, vaults, manholes, pump station components, backflow devices, fire connections, catch basins, and related utility infrastructure. Work may require temporary water service installation, sewer bypass pumping, dewatering, shoring, asbestos cement pipe handling and disposal, and regulatory compliance related to NPDES and other environmental requirements. D. Construction and Field Requirements Traffic Control Traffic control shall be provided in accordance with the Special Provisions. Protection of Existing Facilities and Property 7 The Contractor shall locate and protect all existing utilities, infrastructure, and adjacent public and private property during the performance of the Work. The Contractor shall coordinate with utility owners and comply with all utility notification requirements. Detailed requirements are provided in the Special Provisions. Temporary Water Service When maintenance or repair activities require interruption of existing water or sewer service, the Contractor shall provide, install, operate, and maintain temporary systems necessary to ensure continuity of service to affected customers. Temporary utility systems shall be installed and maintained in a safe and reliable manner and in compliance with applicable federal, state, and local regulations. Where water service disruptions occur, the Contractor shall furnish and install temporary potable water service systems as necessary to maintain service, and shall comply with latest AWWA standards. Temporary systems may include above-ground piping, hoses, service connections, valves, and meters. All temporary water service systems shall be equipped with an approved backflow prevention device installed in accordance with the City Cross-Connection Control Policy Handbook (CCCPH) standards and applicable local regulations. Backflow prevention assemblies shall be properly installed and maintained for the duration of the temporary service to protect the potable water supply. All materials used for temporary water service shall be approved for potable water use and installed in a manner that protects the public and prevents damage from traffic or construction activities. Temporary water systems shall be properly secured, maintained throughout their use, and disinfected or flushed where required Utilities Division staff prior to being placed into service. All temporary utility systems shall remain in service until permanent utilities have been restored. Upon completion of the work, the Contractor shall remove all temporary facilities and restore affected areas to their original or better condition. Sanitary Sewer Overflow Prevention Where sewer lines must be taken out of service, the Contractor shall provide temporary bypass pumping systems sufficient to maintain continuous wastewater conveyance and prevent sanitary sewer overflows. Bypass systems shall be appropriately sized for anticipated flows and shall include pumps, piping, power supply, and backup equipment necessary to maintain uninterrupted operation. The Contractor shall monitor bypass systems during operation and respond promptly to any malfunction or failure. The Contractor shall maintain a minimum of one backup pump per operating pump, on site, throughout the duration of any sewage pumping procedure. The Contractor shall be responsible for properly designing, installing, operating, and maintaining all temporary sewer bypass systems necessary to prevent sanitary sewer overflows during the performance of the Work. The Contractor shall immediately notify the City of any bypass system failure, spill, or overflow condition. Any system shall be the responsibility of the Contractor, including all required containment, cleanup, reporting assistance, and restoration activities necessary to address the incident. Shoring and Trench Safety The Contractor shall provide all necessary trench protection systems, including shoring, shielding, sloping, or other protective measures, in accordance with applicable Cal-OSHA excavation safety regulations and all other relevant safety standards. Trench protection systems shall be designed, installed, maintained, and removed in accordance with regulatory requirements to ensure the safety of workers, the public, and adjacent improvements. 8 The Contractor shall be responsible for evaluating site conditions, including soil classification, groundwater conditions, trench depth, and surcharge loads, and selecting appropriate protective systems accordingly. All trenching and excavation operations shall comply with applicable safety regulations, and the Contractor shall ensure that excavation areas are properly secured and protected from hazards throughout the duration of the work. Asbestos Cement Pipe Existing utility infrastructure may include Asbestos Cement Pipe (ACP). When ACP is encountered, the Contractor shall perform all handling, removal, and disposal activities in accordance with applicable environmental and safety regulations. Personnel performing this work shall possess all required training and certifications. Utility Damage Responsibility The Contractor shall be responsible for any damage to existing utilities, facilities, or improvements resulting utility markings are approximate and are provided for informational purposes only. The Contractor shall verify utility locations as necessary and shall exercise due care during excavation and construction activities. Any utilities, facilities, or improvements damaged by the Contractor shall be immediately reported to the City of the City and the utility owner. Site Cleanup and Restoration The Contractor shall maintain work areas in a clean, safe, and orderly condition at all times. Debris, excess materials, and waste generated during the Work shall be promptly removed and disposed of in accordance with applicable regulations. Upon completion of the Work, the Contractor shall remove all equipment, temporary facilities, and construction materials from the site and shall restore all disturbed surfaces, including pavement, sidewalks, landscaping, and other improvements, to equal or better condition to the satisfaction of the City. Stormwater Pollution Prevention The Contractor shall comply with all applicable National Pollutant Discharge Elimination System (NPDES) stormwater regulations and permit requirements during the performance of the Work. The Contractor shall implement and maintain appropriate Best Management Practices (BMPs) to prevent sediment, debris, construction materials, and other pollutants from entering the storm drain system or nearby waterways. BMPs may include, but are not limited to, inlet protection, sediment control devices, spill prevention measures, proper material storage, and erosion control practices. The Contractor shall regularly inspect and maintain BMPs throughout the duration of the Work and shall promptly address any deficiencies or releases to ensure compliance with all applicable stormwater quality requirements. IV. DISCIPLINE B ELECTRICAL MAINTENANCE AND REPAIR SERVICES A. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or Class C- 9 B. Scope of Services Under this discipline, the Contractor shall provide on-call electrical maintenance and repair services for municipal facilities and utility infrastructure, including wells, pump stations, lighting, and related infrastructure. Services may include troubleshooting, repair, replacement, installation, testing, and inspection of electrical systems and components, including panels, controls, wiring, conduits, lighting systems, motors, pumps, transmission systems, and associated equipment necessary to maintain safe and reliable operations. All electrical work shall comply with the National Electrical Code, California Electrical Code, Standard Specifications for Public Works Construction (latest edition), City standards and provisions, Caltrans Standard Specifications where applicable, and all Agencies Having Jurisdiction. V. PRE-PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Sean Sabo Management Analyst Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 The City will respond to all questions and requests for clarification received by April 13, 2026. VI. SCHEDULE The following dates reflect the anticipated schedule: Request for Proposal Solicitation 3/31/2026 Pre-Proposal Question Deadline 4/28/2026 Proposal Submittal Deadline 5/6/2026, 2:00p.m. Contractor Interviews (if conducted) May 2026 Contract Award by City Council June 2026 Notice to Proceed June 2026 VII. SUBMITTAL REQUIREMENTS Acceptance of Submittals Proposals are due by 2:00 PM on May 6, 2026 to the following. Postmarks will not be accepted. Sean Sabo Management Analyst Department of Public Works 211 Eighth Street 10 Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 Please submit one (1) unbound original, two (2) bound hard copies, and one (1) electronic copy of the Contractor (s). Proposals received after the date and time listed above will not be accepted or considered for this Project. Firms proposing to provide services in both disciplines (utilities and electrical) shall submit separate proposals for each discipline. Each proposal shall be complete and stand on its own, clearly identifying the applicable discipline. There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or proprietary will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected Contractor. All property rights, including publication rights of all reports produced by the selected Contractor in connection with services performed under this Agreement shall be vested in the City. Protest procedures and dispute resolution process shall follow 2 CFR Part 200.318(k), 23 CFR 172.5(c)(18). Information to be Submitted Maximum page limit: 35 pages per proposal. The following information shall be provided, at a minimum: Cover Letter Table of Contents Company Qualifications Local Staffing List Understanding/Approach References List of Subcontractors Sample Letter Proposal Cost Proposal Exceptions Business Entity Contract Signatories Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, clearly identify the discipline being applied for, this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. 11 Company Qualifications: Provide a summary of the Contractor experience. Local Staffing List: Provide an organizational chart showing the names, positions, responsibilities, and availability of the individual(s) that would be assigned to this Agreement, including sub-Contractors. Identify the individual(s) authorized to negotiate the contract on behalf of the and the Contractor manager. Understanding/Approach: Describe the Contractor Work requested in this RFP, any key issues that may need special attention. Describe how the Contractor will approach the scope of services and each task needed to complete the project. Any task assumptions and/or exclusions shall be clearly identified. References: Contractor should provide a minimum of five (5) references from public agencies the Contractor has performed work for within the last five (5) years. Information shall include, at a minimum: Agency name Scope of work and/or services provided, prime/sub-Contractor. Project outcome Construction value Dates Client project manager name, valid telephone number, and email List of Subcontractors: Contractor will be required to provide a list of subcontractors that it intends to use. each subcontractor, at a minimum. Subcontractor must comply with all applicable licensing requirements. Sample Letter Proposal: Contractor will be required to submit a sample letter proposal providing a template of how the Contractor intends to respond to each Work request. Fee & Cost Proposal: Contractors shall submit a separate Cost Proposal for each discipline for which they are proposing services. Contractors may submit proposals for one or both disciplines; however, each discipline shall include its own complete Cost Proposal and rate schedule submitted as part of a standalone proposal. Fee & Cost Proposal for Discipline X On-Call (Utilities or Electrical) Maintenance, Repair and Emergency Services identify the applicable discipline (Discipline A Utilities Maintenance and Repair Services and/or Discipline B Electrical Maintenance and Repair Services). The Cost Proposal shall include proposed labor classifications, hourly labor rates, and equipment rates, necessary to perform the services described in this Request for Proposals. Contractors may include additional labor classifications or equipment rates beyond those identified in Exhibit A if necessary to support the proposed services. Any additional classifications or rates shall be clearly identified in the submitted rate schedule. The Method of Payment of the Contract will be Time and Material. 12 Exceptions: The Contractor shall review this RFP and attached sample contract. Exceptions to any portion of not constitute City concurrence and acceptance. Exceptions may be negotiated with the top-ranked firm. Business Entity: Clearly indicate the registration number for the prime/sub-Contractor, and provide the Contractor and sub- information. Contract Signatories: Provide the two binding signatories for the firm, pursuant to California Corporation Code Section 313. VIII. FEE AND COST PROPOSAL In preparing the fee and cost proposal for this project, the Contractor shall take into consideration the following: 1. Compensation for services, and any optional tasks, provided will be on a time-and-materials. 2. Fee proposal and billing rates shall remain effective for the term of the Agreement. Any anticipated billing/rate adjustments shall be clearly identified in the Proposal and shall not be made more than once each calendar year. 3. -timing, billing rates for all classifications of staff likely to be involved shall be included with the fee proposal along with the mark-up rate for any non-labor expenses and sub-Contractors. Any anticipated fee adjustments shall be clearly noted. 4. If applicable and necessary, the City will negotiate the final fee with the top-ranked Contractor. IX. INTERVIEW Top ranked Contractor team(s) may be interviewed by the selection committee. Proposed key personnel from X. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. Since this solicitation is an RFP as opposed to a Bid, pricing alone will not constitute the entire selection criteria. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. 13 POTENTIAL EVALUATION CRITERIA 1. Completeness of Response (Pass/Fail) Responses to this RFP must be complete. Responses that do not include the proposal content requirements identified within this RFP and subsequent addenda and do not address each of the requested items will be considered incomplete, may be rated a Fail in the Evaluation Criteria, and may receive no further consideration. 2. Qualifications & Experience (35 points) a. Local Presence - respond in emergencies and effectively conduct the . b. Relevant experience, specific qualifications, and technical expertise of the Contractor and sub-Contractors to perform the work. c. Quality of references from at least five (5) agencies the Contractor currently or have previously consulted for in the past five (5) years. 3. Organization & Approach (35 points) a. requested Work. b. emergency and/or non-emergency Work. c. services without the compromise of quality, cost, and/or time. d. -perform the requested Work, or form a quality sub-contracting team. e. the nature of public sector work and its decision-making process. f. Maintenance Agreement. 4. Fee (30 points) a. Fee & Cost proposal b. Quality of sample letter proposal The City reserves the right to determine whether or not a proposal meets the specifications and requirements requirements. The City reserves the right to reject any and all proposals. The City reserves the right to put non-emergency and pre-planned projects out for formal bidding. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: interviews with the top candidates; conduct on- Contractors should be aware that award may be made without Contractor visits, interviews, or further discussion or negotiations. 14 XI. SPECIAL PROVISIONS (Applicable to All Disciplines Unless Otherwise Noted) PERSONNEL The Contractor shall furnish all labor necessary for the satisfactory performance of the Work described in this Agreement. All personnel assigned under this contract shall be properly trained, qualified, and experienced in performing the types of maintenance, repair, installation, inspection, and emergency response services required under this RFP. a. All employees shall adhere to professional standards of appearance and conduct while performing Work within the City. Personnel shall wear appropriate work attire and all personal protective equipment required by federal and state safety regulations. Clothing and gear shall be worn in accordance with applicable safety standards at all times. The City reserves the right to require removal and replacement of any employee whose conduct, workmanship, or performance is deemed unsatisfactory, unsafe, or inconsistent with the requirements of this Agreement. b. Typical Tasks Contractor personnel shall possess the necessary technical skills, certifications, and field experience to perform electrical, utility, and related maintenance and repair services as authorized under this Agreement. c. Licenses At the time of proposal submittal and throughout the term of the Agreement, the Contractor shall possess and maintain all licenses required to perform the Work, including: limited to: o - o - and, Class -for utility maintenance and repair services; and/or; o If selected, the Contractor shall maintain a valid City of Seal Beach business license for the duration of the Agreement. All personnel operating vehicles or specialized equipment shall possess valid and appropriate California driver licenses and certifications as required by law. d. Knowledge and Experience of the electrical and/or utilities maintenance and repair industries, as applicable to the assigned Work. Personnel shall have sufficient experience to perform services safely, efficiently, and in full compliance with applicable codes, standards, and regulations. 15 EQUIPMENT The Contractor shall furnish all equipment, tools, vehicles, materials, and incidentals necessary for the satisfactory performance of the Work. a. Vehicle and Equipment Maintenance All vehicles and equipment used in connection with this Agreement shall be maintained in safe, operable mechanical condition. Equipment shall comply with applicable safety regulations and shall be properly adjusted and maintained to ensure safe operation at all times. The City reserves the right to prohibit the use of equipment deemed unsafe, improperly maintained, or unsuitable for the Work. b. Storage of Equipment The Contractor shall be responsible for providing appropriate storage facilities for equipment and materials. Equipment shall not be stored within public rights-of-way or on City property without prior written authorization from the City. SUPERVISION The Contractor shall provide competent and continuous supervision of all Work performed under this Agreement. A designated foreman or authorized representative shall oversee daily operations, ensure quality workmanship, maintain schedules, and ensure compliance with all safety, licensing, and contract requirements. The designated supervisor shall: Be available during active Work operations; Serve as the primary point of contact for the City; Coordinate scheduling and respond to service requests or complaints; and Ensure that all Work is performed in accordance with the Contract Documents. Supervisory personnel shall have a minimum of five (5) years of relevant experience in electrical and/or utilities maintenance and repair, as applicable to the services being performed. Failure to provide adequate supervision may result in corrective action, withholding of payment, or termination in accordance with the Agreement. METHOD OF WORK The Contractor shall furnish all labor, supervision, materials, tools, equipment, transportation, traffic control, Work shall be completed in place, in a professional and workmanlike manner, and in accordance with the Contract Documents. The Contractor is solely responsible for means and methods of construction, maintenance, and repair operations, and shall perform all Work in a manner that ensures maximum safety to the public, City personnel, and Contractor staff. All Work shall comply with all applicable federal, state, and local laws, regulations, codes, standards, and manufacturer specifications, including but not limited to Cal-OSHA requirements, applicable Building Codes, the 16 City of Seal Beach Municipal Code, and any Agency Having Jurisdiction (AHJ). Failure to comply may result in suspension of Work, termination of the Agreement, or other remedies available to the City. The City reserves the right to stop Work, issue restraint or cease-and-desist orders, or require corrective action if unsafe practices, code violations, or contract noncompliance are observed. The Contractor shall maintain all work sites in a safe condition and shall protect the Work until final acceptance by the City. Any hazardous or unsafe condition encountered that is not caused by the Contractor shall be immediately reported to the City in writing. All debris, surplus materials, and waste shall be removed daily or as directed by the City and disposed of in accordance with applicable regulations. Upon completion, each site shall be left clean, safe, and in a presentable condition satisfactory to the City. TRAFFIC CONTROL The Contractor shall provide, install, and maintain all traffic control measures necessary to safely perform the Work and protect the public, workers, and adjacent properties. Traffic control shall be implemented in accordance with applicable City requirements and State standards, including the most current edition of the Work Area Traffic Control Handbook (WATCH Manual) and the California Manual on Uniform Traffic Control Devices (CA MUTCD), as applicable. Traffic control measures may include, but are not limited to, signage, cones, barricades, delineators, temporary lane closures, flaggers, and pedestrian accommodations. The Contractor shall be responsible for maintaining traffic control devices in proper working condition for the duration of the Work and for adjusting traffic control as necessary to address changing site conditions and ensure safe passage for vehicles, bicyclists, and pedestrians. Traffic control shall be implemented prior to commencement of Work and remain in place until completion and rates unless otherwise specified. Failure to properly implement traffic control measures shall constitute grounds for immediate suspension of Work. PROTECTION OF EXISTING FACILITIES AND PROPERTY The Contractor shall contact DigAlert and obtain all required utility markings prior to commencing any excavation activities. The Contractor shall coordinate with all applicable utility owners to identify the location of existing underground and aboveground facilities and shall verify utility locations as necessary to safely perform the Work. The Contractor shall take all necessary precautions to avoid damage to existing utilities, structures, and improvements. The Contractor shall also protect all public and private property not designated for removal or modification as part of the Work, including but not limited to utilities, streets, sidewalks, landscaping, irrigation systems, structures, and other improvement repaired or restored to the satisfaction of the City and the property owner at no additional cost to the City. 17 Nothing contained herein shall be construed as granting the Contractor exclusive use or occupancy of any public right-of-way, street, easement, or City property. The Contractor shall conduct operations in a manner that minimizes interference with public travel, City operations, and adjacent property access, and shall maintain safe access for residents, businesses, and emergency services at all times. COMMUNICATION AND EMERGENCY RESPONSE The Contractor shall provide the City with emergency contact information for at least two (2) qualified representatives authorized to respond to emergency conditions at any time during the term of the Agreement. During normal City business hours (7:30 A.M. to 5:30 P.M., Monday through Friday), the Contractor shall maintain personnel capable of directly responding to telephone and email inquiries. An answering service alone shall not satisfy this requirement. For emergency requests, the Contractor shall mobilize and arrive on site within three (3) hours of notification unless otherwise directed by the City. AUTHORIZATION OF WORK AND EMERGENCY RESPONSE All work performed under this Agreement shall be on a task-by-task basis and requires written authorization from the City prior to commencement, except in documented emergency situations. When requested by the City, the Contractor shall submit a written proposal describing the proposed scope of work, estimated labor hours, required materials and equipment, and anticipated schedule. The City reserves the right to review, negotiate, and approve the scope and pricing before issuing written authorization or a Notice to Proceed. The Contractor shall perform only the work authorized, and any work performed without City authorization shall be at the In situations where immediate action is necessary to protect public health, safety, or critical infrastructure, the City may authorize the Contractor to proceed with emergency work without a prior written task order. In such cases, the Contractor shall perform the work on a time-and-materials basis in accordance with the approved rate schedule and shall provide detailed documentation of labor, equipment, and materials used. All emergency work shall be executed safely, efficiently, and in compliance with applicable laws, codes, and regulations. This Agreement provides on-call services on an as-needed basis, and the City does not guarantee any minimum amount of work. The Contractor shall have no claim against the City for anticipated profits, overhead, mobilization, standby costs, or other damages PROGRESS OF WORK Time is of the essence. The Contractor shall prosecute the Work diligently and in an orderly manner and shall minimize service interruptions to the greatest extent feasible. Work at each location shall be completed prior to moving to another site unless otherwise approved by the City. Failure to make satisfactory progress may result in written notice to cure, withholding of payment, or termination. CHANGES AND EXTRA WORK The City reserves the right to modify, increase, decrease, or omit portions of the Work as deemed necessary. Such modifications shall not invalidate the Agreement. Extra Work shall not be performed without prior written authorization, except where immediate action is necessary to protect public health or safety. 18 If unit prices are not applicable, compensation for Extra Work shall be based on actual labor costs, verified material costs, and a markup not to exceed fifteen percent (15%), unless otherwise negotiated and approved in writing by the City. All time-and-materials work shall include a written not-to-exceed amount. INSPECTION AND ACCEPTANCE All Work is subject to inspection by the City. Acceptance shall occur only after the City determines that the Work complies fully with the Contract Documents. Acceptance of Work does not relieve the Contractor of responsibility for defective or nonconforming Work discovered within the applicable warranty or statutory period. RECORDS, INVOICING, AND PAYMENT Payment is subject to inspection and acceptance by the City. Contractors shall maintain detailed records of work performed, including dates, locations, quantities, and descriptions of services, and shall submit completed task documentation with each invoice. The Contractor shall maintain complete and accurate records of all Work performed, including location, description, labor hours, materials, equipment used, and dates of service. Signed Task Orders shall accompany each invoice. The Contractor shall retain all records for the duration of the Agreement and for three (3) years following its termination. If deficiencies are identified, the Contractor shall correct them within twenty-four (24) hours of written notice unless otherwise directed by the City. Failure to correct deficiencies may result in withholding of payment, back charges, or other remedies available under the Agreement. INSURANCE AND LICENSING Prior to commencement of any work, the Contractor shall provide proof of insurance coverage in the types and insurance. The Contractor shall maintain all required contractor licenses in good standing and shall obtain and maintain a valid City business license for the duration of the Agreement. XII. GENERAL CONDITIONS A. Signature The Proposal shall be signed by an individual authorized to bind the Contractor. B. Other Considerations: The City shall not be liable for any pre-contractual expenses incurred by any firm considering submitting a proposal in response to this RFP. 19 The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any firm responding to this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to obtain a business license and pay a business license tax. For more information, go to www.sealbeachca.gov. D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The Contractor shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Agreement to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising compliance with or failure to comply with applicable laws, including all applicable federal and state labor requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Contractor agrees that all public work (as defined in California Labor Code section (1720) performed Labor Code sections 1770 et seq. City makes no representation or statement that the project or any In all bid specifications, contracts and subcontracts for any such Public Work, Contractor shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or Contractor to pay not less than the said prevailing rate of wages to all workers employed by the contractor in the execution of this contract. The Contractor expressly agrees to comply with the penalty provisions of California Labor Code E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the Contractor and each subcontractor, if any, in the bid proposal. 20 EXHIBIT A FEE & COST PROPOSALS 21 FEE & COST PROPOSAL FOR DISCIPLINE A ON-CALL UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/material rates may be added as a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) EQUIPMENT NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE DESCRIPTION E1 Pick-Up Truck HOUR $ E2 Crew Truck HOUR $ E3 Flatbed Truck HOUR $ E4 Bed Trailer HOUR $ E5 Bobcat HOUR $ E6 Small Excavator HOUR $ E7 Medium Excavator HOUR $ 22 E8 Large Excavator HOUR $ E9 Backhoe HOUR $ E10 Dump Truck/Super 10 HOUR $ E11 Truck and Pup HOUR $ E12 Water Truck HOUR $ E13 Vactor Truck HOUR $ E14 Sweeper HOUR $ E15 Wheel Loader HOUR $ E16 Skip Loader HOUR $ E17 Air Compressor w/Jack Hammer HOUR $ E18 Hydraulic Breaker HOUR $ E19 Asphalt Paver HOUR $ E20 Concrete Mixer HOUR $ E21 Concrete Saw HOUR $ E22 Compaction Wheel HOUR $ E23 Wacker HOUR $ 23 E24 Vibratory Compactor HOUR $ E25 Generator HOUR $ LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Superintendent $ $ $ L2 Project Manager $ $ $ L3 Foreman/Operator $ $ $ L4 Foreman/Laborer $ $ $ L5 Operator $ $ $ L6 Laborer $ $ $ L7 Welder $ $ $ L8 Teamster $ $ $ L9 Pipelayer $ $ $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 24 FEE & COST PROPOSAL FOR DISCIPLINE B ON-CALL ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/equipment/material rates may be added/clarified with a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Electrician $ $ $ L2 Journeyman $ $ $ L3 Helper/Apprentice (non-Journeyman) $ $ $ L4 L5 L6 L7 25 EQUIPMENT NO. DESCRIPTION UNIT PRICE E1 Truck $ E2 Trailer $ E3 Power Generator $ E4 Forklift $ E5 $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 26 EXHIBIT B SAMPLE CONTRACT MAINTENANCE SERVICES AGREEMENT for On-Call (Utilities or Electrical) Maintenance and Repair Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & <Contractor Name> <Address> <City, State, Zip Code> <Phone Number> This Maintenance Services <DATE> (the <CONTRACTOR LEGAL NAME> Contractor <TYPE OF LEGAL ENTITY AND STATE OF FORMATION (e.g., a California corporation, partnership, limited liability company, sole proprietorship, etc.)> and 2 of 19 RECITALS A. City desires certain on-call emergency and unexpected task (utilities or electrical) maintenance and repair services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals on <DATE>, titled -Call Utilities and Electrical Maintenance, Repair and Emergency Contractor submitted a proposal dated <DATE> in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors <License #XXXXX, DIR XXXXXXX> and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those (utilities or electrical) maintenance and related repair in the Request for Proposals attached hereto as Exhibit A Proposal attached hereto as Exhibit B, and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A, Exhibit B, and this Agreement, this Agreement shall control. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake 3 of 19 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 and professional manner, and Contractor and Contractor Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.5. 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 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years expire at midnight on <DATE>, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from <DATE> through and including <DATE>, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from <DATE> through and including <DATE>, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and 3.0 Contractor 3.1. In consideration the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will the City pay more than the total not-to-exceed amount of $_____ (____ dollars and 00/100) <TOTAL CONTRACT AMOUNT> for the <Original> Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in 4 of 19 Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the <Original> Term. 3.3. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, i performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $____________ (_______ dollars) <MAXIMUM DOLLAR AMOUNT PAYABLE FOR EACH EXTENDED TERM> for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. Upon 24-hour notice from City, Contractor agents or representatives to inspect at Contractor business hours all records, invoices, time cards, cost control sheets and other records maintained by Contractor under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 5 of 19 6.1. Agreement. 6.2. <NAME> is the Contractor's primary representative for purposes of this Agreement. <NAME> shall be responsible during the term 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, California 90740 Attn: City Manager To Contractor: <Contractor> <Address> City, State, Zip Code> Attn: <Contractor Representative> 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 shall obtain and maintain during the Agreement term all necessary licenses, 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 personnel under Contractor supervision. Contractor will determine the means, methods, and details by which Contractor employees and other personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work 6 of 19 performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Contractor 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 not supervise any of employees supervise Contractor personnel. Contractor badge, identification number, or other information identifying such individual as an employee of City; and Contractor -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 require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Contractor review plans on file at City, pick up or deliver any work product related to Contractor 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 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 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 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 indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all 7 of 19 liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor . 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 failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor 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 , commencing at Government Code § 20000, as amended by the Public 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. 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 officials, officers, employees, servants, designated volunteers, and 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 ny provisions of this Section 10.0. This duty of indemnification is in addition to Contractor harmless as set forth in any other provision of this Agreement. Contractor indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Contractor covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information & developed or 8 of 19 received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court Contractor gives City notice of such court order or subpoena. 11.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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 or mean the right by City to control, direct or rewrite the response. 11.3. Contractor s under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Data & Documents Data & Documents 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. Contractor shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 12.2. Contractor hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 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 Written 9 of 19 Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a Data & Documents is violating 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 Data & Documents produced under this Agreement. In the event the use of any of the Written Products 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 Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents 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 Data & Documents 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 delegate any of its duties under this Agreement, either in whole or in part, without Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this assignment 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. 10 of 19 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 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. 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, personal injury and property damage; and if Commercial General Liability Insurance or 11 of 19 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. Insurance in the amount required 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, designated volunteers and those City agents acting 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, 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 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 Coverage. 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 30 days prior 12 of 19 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, 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 officials, officers, employees, agents, designated volunteers designated volunteers and 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 officials, officers, employees, agents. designated volunteers designated volunteers and 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, 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, 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 required by this and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives all rights of subrogation against City. 17.10. 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 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 expense, the premium thereon. Contractor shall promptly reimburse 13 of 19 City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor. 17.11. 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on 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 weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor full performance of Contractor o indemnify City under Section 18.0. 17.13. Broader Coverage/Higher Limits. 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. 17.14. Subcontractor Insurance Requirements. 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. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Contractor . 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, agents, employees, designated volunteers, successors, assigns and those City agents serving as in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses or injury of any nature whatsoever, in 14 of 19 law or equity, to persons or property, including bodily injury, death, personal injury, property damage, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the Liabilities 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, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this 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 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 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 subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor the legal liability thereof) in the performance of this Agreement, including the 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. 18.3. Not Limiting. Contractor indemnification obligations under this Section, or any other provision of this mpensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 15 of 19 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 or Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Contractor indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non-Discrimination 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, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor 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 -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 To the extent that this Agreement calls for services that, in whole or in part, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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 16 of 19 agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Governing Law 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. 25.0 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. 26.0 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. 27.0 Prohibited Interests; Conflict of Interest 27.1. 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 17 of 19 Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 27.2. 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. 27.3. 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. 28.0 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 ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of 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. 29.0 Corrections In addition to the indemnification obligations set forth above, Contractor shall review of Contractor 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 18 of 19 retention amount held by City or may withhold payment otherwise owed Contractor under this Agreement up to the amount of the cost of correction. 30.0 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 Services beyond the current fiscal year, this Agreement shall cover payment for Contractor 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. 31.0 Mutual Cooperation 31.1. . City shall provide Contractor with all pertinent Data, documents and other requested information as is reasonably available for Contractor 31.2. Contractor . In the event any claim or action is brought against City relating to Contractor under this Agreement, Contractor shall render any reasonable assistance that City requires. 32.0 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. 33.0 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 therewith. 34.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 35.0 Corporate Authority 19 of 19 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. 20 of 20 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: _________________________ Patrick Gallegos, City Manager Attest: By: _________________________ Gloria D. Harper, City Clerk Approved as to Form: By: _________________________ Nicholas Ghirelli, City Attorney CONTRACTOR: <Contractor>, a <INSERT TYPE OF ENTITY (e.g., a California corporation> By: __________________________ Name: __ Its: By: __________________________ Name: ___ Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the 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.) EXHIBIT A Request for Proposals for On-Call (Utilities or Electrical) Maintenance and Repair Services EXHIBIT B s Proposal EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by 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 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 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: compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before 12. For every subcontractor who will perform work on the project, Contractor shall be 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 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 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 duties of Contractor under this Section shall survive the termination of the Agreement. EXHIBIT B Contractor’s Proposal Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services Discipline A – Utilities Maintenance, Repair and Emergency Services Submitted by: W.A. Rasic Construction Company, Inc. 4150 Long Beach Blvd., Long Beach, CA 90807 Phone: (562) 928-6111 | Fax: (562) 928-7339 Contact: Shane Sato – Division Manager Email: ssato@warasic.com RFP Submission Date: 2:00 P.M., May 6, 2026 ATTN: Sean Sabo, Management Analyst 4150 Long Beach Boulevard, Long Beach, CA 90807 • 562-928-6111 • fax: 562-928-7339 • www.warasic.com State Contractor’s License #A368761 • DIR Registration No. 1000000649 May 06, 2026 City of Seal Beach Department of Public Works 211 Eighth Street Seal Beach, CA 90740 Attention: Mr. Sean Sabo, Management Analyst Reference: On-Call Utilities and Electrical Maintenance, Repair, and Emergency Services Subject: Cover Letter Dear Mr. Sabo, W. A. Rasic Construction Company, Inc. (“W.A. Rasic Construction”), a California Corporation, with a 48-year track record of successful project delivery, is capable and committed to providing the appropriate resources required to make the On Call Construction Contract for Abalone Cove Sanitary Sewer Rehabilitation Services Program a success. Our strong qualification for this project is based, in part, on our experience, which includes constructing some of the most difficult projects in California, extensive and wide-ranging underground expertise in sewer and treatment facilities, and the experience of providing emergency services to a large number of utility providers in Southern California. W. A. Rasic Construction will provide the following distinct and unique benefits to the City of Seal Beach, Department of Public Works: ◼ Ability to quickly mobilize equipment and personnel resources appropriate to handle emergency projects of any nature ◼ Partnerships with key suppliers and subcontractors to make critical material and specialty services available to our emergency crews on a 24/7 basis ◼ Large fleet of owned equipment compliant with the most stringent emissions standards in the country ◼ A commitment of all team members to provide the depth and quality of personal and financial resources, and personal involvement as necessary to successfully deliver this project W.A. Rasic Construction has extensive emergency sewer work experience from working on various On Call Emergency Utility Programs. We are aware of the variety and nature of the emergencies faced. We also know that many of the emergencies can require a large workforce with multiple shift changes in remote locations. W.A. Construction is one of the few contractors in Southern California that can respond to these resource intense requirements at any time, meeting all of your needs. May 06, 2026 Page 2 Reference: On-Call Utilities and Electrical Maintenance, Repair, and Emergency Services Subject: Cover Letter In addition, we will provide the City of Seal Beach with an extremely well rounded and qualified team, composed of dedicated and experienced team members. W.A. Rasic Construction has performed numerous projects for the City of Seal Beach, with many being emergency responses, to the satisfaction of the City. One of the core functions of the Select Division of the company is emergency and on-call response to water and wastewater municipalities, companies, and districts throughout Southern California. Our project team and field personnel are extremely familiar with emergency and on-call response work and will apply that expertise to our services to the City of Seal Beach. Herein you will find our response to the Request for Proposals per the outline described in the bid documents and containing all information requested. It will demonstrate that W.A. Rasic meets and exceeds all of the requirements of the City. I am confident the experience, energy, enthusiasm, and desire of our team to manage your emergency and on-call needs with your firm is evident in the contents of this qualification submittal. I shall serve as the Project Principal and for all correspondence related to this project, please contact me as follows: 562-928-6111 (Corporate Office) 310-864-0278 (Cell phone) ssato@warasic.com (email) Our team looks forward to your favorable consideration of our prequalification submittal and the opportunity of working with the City of Palos Verdes on this challenging project. Very truly yours, W.A. Rasic Construction Company, Inc. Shane K. Sato Division Manager City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services Table of Contents 1. Company Qualifications – Page 5 2. Local Staffing List – Page 9 3. Understanding / Approach – Page 12 4. References – Page 19 5. List of Subcontractors – Page 21 6. Sample Letter Proposal – Page 22 7. Cost Proposal – Page 24 8. Exceptions – Page 28 9. Business Entity – Page 29 10. DIR Registration Number / Contractor’s License – Page 29 11. Contract Signatories – Page 30 4 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 1. Company Qualifications Since its inception in 1978 W.A. Rasic Construction Company, Inc. has focused primarily on constructing public works sewer, storm drain, and water projects throughout Southern California. With a focus on quality and forming long-term relationships, W.A. Rasic Construction continues to secure and successfully complete some of the more difficult projects in both the public works and private sector, even in this challenged economic environment. W.A. Rasic Construction performs millions of dollars of emergency work for over 30 clients and is one of the main core businesses of the Select Division, one of four divisions of the company. W. A. Rasic employs only skilled union labor, resulting in work being performed faster, safer, and with a high degree of quality. We currently employ over 400 skilled professionals. We are on the on-call list for so many entities because we have a demonstrated track record of response, thoroughness, and quality of work. W.A. Rasic Construction has in-depth knowledge of the area and can offer competitive total project costs because of our skill level and familiarity with the work. W.A. Rasic Construction owns a very large and diverse equipment fleet. Because of our yard location and full-time staff, we can normally respond within two hours of receiving an emergency call, with most being responded within an hour. We have fully equipped emergency response trailers that the foremen can quickly attach to that will provide the majority of equipment and tools necessary to complete the repairs. W.A. Rasic Construction is also set up for after-hours emergencies. We maintain a list of employees who have made themselves available for such work and maintain emergency numbers for our key waterworks suppliers that can also make materials available 24 hours a day. Our response time for after-hours emergency work is typically within two hours. W.A. Rasic Construction’s corporate office, containing all of its project management, engineering, and administration staff, is located in the City of Long Beach, just a short distance from the City of Buena Park. This will allow us to quickly get management to the site to evaluate and assist in any emergency or to meet the City’s staff to look at work in the field for upcoming tasks. In its long history W.A. Rasic has never failed to complete a project. Considering that we target the most difficult projects in the Western States, we believe that this is a testament to our staff’s dedication and ability to deliver projects regardless of difficulty. W.A. Rasic Construction is one of the largest privately held utility and heavy civil contractors in the Western States. We are currently ranked #13 nationwide in utility construction by ENR. 5 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services Constructing a wide range of projects, varying in size from $5,000.00 to $100,000,000.00 under a multitude of delivery methods, W.A. Rasic Construction stands out as a truly diverse civil company focused on safety, quality, teamwork, and developing long-lasting client relations. Our capabilities include:  Water  Wastewater  Oil & Gas  Power & Communications  Storm Drain  Concrete Facilities  Mechanical Piping  Tunneling  Rail  Design-Build  Emergency Response  Shoring  Dewatering  Demolition & Recycling We proudly stand as one of the few contractors with the flexibility, diversity and capability to span the full spectrum of civil construction. Our corporate headquarters is located in Long Beach, California, with two primary staging locations for our equipment fleet in Southern California: our five-acre operations facility located in Bell Gardens, and our five-acre Perris facility. These two primary equipment facilities allow W.A. Rasic Construction to house and maintain a large fleet of equipment. 6 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services W.A. Rasic Construction has performed multiple projects for the City of Seal Beach including emergency response for water and sewer system breaks. We are familiar with the City’s staff, requirements, conditions, and expectations and believe we can continue our track record of service with participation in this on-call program. W.A. Rasic Construction’s smallest project for 2025 was $1,023. Its largest under construction is over $100M. We approach every project the same with focus on quality, safety, and timeliness. This is how we have built our reputation and obtained so many on-call contracts based on our demonstrated history. W.A. Rasic Construction has a company-owned equipment fleet valued in millions of dollars. Attached is a rough summary of owned equipment available to service the City of Seal Beach for work. 7 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services W.A. Rasic Construction Equipment List Quantity Description of Equipment 58 Air compressors 185 CFM 52 Arrow boards / message boards 8 Asphalt rollers 2 Asphalt/Concrete Crusher 62 Backhoes 32 Compactors (Ride on and Wheel) 22 Equipment Trailers (40k) 42 Excavators (size ranges from 7,575 LBS to 238,100 LBS) 11 Forklifts (standard & telescoping) 82 Generators (size ranges from 5KW to 70KW) 10 Hydraulic breakers (size ranges from 1,000 LBS to 14,000 LBS) 28 Light Towers 18 Loaders, skid steers, skip loaders 3 Motor Graders 18 Office Trailers 3 Paving Machine 2 Pile driver ABI 1 Portable Batch Plant 80 Pumps (size ranges from 2” to 12”) 4 Screens 110 Service trucks / pick-up trucks 7.3+ million lbs. Shoring steel (I beam, plates, sheet pile, etc.) 12 Soil compactors (range from 24” wide to 84” wide) 12 Sweeper/Broom 600+ Traffic Plates 1 Trenchers 52 Trucks (10 Wheelers, flatbeds, end dumps, off-road haulers) 1 Vactor Trucks 6 Vent blowers (12,000 CFM) 4 Water Tower (12,000 Gallon) 5 Water trucks (size ranges from 2,500 gallon to 4,000 60 Welders 200 amp to 500 amp * Please note that this list is not a complete list of all company owned equipment but rather a list of equipment that is applicable to this contract. Complete equipment inventory can be provided upon request. 8 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 2. Local Staffing List W.A. Rasic Construction’s corporate headquarters is located in Long Beach, California, with primary staging location for our equipment fleet at our five-acre operations facility located in Bell Gardens. This equipment facility allows W.A. Rasic Construction to house and maintain a large fleet of equipment ranging from Super-10 Dumps, Heavy Trucks, Trailers, and Backhoes to Graders, Hydraulic Breakers, Loaders, and Excavators that range in size from 7,500 lbs to over 200,000 lbs. W.A. Rasic Construction owns one of the most comprehensive fleets, giving us the capability to successful construct virtually any civil piping project. W.A. Rasic Construction employs over 450 skilled employees in the Southern California area performing over 1,000 projects a year. There are always multiple crews within a two (2) hour drive to the City of Seal Beach. Our corporate office is in Long Beach, only minutes away from the City of Seal Beach. Project management and field engineers are stationed there so we can have management onsite within a short period of time during the day and not much more at night. W.A. Rasic Construction plans to self-perform the majority of the work awarded. If there comes a time where we have to hire a Subcontractor for a specific scope, we will forward the necessary information to the Agency. Possible subcontractor trades may include sawcutting, linestops, chlorination, asphalt paving (larger areas), vacuum trucks, CCTV, and pipe jetting. Each on-call/emergency is different and it is not possible to identify subcontractors ahead of time. Our normal sawcutting and core drilling subcontractor is Tom Grbavac & Sons, Inc. who is proudly based out of the City of Seal Beach. W.A. Rasic Construction utilizes all union-signatory field staff and subcontractors. This assures us a large pool of trained and skilled talent at all times. This also assures the city that prevailing wages will be paid as the local unions’ wage scales all match the state and county prevailing wage structures. Our staff is well-versed in the requirements of working in coastal environments as we provide similar services for the City of Long Beach, County of Los Angeles Public Works, California Water Company, and others all operating next to the ocean and coastal areas. W.A. Rasic Construction performs well over $100 million a year in Public Works projects for various entities in Southern California so are very familiar with the requirements of public works contracting, rules, regulations, and standards. We have performed well over a thousand projects involving water, sewer, and storm drainage and are one of the most experienced in the state. 9 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services Below is an organizational chart showing some of the team members that would be involved with on-call work for the City of Seal Beach. Shane Sato, Division Manager – BS/Civil Engineering/University of Hawaii at Manoa, 1996. Over 27 years of experience, ranging from pipelines and plants, to heavy civil, highway infrastructure , and underground utilities. In addition to managing the work he is knowledgeable in managing labor forces, risk, maintenance programs, insurance, right-of-way acquisition, public relations, and scheduling. He has served as Project Manager, Superintendent, Project Engineer , and Estimator for projects ranging from $1,000 repairs to $1.75 billion design -build efforts. Engineer in Training (EIT), Southern California Water Utilities Association member, STSC, and State of California SWRCB Water Distribution Operator Grade D2 certification. Richard Sahagun, Safety Director – Over 21 years of experience in the pipeline/civil construction industry. He has over 8 years of experience in safety coordination/management in multiple projects at a time. His expertise includes projects for oil, gas, water, wastewater, and underground utilities industries. He coordinates and provides the training for all field personnel as required by State and Federal Laws. In conjunction with his staff of safety professionals performs site safety audits, writes Site Specific Safety Plans, reviews, and conducts safety stand down, tailgate and JHA meetings to ensure full compliance with client requirements and as directed by law. Please see resume below for a listing of memberships and certifications. 10 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services Matthew Metoyer, Estimating Manager – Over 20 years’ experience in the pipeline industry through all facets of a project from bidding to building. Worked on many high-profile projects in Southern California from the Automated People Mover project at LAX to Intuit Dome (LA Clippers Arena) and has experience across all types of both wet & dry underground utilities. Steve Tamer, Project Manager – Over 15 years of experience as a project manager and project engineer with a record of success overseeing all phases of multimillion-dollar construction, infra-structure and environmental projects for government and private-sector clients. Manuel Cristobal, Project Manager - Over 12 years of experience as a project manager, utilizing skills required to plan, schedule and coordinate activities for multiple projects running concurrently. Manuel has experience in allocating labor and equipment resources to ensure projects continue moving forward and remain on schedule. Andy Nemes, Project Engineer - BS/Industrial Engineering/University of Mississippi St. Industrial Engineer with experience as a Project Engineer on projects up to 2.6 billion dollars. Experience in subcontractor management, field engineering, mechanical testing, start-up and commissioning. Robert Beyer, Project Engineer - Over 5 years of experience as a project engineer, utilizing skills required to track and coordinate activities for utility projects, managing pay applications, RFIs, and Change Orders. Robert Fraijo, Superintendent – Over 35 years in the construction industry. Bob is a construction superintendent overseeing numerous types of construction activities. His specialties include above ground mechanical piping projects, such as gas lines, steel piping, and double containment PVC chemical lines. Bryan Kier, Superintendent – Over 23 years of civil construction experience in the pipeline industry has allowed him to coordinate effectively with multiple municipalities. Safety Trained Supervisor Construction (STSC). Humberto Bobadilla – Superintendent – Over 33 years of experience in underground utility and pipeline work including trenching, excavation, trenchless installation, and rehabilitation of wet and dry utilities. Skilled in managing public works contracts ranging from $100K to over $15 million. All of the key personnel listed above are more than capable of performing all the tasks that W.A. Rasic Construction will be self-performing for this contract and safely delivering a high- quality project on schedule and on budget. All are familiar with on-call and emergency work. Once we receive a task order, we will assign the key personnel based on current availability, ensuring that the City of Seal Beach is provided with a top-tier management team for the project. Negotiation of the contract with the City of Seal Beach would be W.A. Rasic Construction’s president, Peter L. Rasic. Other signatories include Walter A. Rasic, Jr., Secretary/Treasurer. 11 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 3. Understanding/Approach It is our understanding that this contract encompasses both on-call work and emergency response for the City of Seal Beach’s waterline and sewer system. The ultimate goal and responsibility of the City of Seal Beach is to ensure a reliable, sanitary, and aesthetically pleasing drinking water supply and reliable sewer service to all of its residences, as well as maintain the public drainage systems. This goal is put in jeopardy when a break or blockage occurs in the distribution or treatment systems. When a line break occurs, it has adverse effects on the surrounding area (street, parkway, etc.) and may pose an immediate safety risk to motorists, pedestrians, and structures. In addition, a water line break can disrupt the delivery of water and provide a gateway for pathogens and bacteria harmful to human health to enter the drinking water supply. A sewage break can disrupt services to customers, cause backup into homes/buildings, and discharge sewage into public right of ways, water bodies, and drainage systems. Storm Drain system issues can cause street flooding, sinkholes, and other related hazards. During a break or issue the City requires a reliable contactor that can respond timely to assist the City in the repairs. W.A. Rasic maintains constant work around the Seal Beach area. We are based in Long Beach and can have crews and equipment within a short span of time. In addition, W.A. Rasic maintains relationships with at least three (3) water works suppliers that are local and provide us with 24-hour emergency response for critical materials. We are always able to obtain the necessary parts required to perform the majority of repairs. The immediate goal will be to ensure the safety of the public and set up traffic control and other area controls. Then we will call in emergency USA and begin the excavation down to the affected system and find the source of the problem. Repair couplings, pipe replacements, etc. will then be installed. The restoration work can then proceed. In addition to emergency response the City has many needs to maintain the system su ch that an emergency does not happen. These maintenance items are typically identified by the City’s system personnel and marked for work. If the City cannot keep up with the maintenance list then they can call their on-call contractor to schedule the work to be done during normal working hours, providing for the most economical method to accomplish the work. A work order is typically provided to the on-call contractor, USA called, and the work scheduled. Such items typically include valve replacements, service line replacements, additional service lines, additional fire hydrants, valve can replacements, storm drain cleaning, sewer camera and jetting, and other such work. The goal of the on-call contractor is to maximize the City’s use of available funds by performing the on-call work in the most safe and economical manner possible, thereby ensuring that more maintenance and repair work can be performed for its customers. The RFQ documents require emergency response within four (4) hours. W.A. Rasic Construction is typically onsite within two (2) hours on most emergencies. 12 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services The following represents a plan and schedule for a possible after-hours major waterline emergency scenario. It conveys a plan and timetable for repair. The City calls the contractor at 11:30 pm to report a domestic water line failure. A 20-inch steel concrete mortar lined and coated, high pressure water main has ruptured. It has a minimum six-foot cover and is on a city arterial street. The street is buckled and raised six inches (25 feet in each direction). City staff has isolated the main line. Once exposed, you discovered that the weld joint was corroded and a 6” gash was detected. ASSUMPTIONS 1) The line is single-exterior welded lap joint steel pipe of standard gauge thickness. 2) The City has emergency staff available and onsite for coordination of City services and inspection. 3) The break is not in an environmentally sensitive area. 4) Due to emergency nature the Contractor may work under the City’s discharge and other permits. 5) Ground is sound Class B material. 6) City emergency personnel have set up emergency road/lane closures for public safety. 7) Because the line has “ruptured” and heaved a 50-foot radius of roadway it is assumed that the “gash” discovered later (as described in the scenario) is a tear of significant size that would allow contaminants into the line. 11:30 PM – Call received by emergency contact. 11:35 PM – Division Manager contacted. 11:40 PM – Division Manager on phone with superintendent and foremen to direct them to begin contacting and mobilizing key personnel and equipment. Besides the superintendent and foreman, a minimum of an operator, two laborers, and one truck driver will be contacted. 12:30 AM – Manager onsite to assess situation. Calls superintendent to adjust equipment and personnel needed. Based on the site assessment the following is ordered to be immediately mobilized: Superintendent Pickup Truck Traffic Delineators Foreman Service Truck Fully Tooled Light Towers Operator Grade 8 Backhoe w/ Wheel Pumps Laborer Class 4 Pipelayer Chopsaw Speed shores & Plywood Laborer Class 1 Wacker/Jumping Jack 1 load cr. rock from yard Laborer Class 1 Air compressor & breakers Rigging Truck Driver Grade 5 Flatbed Dump w/ Trailer Skiploader Welder/Pipefitter Welding Rig w/ consumables Roller Mortar mixer 13 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services If traffic control is needed, arrow boards and signs will be added to the list. 11:40 PM – 1:00 AM – Crew picking up materials and equipment at Yard facility and mobilizing to jobsite. Emergency dig alert called. Rental yard emergency contacts called and resources mobilized to supplement. Sawcutter called out to site. 1:00 AM – 1:30 AM – Crew onsite & safety meeting held. Asphalt removal begins for affected area and excavation begins. Asphalt and excavated material s are stockpiled until dumps open. 1:30AM - 2:30 AM – Trench is excavated and top section of pipe exposed. The gash is discovered on the weld joint. Dewatering pumps are set up to dewater trench, and the top of the pipe is cut to lower a pump in to dewater the pipeline. For expediency filter bags at the end of the discharge lines are utilized to trap all sediment. Calls are made to emergency contact of waterworks supplier in the area. An 18” long buttstrap with handhole for a 20” steel pipe will be ordered. Two 2” weld-o-lets are also ordered. These are not normally stock items, and it is assumed that it will take some time to obtain. Bags of mortar are ordered. 2:30 AM – 3:00 AM – Trench and pipeline is dewatered and excavation lowered to two feet below the bottom of the pipe. 3:00 AM – 3:30 AM – Affected portion of the pipeline is cut out and removed. Pipe openings are protected. 3:30 AM – 7 AM – It is assumed that the city has determined the buckled section of the roadway can be repaired by removing the top 3-feet of material and re-compacting it. This effort begins with the backhoe excavating and stockpiling and the skip loader stockpiling the material to the side. After excavation the material will be placed back in lifts, graded with the skiploader, and compacted utilizing the roller and wackers. Rental dump trucks are called in to haul out excess materials. 7 AM – Load out and the disposal of the asphalt, wet material, and excess materials begin. They backhauled class 2 base to backfill the trench and rebuild the road section. 7 AM – 8:30 AM – As much Class 2 base material is placed as is possible to the trench lines. Remaining base material is stockpiled to replace the trench area. An asphalt company and striping company are contacted to schedule emergency work in the afternoon. 8:30 AM – Personnel are replaced if available with fresh individuals. 8:30 AM – Delivery of pipe repair materials received. Chlorination company called for emergency chlorination and asked to schedule at noon. 14 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 8:30 AM – 10:30 AM – The buttstrap is fitted and welded using exterior fillet welds (2 total). It is assumed that the inspectors visual weld inspection is sufficient for the emergency repair. The interior of the buttstraps is mortared through the handhole, the handhole plug inserted, and the plug welded with a seal weld. The exterior has a diaper placed and filled with mortar. 10:30 AM – 11: 00 AM – Place crushed rock or sand around the pipe and compact under haunches and to one foot over the pipe. 11:00 AM – 12:00 PM – Backfill the remainder of the trench with class 2 aggregate base. Because the line is a domestic water line and it ruptured below ground, we must assume that the pipeline section has been contaminated by soil and materials. The two 2 -inch weld-o-lets are placed at each end of the affected section of the line. Temporary water is utilized from a hydrant with appropriate backflow device. The line is flushed. 12:00 PM – 1:00 PM – The line is chlorinated, dechlorinated, and flushed. 1:00 PM – 4:00 PM – Once the inspector has bought off on the base course temporary asphalt will be placed for the City’s asphalt contractor. 4:00 PM – 4:30 PM – Traffic control will be picked up and opened up to traffic. Note: If the inspector determines that the line has not been contaminated then the flushing and chlorination portion of the above scenario can be eliminated. This could be accomplished by keeping positive pressure in the line until the excavation is complete below the pipeline but is difficult. A typical response to a sewer main break would be similar but may also involve unique services such as sewer bypassing by pump systems or vacuum trucks, CCTV, and pipeline jetting. A typical response to storm drain systems would also be similar in methodology but do not involve positive pressure on the street. An emergency response for storm drain is normally a sinkhole development due to a broken gravity drain line. Response would include traffic control, excavation to the break, repair, and backfill and street restoration. This would be followed by cleaning of the drain line. W.A. Rasic Construction performs a variety of on-call tasks to many agencies. To give a more comprehensive list of possible tasks that may occur on your system we offer the following examples that may be beyond your current contemplation: Mechanical Systems – Our focus and experience in mechanical systems is in the piping portion of the work. We have performed numerous projects involving mechanical piping, ranging from 15 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services the removal, replacement, or new construction of truck fueling racks to hot and chilled water hydronic piping, to double containment PVC chemical lines. For the more specialized portions of this work (HVAC units, clarifier components, etc.) we will be teaming with a qualified subcontractor to complete the work. The project manager will communicate with the subcontractor at the start of the work to ensure the subcontractor fully understands the scope of work. We will hold the subcontractor to the same safety standards we hold our own crews to. We will be continually overseeing the work performed by subcontractors to ensure the project is completed correctly and on schedule. Examples of this work can be found via reference listed for Inland Empire Utilities Agency, where we have worked extensively on their mechanical piping, including water, gas, sewer, recycled, chemical, and other piping systems at numerous plants. We have also worked on their large fine screens for treatment, tepid -water emergency eye wash systems, etc. Piping Systems – All piping system work will be performed by W.A. Rasic Construction. Our management and field personnel have significant experience with the excavation, shoring, and backfilling of pipe trenches, replacing buried valves, setting up and maintaining bypass systems, installing, repairing, and replacing piping for sewer, water, and storm drain systems. We have also performed numerous projects involving the installation of compressed air, gas, and double containment chemical piping. Examples of this work can be found via reference listed for Inland Empire Utilities Agency, where we have worked extensively on their mechanical piping, including water, gas, sewer, recycled, chemical, and other piping systems at numerous plants. Electrical & Instrumentation Systems – Involving electrical and instrumentation systems, W.A. Rasic will be utilizing the services of a qualified subcontractor to perform the work. We will communicate at the start of the project to ensure the subcontractor fully understands the scope of work. We will hold the subcontractor to the same safety standards we hold our own crews to and will be continually overseeing the work performed by subcontractors to ensure the project is completed correctly and on schedule. Examples of this work can also again be referenced through our contact at Inland Empire Utilities Agency where we have performed numerous projects involving new electrical and instrumentation systems, including PLCs, VFDs, Switchgear, Pumps, SCADA programming, etc. Structural Repairs & Replacements – W.A. Rasic Construction would be performing the placement of concrete. This work will be done by our experienced union carpenters and cement masons. For structural items, such as beams, wood framing, masonry, platforms, and brickwork, we will be utilizing the services of a qualified subcontractor to perform the work. We will communicate at the start of the project to ensure the subcontractor fully understands the scope of work. We will hold the subcontractor to the same safety standards we hold our own crews to and we will be continually overseeing the work performed by subcontractors to ensure the project is completed correctly and on schedule. We routinely do various concrete vaults, such as recently at CSUSB where we installed a new hydronic system with large vaults. We also oversaw construction of a brick sewer manhole over a sewer line in a difficult area for City of Seal Beach under on-call contract. 16 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services Yard/Site Work Repairs & Replacements – Over the course of W.A. Rasic Construction’s history, many of our projects have involved the removal and replacement of asphalt and concrete paving, concrete sidewalks/driveways, concrete curb & gutters, and drainage systems. It is this experience that will allow us to provide these services to the City of Seal Beach. Our crews are well versed in patch paving operations, including base course, sub-base, and cap paving. We will also be teaming with various subcontractors, overseeing their work and providing our support to help accomplish any other repair or replacement that may occur. As always, we will be continually overseeing the work performed by subcontractors to ensure the project is completed correctly and on schedule. Contaminated Soil Remediation Services/Remediation Services – W.A. Rasic Construction will be hiring an experienced soil remediation specialist to perform a preliminary risk analysis and then create a remediation plan. For contaminated soil, we will be using our own equipment to load the soil into dump trucks to be hauled away to the proper facilities. For any lead-based paint, asbestos roofing tiles, or similar items, we will hire a properly licensed hazardous materials remediation company to haul away and properly dispose of. We will ensure all documentation is properly filled out and maintained for record keeping purposes. Chemical Systems – For this component of the work, W.A. Rasic Construction will have the various required components fabricated and sent to the site. We would install the piping and containment systems, tanks, concrete pads, and any other large pieces of equipment ourselves. We would subcontract to qualified electricians for the instrumentation and control systems. We would also hire a qualified chemical system consultant to ensure the system is installed correctly and to perform the field testing. We recently constructed a new large hypochlorite treatment facility at Inland Empire Utilities Agency’s RP-4 plant site, involving two (2) 10,000- gallon tanks for sodium hypochlorite, 7 peristaltic pumps, and a network of PVC tubing in CPVC containment piping throughout the plant to deliver the disinfectant to the various treatment areas. Landscaping – For this portion of the work, W.A. Rasic Construction will be subcontracting all work with exception of minor plant and grass restoration in resident’s yards. We will be working closely with all subcontractors, lending our assistance where necessary. Over the course of the work, we will be making sure they follow our safety guidelines, ensuring the project runs safely and on schedule. We recently self-performed the landscape improvements around the guard shack we remodeled at your facility. Signs & Related Systems – For numerous projects we have completed, we have had to provide custom signs for the work. These signs range from temporary warning signs to post construction direction signs. For this contract, we would have any signs that were required fabricated. Our crew would then install the signs in the correct location per the sign’s intent. Miscellaneous Services – W.A. Rasic Construction will be using our own forces along with various subcontractors to perform miscellaneous services for the City of Seal Beach. As a team, the services we are able to provide are almost limitless. We are able to provide traffic control, 17 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services demo, backhoe/excavator services, shoring design and implementation, installation of underground structures, design and implementation of bypass systems, and numerous other services. For any task that we are unable to perform, we can team with a subcontractor and provide management for them to perform just about any task that the City of Seal Beach will need to be completed. Confined Space – Whenever a project occurs that requires a confined space entry, W.A. Rasic Construction is prepared. Our foremen and workers are trained in confined space entry and rescue. First, a confined space permit will be kept at the entrance to the space, listing the air meter readings, authorized entrants, description of work, and date. Air readings will be taken before entry, and continually when workers are in the confined space. The entrant will be wearing a properly fitted and adjusted full body harness, attached to a tripod and winch located outside the confined space. There will be a full-time attendant standing by monitoring the entrant. If at any time the attendant loses consciousness, the attendant will use the winch to remove them, and once clear of the space, assess the worker’s condition and alert emergency personnel if required. 18 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 4. References W.A. Rasic Construction Company performs on-call and emergency responses to many agencies and entities similar to the work contemplated on this contract. W.A. Rasic Construction is an established leader in Emergency Response and is a core business of the Select Division of the company. We respond to all emergency callouts on a 365 day a year, 24-hour basis. We have responded to thousands of on-call projects throughout the history of the company. Below are descriptions with contact references for verification for similar on-call work performed for the past five (5) years: Orange County Water District – Emergency On-Call and Minor Work Orders Perform emergency response to water main breaks on various OCWD pipe systems, minor repair and adjustments on valve boxes, monitoring wells, enclosure boxes, etc. Contact: Ben Smith | 714-378-3211 | bsmith@ocwd.org or John Bonsangue | 714-378-3353 Inland Empire Utilities Agency – Emergency On-Call and Minor Work Perform emergency response to recycled water and primary sewer piping and facilities. Price and perform contract work up to $2M on piping or facilities. Contact: James Spears | 909-993-1851 | jspears@ieua.org City of Glendale – Emergency On-Call Sewer and Storm Drain Perform emergency response to storm drain and sewer system throughout service area and other related work on as-needed basis. Contact: Armen Avazian | 818-937-8246 | aavazian@GlendaleCA.gov Liberty Utilities Agency – Emergency On-Call and Minor Work Perform emergency response to domestic water distribution system throughout service area and other related work on as-needed basis. Contact: Armando Gonzalez | 562-805-2080 | Armando.Gonzalez@libertyutilities.com California Water Service Company – Master Contractor Program Perform all water main and service installations in the East Los Angeles service area. Handle all emergency water main breaks and repairs, along with other work on as-needed basis. Contact: Jim Crawford | 323-722-8601 | jcrawford@calwater.com Sunny Slope Water Company – Emergency On-Call and Minor Work Perform all water main installation, service installations, emergency response, and other minor work on as-needed basis. Contact: Troy Holland | 626-287-5238 | troy@sunnyslopewatercompany.com Rowland Water District – Emergency On-Call Perform emergency response to domestic water distribution system throughout service area and other related work on as-needed basis. Contact: Keith Fouts | 562-690-7145 | KFouts@rwd.org 19 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services Other agencies we have contracts for on-call emergency work (not full list): City of Anaheim City of Chino Hills City of Corona City of Cerritos City of South Gate City of Buena Park Port of Long Beach City of Chino City of Pico Rivera Rowland Water District City of Signal Hill City of L.A. Dept. Gen Svcs. Orange County San. Dist. Mesa Water District Orange County Water Dist. County of Los Angeles Public Works (Water and Sewer/Storm) East Orange County Water We have many more private clients that we perform on-call and emergency work for. This list is confidential and can be discussed in a closed -door meeting. As you can see from our client list, W.A. Rasic Construction has vast experience in on -call and emergency work. We typically have at least one (1) crew on on-call or emergency work every day of the year. We have responded to emergencies on Christmas, Thanksgiving, and about every holiday. We have responded to emergencies as small as a 1” service line to pipe > 40” and 30-feet deep. We treat every emergency the same, as priority one. We have asbestos pipe trained workers, confined space competent people, competent people in trench shoring and excavation, etc. 20 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 5. List of Subcontractors W.A. Rasic Construction utilizes only subcontractors we are familiar with and can provide services at the level of quality and safety that we hold ourselves to. For an emergency on-call contract it is difficult to anticipate everything that may happen. However, we would normally utilize the services of these quality subcontractors for possible sewer related work. 21 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 6. Sample Letter Proposal See Attached Sample Letter Proposal. 22 4150 Long Beach Boulevard, Long Beach, CA 90807 • 562-928-6111 • fax: 562-928-7339 • www.warasic.com State Contractor’s License #A368761 • DIR Registration No. 1000000649 May 06, 2026 City of Seal Beach Department of Public Works 211 Eighth Street Seal Beach, CA 90740 Attention: _______________ Reference: On-Call Utilities and Electrical Maintenance, Repair, and Emergency Services Subject: Proposal for On-Call Task Order #______ Dear Mr./Mrs./Ms. _____________, W.A. Rasic Construction Company, Inc. (“W.A. Rasic” or “WAR”) is in receipt of your task order for the replacement of a 6” fire hydrant on XXX Taper Drive. W.A. Rasic anticipates a cost of approximately $11,000 for the work involving the removal and replacement of the leaking fire hydrant piping and replacement with a new short-side fire hydrant run. Final billing shall be time and materials submitted based on verified hours and pricing per the Contract. The work will involve sawcutting of the asphalt street and sawcutting of the sidewalk panel. We will request that the City turn off its valve and the crew will excavate and remove the existing system. We will install new DIP, FH Bury, and FH system, backfill, restore the asphalt paving, and replace the concrete sidewalk panel under WATCH manual traffic control as applicable. We estimate that the work will take a total of two (2) days to complete with a 3-person crew consisting of an operator foreman, Pipelayer, and working truck driver. Equipment will include a walk behind saw, service truck, flatbed dump truck and equipment trailer, backhoe, air compressor and jackhammer, cut-off saw, jumping jack, and vibraplate. Materials anticipated to be utilized are the waterworks materials, sand, aggregate base, asphalt base and cap, and concrete. Other anticipated costs are dump fees for the demolition and dirt spoils. 48-hours will be required to call in a USA ticket unless the situation increases to an emergency. Upon your acceptance of this proposal we will proceed with the work. Sincerely, W.A. Rasic Construction Company, Inc. Shane K. Sato Division Manager SAMPLE PROPOSAL LETTER 23 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 7. Cost Proposal See Attached Cost Proposal. 24 FEE & COST PROPOSAL FOR DISCIPLINE A ON-CALL UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/material rates may be added as a separate attachment) MOBILIZATION COST (Normal Working Hours) MOBILIZATION COST (Non-Working Hours) MINIMUM CALL OUT (in dollars or hours, if applicable) EQUIPMENT NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE DESCRIPTION E1 Pick-Up Truck HOUR $42.00 Ford F-150 E2 Crew Truck HOUR $58.00 Ford F-550 E3 Flatbed Truck HOUR $50.00 Stake bed 11’-16' E4 Bed Trailer HOUR $50.00 Big Tex E5 Bobcat HOUR $70.00 CAT D2/D3 E6 Small Excavator HOUR $50.00 CAT 303E E7 Medium Excavator HOUR $130.00 CAT 320CLU /TASK ORDER /TASK ORDER 25 2 Crew Hours if work is canceled, 4 Crew Hours if any work is performed as mandated by unions. $500.00 $1,000.00 E8 Large Excavator HOUR $255.00 CAT 330EL E9 Backhoe HOUR $90.00 CAT 430 F2 E10 Dump Truck/Super 10 HOUR $100.00 Super 10 10CY E11 Truck and Pup HOUR $100.00 Super 10 10CY E12 Water Truck HOUR $63.00 2000 Gallon E13 Vactor Truck HOUR $350.00 800 Gallon E14 Sweeper HOUR $60.00 Broce Broom (not vacuum) E15 Wheel Loader HOUR $105.00 John Deere 544J E16 Skip Loader HOUR $90.00 John Deere 210 LE E17 Air Compressor w/Jack Hammer HOUR $35.00 185 CFM/ 49HP E18 Hydraulic Breaker HOUR $50.00 1,000lb for backhoe E19 Asphalt Paver HOUR $225.00 Weiler P385 E20 Concrete Mixer HOUR $11.25 1/3 CY Capacity E21 Concrete Saw HOUR $60.00 - $9.38 Walk Behind Saw Cut-off Saw E22 Compaction Wheel HOUR $10.00 Wheel for Backhoes E23 Wacker HOUR $13.75 Jumping Jack 26 E24 Vibratory Compactor HOUR $13.75 Vibra Plate 24" (walk behind) E25 Generator HOUR $10.00 Portable Generator LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Superintendent $195.91 $252.85 $310.10 L2 Project Manager $173.24 $235.40 $295.72 L3 Foreman/Operator $149.69 $199.20 $249.03 L4 Foreman/Laborer $114.79 $151.24 $188.01 L5 Operator $146.70 $194.77 $243.17 L6 Laborer $107.84 $140.95 $174.38 L7 Welder $144.08 $196.26 $245.53 L8 Teamster $115.80 $147.92 $179.42 L9 Pipelayer $111.80 $146.81 $182.15 ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 27 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 8. Exceptions No exceptions taken. 28 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 9. Business Entity 10. DIR Registration / Contractor’s License Company Name: W.A. Rasic Construction Company, Inc. Address: 4150 Long Beach Blvd., Long Beach, CA 90807 Telephone Number: (562) 928-6111 Fax: (562) 928-7339 Type of Entity: A California Corporation DBE Status: None License # 368761 Classification: A, C34 DIR# 1000000649 City License #: 10071 Years in Business: 48 Years Owners: Peter L. Rasic- President Franky A. Rasic- Vice President Walter A. Rasic, Jr.- Vice President/Secretary/Treasurer 29 City of Seal Beach Request for Proposals for On-Call Utilities And Electrical Maintenance, Repair and Emergency Services 11. Contract Signatories Peter L. Rasic- President Walter A. Rasic, Jr.- Vice President/Secretary/Treasurer 30 31 33OWNER/AGENCY LOCATION DATE CONTRACT PROJECT NAME COMPLETED AMOUNT NAME PHONE California Water Service Company Dec-24 Jim Crawford (323) 816-5857 UPRR Water Main Replacement jcrawford@calwater.com California Water Service Company Dec-24 Jim Crawford (323) 816-5857 Via Corona Water Main Replacement jcrawford@calwater.com California Water Service Company Oct-24 Jim Crawford (323) 816-5857 Gerhart Water Main Replacement jcrawford@calwater.com Rowland Water District Industry, CA Aug-23 $2,191,164 Allen Davidson (714) 262-3428 Colima Widening Waterline Replacement adavidson@rwd.org California American Water Company Bellflower, CA Dec-24 $3,924,888 Mark Duchesne (916) 342-9801 Bellflower Water Main Replacement - P2 - System 5 mark.duchesne@amwater.com Liberty Utilities Compton, CA Feb-24 $2,000,000 Armando Gonazles (562) 805-2080 Stockwell Street Ph 2 Main Replacement Armando.Gonzales@libertyutilities.com City of Glendale Glendale, CA Oct-22 $4,139,430 Kevin Runzer (818) 551-6910 Pipeline Management Program 2021 krunzer@glendaleca.gov Los Angeles Dept of Water and Power Los Angeles, CA Apr-22 $3,283,457 Eugene Niyazov (310) 255-7884 Landmark Water Main Improvement eniyazov@douglasemmett.com Installed 2,235 LF of 12” DIP, the renewal of 22 1" domestic services, installation of an 8” fire service, 13 mainline tie-ins, concrete sidewalk and gutter restorations, and approximately 12,500 SF of asphalt paving restoration. This work was completed in 26 working days as fast tracked job asked by the customer. Installed 1,500 LF of 6" C-900 pipe down multiple neighborhood streets that included 68 1" domestic services, multiple complicated tie-ins, valves, concrete sidewalk and gutter restorations, and approximately 4,500 SF of asphalt paving restoration. PROJECT REFERENCES CONTACT Since 1978, W.A. Rasic Construction has the ability to construct a wide range of projects both in terms of size and type. From $5,000 utility installations to multi-million dollar pipeline projects, W.A. Rasic Construction has constructed some of the most difficult civil construction projects in the Western United States. Our capabilities include Water / Wastewater (Transmission / Distribution / Treatment) Pipelines, Storm Drainage, Concrete Facilities, Dry Utilities (communication / electrical), Mechanical Piping, Petroleum Systems, Demolition and Crushing, Inspection Services, Design-Build Projects, Extensive Shoring, and Emergency Response Services. We proudly stand as one of the few contractors with the flexibility, diversity, and capability to span the full spectrum of civil construction. While self-performing over 1,000 contracts yearly, W.A. Rasic Construction has listed below some of our signature projects that represent over 400 million dollars in project references. For additional project references, please contact W.A. Rasic Construction or visit our website at www.warasic.com. Installed 3,400 LF new water mains, 6", 8" & 12" Earthquake Resistant Ductile Iron Pipe . Including (11) Fire Hydrants, (68) water meter services, (18) 2" blow offs , and (22) gate valves. Abandonment of existing mainline pipe and services. Sidewalk repair, 1.5" AC grind and cap of new trenches. Design-Build pipeline replacement project that included installation of approximately 11,300 LF of new 8" DIP on 12 different waterlines, valves, fire hydrants, blow odd assemblies, and hundreds of domestic service laterals throughout the City of Glendale. Design-Build pipeline replacement project that included installation of approximately 11,300 LF of new 8" DIP on 12 different waterlines, valves, fire hydrants, blow odd assemblies, and hundreds of domestic service laterals throughout the City of Glendale. Installed 8,250 LF of 8" DIP on multiple streets including: 165 1" domestic services, 8 fire hydrants, 8 blow-off assemblies, 3 air vac assemblies, 8" flowmeter, 8" PRV, vaults, valves, and approximately 109,000 SF of asphalt concrete restoration. Installed 5,725 LF of 12" DIP on extremely busy arterial street (Colima Rd.), including: 18 fire hydrants, 4 4" fire services, 19 1"-2" domestic water services, 2 2" blow-offs, 7 1"-2" air releases, concrete sidewalk restorations, and approximately 25,500 SF of asphalt paving restoration. Installed 1,770 LF of 8" C-900 pipe down a crowded street (Gerhart) that included 1 fire hydrant, 60 1" domestic services with the long side services spanning 100 LF, 3 2" domestic services, valves, concrete sidewalk and gutter restorations, and approximately 15,000 SF of asphalt paving restoration. 32 OWNER/AGENCY LOCATION DATE CONTRACT PROJECT NAME COMPLETED AMOUNT NAME PHONE CONTACT Los Angeles Dept of Water and Power Los Angeles International Airport Mar-22 $6,985,480 Jeremy Pace (213) 925-0615 Arbor Vitae 34.5 KV Power Ductbank Jeremy.pace@LADWP.com Los Angeles County Sanitation District Carson Jan-22 $737,832 Tim Nguyen (323) 267-2700 48" RCP Emergency Sewer & Sinkhole Repair tnguyen@isd.lacounty.gov County of Los Angeles - ISD Sep-21 $5,263,568 David Kim (626) 934-1112 X351 - Sheriff - CJC - Detention & Admin. Replace Main Utility Line davidkim@mtminc.us Los Angeles Dept of Water and Power Los Angeles International Airport Aug-21 $6,049,297 Kevin Del Toro (714) 305-8831 Century Trunk Line Unit 1 Phase 3 kevin.deltoro@LADWP.com Los Angeles Dept of Water and Power Los Angeles Jan-21 $1,565,922 Gene Hong (213) 367-1757 DWP Sewer Relocation & House Connection Remodeling for Coronado Trunk Line Gene.Hong@LADWP.com California Water Service Co.East Los Angeles Dec-20 $2,379,014 Jim Crawford (323) 816-5857 Telegraph and Gaspar Main Line jcrawford@calwater.com Eastern Municipal Water District Temecula, CA Sep-20 $9,534,000 Scott M. Lopian, CCM (951) 928-3777 Temecula Valley Recycled Water Pipeline lopians@emwd.org x 4833 Union Pacific Railroad (Ragnar Benson)Los Angeles, CA Jul-20 $15,309,123 Tyson Payne, UP Supervisor (402) 544-3000 LATC Intermodal Facility Modernization tspayne@up.com Metro Gold Line Foothill Extension Construction Authority Glendora/ San Dimas/ La Verne, CA Sep-18 $2,328,141 Mitchell S. Purcell (626) 305-7035 Metro Gold Line Foothill Extension Construction Authority- Utility Relocation Project mpurcell@foothillextension.org New underground utilities for site including water,sewer,storm drain,and Gas.Installation of approximately 17,000 feet of HDPE and RCP storm drain ranging from 60”to 12”diameter coupled with nearly 100 MH Structures,42,000 feet of 8”PVC rail road track underdrain,installation of an 800,000 CF underground precast storm drain structure and applicable substructures,modification and expansion of existing 8”industrial waste system,the installation of over 2,000 feet of 8”PVC gravity sewer line,roughly 15,000 feet of 4”and 8”domestic water and fire water systems with appurtenances,and the installation of a 3”compressed air system totaling 8500 feet.Utility scope performed as a sub,working with Prime,Ragnar Benson LLC (dba Structors,Inc.)for the project owner Union Pacific Rail Road.WAR utility work performed under 8 Phases,prior to installation of Ragnar Benson site work and Union Pacific Rail Replacement. Install 11,700 total feet of fused HDPE fire water, domestic water, and natural gas lines, ranging in sizes from 14" to 1.5" for a working sheriff station and detention facility. Tied in new lines to housing and administration buildings while maintaining facility operation 24/7. Temecula Valley Recycled Water Pipeline(TVRWP) consisted of 15,800 linear feet of 36” Cement mortar lined and coated steel pipe, 8 inline 36” butterfly valves with appurtenances, removal/ replacement of 100 linear feet of 24” CMLC pipe and complete asphalt/concrete restoration. The TVRWP connection was required within the EMWD reclaimed water facility to an existing 48” Reclaimed line. Extensive dewatering and coordination was required to alleviate impacts to a critical water distribution facility. Relocate existing 8-inch sewer main on Robinson Street from station 1+00.00 to station 4+18.04. Remodel 13 house connections within the sewer main limits, and remodel 10 house connections outside the sewer main limits. California Water Service upgraded approximately 2,998 LF of 12" mainline, 760 LF of 8" mainline, and 209 LF of 6" Ductile Iron pipe. This project consisted of approximately 760'LF of CL&C steel pipe installed for vertical offsets and Ten 6" Fire Hydrant upgrades along Telegraph road. Complete asphalt and concrete restorations atop of all 3,967'LF of pipe installed. Slurry seal on Gaspar Dr. that was requested additionally by owner. Multiple coordination efforts with various city and private entities to complete the project on Telegraph containing multiple Freeway on-ramps and off-ramps. Protect in place existing water and sewer lines by utilizing a split steel casing and pouring concrete encasements.Work within SCRRA rail corridor with deep shored excavations or within road ROW.Installation of a new LACSD manhole at 20+feet deep along Arrow Hwy was another scope of work.Permitting and inspection were the most challenging aspects of the project.Permits were required by SCRRA,City of Glendora,City of San Dimas,and City of La Verne.Inspections were done by the permit authorities and in addition Gold Line Authority, LACSD and GSWC also had fulltime inspection. Century Trunk Line Unit 1 Phase 3 consists of installation for 3150 LF of 48" Kubota Earthquake Resistant Ductile Iron Pipe (ERDIP). Project was located within the new Los Angeles International Airport Rent a Car Facility. Additional work included 4 maintenance access holes, specialized training and connections onto phase 2 of the LADWP unit 1 project. Emergency repair of 48" Trunk Sewer line that collapsed adjacent to existing building, approximately 20' deep. Repaired by sliplining with 42" FRP pipe under bypass. Provide permanent power from LADWP to the new consolidated rent a car facility at Los Angeles International Airport. The project consisted of 57,000 LF of 4"/5"/6" conduits along with 10 large LADWP vaults. In addition, a 185 LF 48" bore and jack was required to tunnel under the new Metro Crenshaw rail lines. 33 OWNER/AGENCY LOCATION DATE CONTRACT PROJECT NAME COMPLETED AMOUNT NAME PHONE CONTACT INLAND EMPIRE UTILITIES AGENCY Rancho Cucamonga, CA Nov-18 $1,936,000 Adham Almasri, P.E.(909) 993-1462 RP-4 Disinfection Facility Improvements EN1418 aalmasri@ieua.org CALIFORNIA STATE UNIVERSITY, SAN BERNARDINO San Bernardino, CA Sep-18 $7,910,000 Christopher Myers (949) 648-3466 Central Utility Plant (CUP) & Site Utilities Upgrades cmyers@cwdriver.com LOS ANGELES DEPARTMENT OF WATER & POWER North Hollywood, CA Aug-18 $91,222,752 Ali Sabouni, P.E.(213) 367-2637 River Supply Conduit Units 5 & 6 ali.sabouni@ladwp.com Inside a wasterwater treatment plant,this project consisted of constructing concrete containment basins with pads for two 10,000 gallon NaOCI tanks and the buried conveyance tubing inside CPVC conduit and design build of the seven peristaltic pumps manifold.Also,included Installation of controls,shade structure,electrical and demolition of the abandoned system.Site improvements included road grading and paving for access roads to existing structures.A key component of this project was the SCADA integration into the new system. The installation of 5,400 lf of 78"diameter welded steel pipe by open cut utilizing solid sheeting shoring and 10,300 lf of 11' diameter LOVAT Tunnel Boring machine. This project involves the upgrades of underground utilities throughout the Cal State San Bernardino campus.The project included furnishing and installing 910 linear feet of 12"fused HDPE chilled and 6"welded steel hot water supply and return lines,installing a 16'x 14'x 10'deep cast in place mechanical vault,5,860 linear feet of fused MDPE natural gas distribution piping ranging from 1" to 6"diameter,1,500 linear feet of new 8"and 12"potable domestic water lines,1,800 linear feet of fused HDPE gravity sewer lines,sizes ranging from 6"to 10",and 900 linear feet of 30"and 18"RCP storm drain lines.The project also included the fabrication and installation of steel hydronic piping in underground vaults and tunnels,13 new above ground gas meter/regulator assemblies,installation and replacement of 38 underground water valves,ranging from 6"to 12",installation of 8 reduced flow backflow preventers size 6"and 10",and included extensive traffic &pedestrian control measures,as well as signigicant restoration of related pavement and surface features. 34 EXHIBIT C 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. MAINTENANCE SERVICES AGREEMENT for On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & Amtek Construction 946 North Lemon Street Orange, California 92867 (562) 696-7111 This Maintenance Services Agreement (“the Agreement”) is made as of June 22, 2026 (the “Effective Date”), by and between Amtek Construction (“Contractor”), a California corporation and the City of Seal Beach (“City”), a California charter city, (collectively, “the Parties”). 2 of 23 RECITALS A. City desires certain on-call electrical maintenance, repair and emergency/ unexpected task services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals (“RFP”) on April 1, 2026, titled “On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services.” Contractor submitted a proposal dated May 6, 2026, in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors (License #490382, DIR 1000009822) and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those electrical maintenance, repair and emergency/unexpected task services (collectively “Services”) in the Request for Proposals attached hereto as Exhibit A, Contractor’s Proposal attached hereto as Exhibit B, and Terms for Compliance with California Labor Law Requirements (Exhibit C), all incorporated herein by this reference. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Agreement Documents; Order of Precedence. 1.2.1. The Agreement Documents include this Agreement itself, and all of the following: (i) Exhibit A (the Request for Proposal) (“RFP”), including all attachments and exhibits thereto; (iii) Exhibit B (Contractor’s accepted proposal, “Proposal”); and (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements). Exhibits A, B, and C are incorporated herein by this reference as though set forth in full. 3 of 23 1.2.2. In the event of any inconsistency or conflict between this Agreement and any Exhibit or other incorporated documents, the order of precedence shall be as follows: (i) this Agreement; and then (ii) Exhibit A (the RFP); and then (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements); and then (iv) Exhibit B (Proposal). In the event there is any conflict between the Agreement, on the one hand, and any of the Exhibits, the RFP or the Proposal on the other hand, the Agreement shall govern. 1.3. 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. 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 generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. The acceptance of Contractor’s work by City shall not operate as a release of Contractor from such standard of care and workmanship. 1.4. Compliance with Laws. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.5. Additional Services. Contractor will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. Original Term. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years (“Original Term”) and shall expire at midnight on June 30, 2029, unless sooner terminated or extended as provided by this Agreement. 2.2. Extensions. City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms of one year each (“extension”), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by City, the first extension shall have a term extending from July 1, 2029, through and including June 30, 2030, unless sooner terminated or extended pursuant to this Agreement. If timely elected by City, the second extension shall be from July 1, 2030, through and including June 30, 2031, unless sooner 4 of 23 terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor’s authorized representatives. 3.0 Contractor’s Compensation 3.1. Original Term. In consideration of Contractor’s performance of the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will City pay more than the total not-to-exceed amount of $300,000 (Three Hundred Thousand dollars and 00/100) for the Original Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the Original Term. 3.3. Extensions. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, in consideration of Contractor’s performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $100,000 (One Hundred Thousand dollars) for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 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 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 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. 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5 of 23 5.1.2. This Agreement may be terminated by City upon 10 days’ notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.2. Termination by 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 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 immediately upon the effective termination date set forth in the notice of termination. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 11.1 of this Agreement) and all other documents, writings, and/or deliverables produced or developed pursuant to this Agreement. Provided that Contractor is not then in breach, City shall pay Contractor all undisputed amounts for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If said termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by City and 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 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 City’s representative for purposes of this Agreement. 6.2. Alan Sayce is the Contractor's primary representative for purposes of this Agreement. Alan Sayce shall be responsible during the term 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 6 of 23 7.3. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211-8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: Amtek Construction 946 North Lemon Street Orange, California 92867 Telephone: (562) 696-7111 Email: alan@amtekconstruction.com Attn: Alan Sayce 7.4. 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, 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 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 7 of 23 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, 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, 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. This duty of indemnification is in addition to Contractor’s duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor’s 8 of 23 covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. 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 § 20000, as amended by the Public Employees’ Pension Reform Act of 2013 (“PEPRA”), as amended from time to time. 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, 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. This duty of indemnification is 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 and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Ownership of Work Product 11.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or electronic files, other media of any kind whatsoever, and any other documents and written material of any kind, created, developed, or used 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, 9 of 23 shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without 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 of the Work Product. 11.2. 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 11.1. 11.3. 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 for any purpose. Contractor shall defend, indemnify and hold City, its elected and appointed officials, officers, employees, agents, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City’s use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. 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: (i) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (ii) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.4. Upon expiration or termination of the Agreement, 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. 10 of 23 12.0 Confidentiality 12.1. 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 11.1) and/or any other data, documents, writings, discussion or other information created, developed, received or provided by Contractor for performance of this Agreement are confidential unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such Work Product, or other data, documents, writings, discussion or other information to persons or entities other than City without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, and/or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the geographical boundaries of City. Response to a subpoena or court order shall not be considered “voluntary,” provided Contractor gives City timely notice of such court order or subpoena. 12.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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. 12.3. Contractor’s covenants and obligations under this Section shall survive the termination or expiration of this Agreement. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City, and any subcontracting shall be at Contractor’s sole cost and expense. Contractor is fully responsible to City for the performance of any and all subcontractors. Authorized subcontracts, if any, shall contain a provision making the subcontractor subject to all terms, requirements, and provisions of this Agreement. 11 of 23 14.0 Prohibition Against Assignment or Delegation Contractor shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. Any purported assignment or delegation in violation of this Section 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. 12 of 23 17.0 Insurance 17.1. General Requirements. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to City that Contractor has secured all insurance required under this Section. 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, with a minimum limit of $2,000,000 per occurrence for bodily injury, death, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its officers, directors, managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance. with a minimum limit of $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers’ Compensation Insurance in the amount required by law; and Employer’s Liability Insurance with a minimum limit of $1,000,000 per accident and in the aggregate for bodily injury or disease. 17.2.4. Professional Liability (or Errors and Omissions Liability) Insurance: Consultant shall maintain professional liability (or errors and omissions liability) insurance that covers the Services to be performed in connection with that task order under this Agreement, with limits minimum limits no less than $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a “claims made” policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. 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. 13 of 23 17.4. Additional Insureds. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of 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, volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which 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 Coverage. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, servants, agents, volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non-Contributing. Coverage shall be primary insurance as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in 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, 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. Each insurance policy 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, volunteers and those City agents serving as independent contractors in the role of City officials. 14 of 23 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: (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials; or (ii) 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 required by this Agreement shall expressly waive the insurer’s right of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may 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 weeks prior to the expiration of the coverages. 15 of 23 17.13. Indemnity Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 17.14. Broader Coverage/Higher Limits. .No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. Contractor may also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. If 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. 17.15. Subcontractor Insurance Requirements/Pass-Through Clause. 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. 17.16. 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. 18.0 Indemnification, Hold Harmless, and Duty to De fend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, indemnify and hold harmless City, its elected and appointed officials, officers, attorneys, employees, agents, servants, volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees” in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys’ fees and costs of defense (collectively “Claims”), in law or in equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, to the extent arising out of, pertaining to, or relating to, in whole or in part, the breach of this 16 of 23 Agreement and/or the negligence, recklessness or willful misconduct of Consultant and/or its officers, agents, servants, employees, contractors subcontractors, subconsultants and/or their officers, directors, agents, servants or employees (or any entity or individual for whom Consultant shall bear the legal liability) in the performance of design professional services under this Agreement by a “design professional,” as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant exceed Consultant’s proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens or losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, in any manner arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, and/or any acts, errors, omissions, negligence, or willful misconduct of Consultant, its officers, agents, servants, employees, contractors, subcontractors, subconsultants, materialmen, or suppliers, or their officers, agents, servants or employees (or any entity or individual for whom Consultant shall bear legal liability) in the performance of the Services and/or this Agreement , except to the extent the Liabilities arise from the active or sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. Consultant 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. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.2. Contractor shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. 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 indemnity agreements, Contractor shall be fully responsible 17 of 23 and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims and/or Liabilities in law or equity, whether actual, alleged or threatened, to the extent arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, any acts, omissions, negligence or willful misconduct of Contractor’s subcontractor, subconsultant, or other person or entity, and its officers, directors, managers, affiliates, agents, servants, employees, materialmen, contractors, subcontractors and/or subconsultants, and/or their officers, directors, managers, affiliates, agents, servants or employees (or any other entity or individual for whom Contractor’s subcontractor, subconsultant and/or such other person or individual shall bear legal liability) in the performance of the Services or this Agreement, except to the extent the Claims and/or Liabilities arise from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 18.4. Workers’ Compensation Acts Not Limiting. 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 its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, servants, volunteers and those City agents serving as independent contractors in the role of City officials. 18.5. Indemnification Not Limited by Insurance. Procurement of insurance by Contractor is not and shall not be construed as a limitation of Contractor’s liability, or as a waiver of or limitation on full performance of Contractor’s duties of defense and indemnification, under this Section 18.0 or under any other provision of this Agreement. Contractor’s defense and indemnification obligations under this Agreement shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims asserted against City or any of the other Indemnitees as defined in this Section 18.0, and Contractor’s defense and indemnification obligations under this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, City, or any of the other Indemnitees. 18.6. Survival of Terms. Contractor’s covenants 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 covenants that it shall not discriminate, harass or retaliate against any of its employees, applicants for employment, contractors, subcontractors or consultants because of or on account of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national 18 of 23 origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by law. Contractor further covenants that in the performance of this Agreement, Contractor shall not discriminate, harass or retaliate against City, its elected or appointed officials, officers, employees, agents, servants, volunteers, any City agents serving as independent contractors in the role of City officials, and/or any City consultants, contractors, subcontractors, or subconsultants on any basis prohibited by law 20.0 Labor 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 To the extent that this Agreement calls for services that, in whole or in part, constitute “public works” as defined in the California Labor Code, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Government Code Claim Compliance In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Contractor. If no 19 of 23 such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a lawsuit against City. 25.0 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. 26.0 Non-Exclusive Agreement Contractor acknowledges that City may enter into agreements with other consultants for services encompassed by or similar to the services that are subject to this Agreement or may have its own employees perform services encompassed by or similar to those services contemplated by this Agreement. 27.0 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. 28.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (i) effective unless it is in writing and signed by the Party making the waiver, (ii) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (iii) deemed to constitute a continuing waiver unless the writing expressly so states. 29.0 Prohibited Interests; Conflict of Interest 29.1. 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 20 of 23 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. 29.2. 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. 29.3. 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. 30.0 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 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 officers, directors, managers, affiliates, employees, agents, and subcontractors 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 officers, directors, managers, affiliates, employees, agents and subcontractors. 31.0 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 21 of 23 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. 32.0 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. 33.0 Mutual Cooperation 33.1. 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. 33.2. Contractor’s Cooperation. Contractor agrees to work closely and cooperate fully with City’s representative and any other agencies that may have jurisdiction or interest in the work to be performed. In the event any claim or action is brought against City relating to Contractor’s performance of Services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires. 34.0 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. 35.0 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. 22 of 23 36.0 Recitals City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 37.0 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. 38.0 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. EXHIBIT A Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services City of Seal Beach Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services RFP responses to be received until 2:00 P.M., May 6, 2026 in the Public Works Department ATTN: Sean Sabo, Management Analyst Approved for Advertising: Iris Lee Director of Public Works Date Issued: March 31, 2026 ii Table of Contents I. INTRODUCTION II. GENERAL REQUIREMENTS III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES IV. DISCIPLINE B ELECTRICAL MAINTENANCE, REPAIR AND EMEREGENCY SERVICES V. PRE-PROPOSAL QUESTIONS VI. SCHEDULE VII. SUBMITTAL REQUIREMENTS VIII. FEE AND COST PROPOSAL IX. INTERVIEW X. SELECTION PROCESS XI. SPECIAL PROVISIONS XII. GENERAL CONDITIONS EXHIBIT A Cost Proposals EXHIBIT B Sample Contract 3 REQUEST FOR PROPOSALS FOR ON-CALL UTILITIES AND ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES ALL INTERESTED PARTIES MUST ACCESS RFP DOCUMENTS VIA PLANETBIDS. COMMUNICATION AND ADDENDA, IF ANY, WILL BE DISTRIBUTED TO REGISTERED PARTIES VIA PLANETBIDS. I. INTRODUCTION The City of Seal B water, wastewater, storm water, and electrical systems serving municipal buildings, pump stations, wells, reservoirs, and related public works assets. The City is soliciting proposals from qualified contractors to provide on-call utilities and electrical maintenance and repair services, which may include routine, emergency, and unanticipated work assignments under two distinct disciplines: Discipline A Utilities Maintenance, Repair and Emergency Services Discipline B Electrical Maintenance, Repair and Emergency Services Proposers may submit qualifications for one or both disciplines. The City intends to award one or more on-call agreements with qualified contractors within each discipline to ensure adequate availability, specialized expertise, and timely response capability. Work may include routine maintenance, emergency repairs, and unforeseen infrastructure failures requiring immediate response. Contractors shall provide all labor, materials, tools, equipment, transportation, supervision, and incidentals necessary to complete assigned work. The anticipated term of each agreement is three (3) years, with the option to extend for two (2) additional one- year periods at the sole discretion of the City. Due to the as-needed nature of these services, no minimum amount of work is guaranteed, even if awarded. The scope, schedule, and cost for each requested task will be authorized on a task order basis. The City reserves the right to solicit competitive proposals among awarded contractors within a discipline or to separately bid any project at its discretion. II. GENERAL REQUIREMENTS (APPLICABLE TO ALL DISCIPLINES) Licensing and Experience proposing at the time of proposal submittal and must maintain the license in good standing for the duration of the Agreement. 4 All proposers shall demonstrate a minimum of ten (10) years of relevant maintenance and repair experience in the applicable discipline. Contractors must be registered with the Department of Industrial Relations (DIR) and must obtain and maintain a valid City of Seal Beach business license upon award. Safety and Regulatory Compliance All work performed under this contract shall comply with all applicable federal, state, and local laws, regulations, codes, and standards. This includes, but is not limited to, requirements established by: Applicable American Public Works Association standards Applicable American Water Works Association (AWWA) standards Applicable Building and Electrical Codes California Division of Occupational Safety and Health (Cal-OSHA) California Manual on Uniform Traffic Control Devices (CA MUTCD) County of Orange standards City of Seal Beach Cross-Connection Control Policy Handbook (CCCPH) standards City of Seal Beach Standard Plans and Specifications Environmental and air quality regulations Equipment manufacturer specifications National Association of Sewer Service Companies (NASSCO) National Pollutant Discharge Elimination System (NPDES) Other Agencies Having Jurisdiction (AHJ) Standard Specifications for Public Works Construction (Green Book, latest edition) Work Area Traffic Control Handbook (WATCH Manual) The Contractor shall conduct all operations in a manner that provides maximum safety to the public, City personnel, and Contractor staff. Service Response Requirements The Contractor shall provide emergency response services when requested by the City. Emergency situations may include utility failures, electrical system failures, hazardous conditions, or other unforeseen infrastructure issues requiring immediate attention. Unless otherwise directed by the City, the Contractor shall mobilize personnel and equipment within three (3) hours of notification for emergency service requests. For non-emergency work assignments, the Contractor shall respond to City service requests within one (1) business day, unless otherwise directed by the City. The Contractor shall coordinate scheduling with the City to ensure timely completion of assigned tasks. Compensation and Billing Separate rate sheets shall be submitted for each discipline. Compensation shall be based on the approved rate sheet and negotiated task order pricing. Labor charges shall apply to time spent performing work at the job site unless otherwise approved in writing. Travel time is not compensable unless expressly authorized. Materials shall be reimbursed at actual documented cost plus a markup not to exceed fifteen percent (15%). Supporting documentation shall be provided with each invoice. 5 If the City determines that the Contractor has not satisfactorily performed the Work, payment may be withheld until the Work is completed to the satisfaction of the City. The City shall certify that the Work has been inspected and accepted prior to payment. The Contractor shall be responsible for timely payment of subcontractors, material suppliers, workers, and vendors. Working Hours Unless otherwise authorized by the City, work shall be performed during normal City business hours. Normal working hours for non-emergency work shall generally be between 7:30 a.m. and 5:30 p.m., Monday through Friday. Work performed outside of normal working hours, including nights, weekends, or holidays, may require approved rate schedule. Except in documented emergencies involving immediate risk to public health, safety, or critical infrastructure, the Contractor must obtain prior approval from the City before commencing work outside of normal working hours. Staffing and Crew Requirements The Contractor shall maintain an adequate workforce to perform the services required under this Agreement. Field work shall be performed by a crew consisting of at least two experienced and properly qualified employees unless otherwise approved by the City. The Contractor shall ensure sufficient staffing is available to meet required emergency response timeframes. Upon request, the Contractor shall provide a listing of employees assigned to a task order, including names, dates worked, and hours worked for each date. Equipment Availability The Contractor shall provide, with its Proposal, a list of equipment owned or otherwise immediately available for use in performing the Work. The Contractor shall ensure that all equipment is properly maintained, suitable for the intended work, and compliant with applicable safety regulations. Subcontractors If subcontractors are proposed, the Contractor shall include a list of subcontractors with the Proposal. The Contractor shall remain fully responsible for the performance, safety compliance, and legal compliance of all subcontractors. The City reserves the right to request additional information or references for any proposed subcontractor. Prevailing Wage Compliance Work is subject to California prevailing wage requirements (see General Conditions). Rates and Safety Equipment All hourly rates and unit prices submitted shall be fully burdened and shall include supervision, overhead, profit, safety equipment, and all incidental costs necessary to complete the work. For emergency work, hourly rates shall apply only to actual time spent performing work at the job site. Travel time shall not be compensable unless expressly authorized in writing by the City. Site Investigation Prior to the proposal due date, prospective Contractors may inspect City facilities and work locations to familiarize 6 themselves with site conditions. City representatives will be available to answer questions upon request. III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES A. System Overview system provides service to approximately 5,500 customers through approximately 68 miles of transmission and distribution pipeline ranging from 4 inches to 20 inches in diameter. Pipelines are constructed of cast iron, asbestos cement, PVC, reinforced concrete cylinder pipe, and cement mortar-lined and coated steel pipe. The water system also includes three (3) active wells, two (2) reservoirs, two (2) booster pump stations, and an imported water supply connection. The wastewater collection system includes approximately 181,000 linear feet of gravity sewers, 15,000 linear feet of force mainlines, 780 manholes, and six (6) pump stations. The storm water system includes approximately eight (8) miles of reinforced concrete pipelines, 230 catch basins, one (1) City-owned pump station, and related drainage infrastructure. B. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or C-34 (Pipeline) and C-42 (Sanitation System) issued by the Contractors State License Board at the time of proposal submittal and shall maintain the license for the duration of the Agreement. C. Scope of Services Under this discipline, the Contractor shall provide all labor, supervision, equipment, traffic control, materials, tools, safety equipment, and incidental work necessary to perform on-call maintenance and repair of water, wastewater, and stormwater infrastructure. Work may include, but is not limited to, excavation and trenching, pavement removal and restoration, backfill and compaction, welding, removal and disposal of materials, traffic control implementation, and restoration of damaged improvements. Services may include installation, repair, and replacement of pipelines, valves, meters, vaults, manholes, pump station components, backflow devices, fire connections, catch basins, and related utility infrastructure. Work may require temporary water service installation, sewer bypass pumping, dewatering, shoring, asbestos cement pipe handling and disposal, and regulatory compliance related to NPDES and other environmental requirements. D. Construction and Field Requirements Traffic Control Traffic control shall be provided in accordance with the Special Provisions. Protection of Existing Facilities and Property 7 The Contractor shall locate and protect all existing utilities, infrastructure, and adjacent public and private property during the performance of the Work. The Contractor shall coordinate with utility owners and comply with all utility notification requirements. Detailed requirements are provided in the Special Provisions. Temporary Water Service When maintenance or repair activities require interruption of existing water or sewer service, the Contractor shall provide, install, operate, and maintain temporary systems necessary to ensure continuity of service to affected customers. Temporary utility systems shall be installed and maintained in a safe and reliable manner and in compliance with applicable federal, state, and local regulations. Where water service disruptions occur, the Contractor shall furnish and install temporary potable water service systems as necessary to maintain service, and shall comply with latest AWWA standards. Temporary systems may include above-ground piping, hoses, service connections, valves, and meters. All temporary water service systems shall be equipped with an approved backflow prevention device installed in accordance with the City Cross-Connection Control Policy Handbook (CCCPH) standards and applicable local regulations. Backflow prevention assemblies shall be properly installed and maintained for the duration of the temporary service to protect the potable water supply. All materials used for temporary water service shall be approved for potable water use and installed in a manner that protects the public and prevents damage from traffic or construction activities. Temporary water systems shall be properly secured, maintained throughout their use, and disinfected or flushed where required Utilities Division staff prior to being placed into service. All temporary utility systems shall remain in service until permanent utilities have been restored. Upon completion of the work, the Contractor shall remove all temporary facilities and restore affected areas to their original or better condition. Sanitary Sewer Overflow Prevention Where sewer lines must be taken out of service, the Contractor shall provide temporary bypass pumping systems sufficient to maintain continuous wastewater conveyance and prevent sanitary sewer overflows. Bypass systems shall be appropriately sized for anticipated flows and shall include pumps, piping, power supply, and backup equipment necessary to maintain uninterrupted operation. The Contractor shall monitor bypass systems during operation and respond promptly to any malfunction or failure. The Contractor shall maintain a minimum of one backup pump per operating pump, on site, throughout the duration of any sewage pumping procedure. The Contractor shall be responsible for properly designing, installing, operating, and maintaining all temporary sewer bypass systems necessary to prevent sanitary sewer overflows during the performance of the Work. The Contractor shall immediately notify the City of any bypass system failure, spill, or overflow condition. Any system shall be the responsibility of the Contractor, including all required containment, cleanup, reporting assistance, and restoration activities necessary to address the incident. Shoring and Trench Safety The Contractor shall provide all necessary trench protection systems, including shoring, shielding, sloping, or other protective measures, in accordance with applicable Cal-OSHA excavation safety regulations and all other relevant safety standards. Trench protection systems shall be designed, installed, maintained, and removed in accordance with regulatory requirements to ensure the safety of workers, the public, and adjacent improvements. 8 The Contractor shall be responsible for evaluating site conditions, including soil classification, groundwater conditions, trench depth, and surcharge loads, and selecting appropriate protective systems accordingly. All trenching and excavation operations shall comply with applicable safety regulations, and the Contractor shall ensure that excavation areas are properly secured and protected from hazards throughout the duration of the work. Asbestos Cement Pipe Existing utility infrastructure may include Asbestos Cement Pipe (ACP). When ACP is encountered, the Contractor shall perform all handling, removal, and disposal activities in accordance with applicable environmental and safety regulations. Personnel performing this work shall possess all required training and certifications. Utility Damage Responsibility The Contractor shall be responsible for any damage to existing utilities, facilities, or improvements resulting utility markings are approximate and are provided for informational purposes only. The Contractor shall verify utility locations as necessary and shall exercise due care during excavation and construction activities. Any utilities, facilities, or improvements damaged by the Contractor shall be immediately reported to the City of the City and the utility owner. Site Cleanup and Restoration The Contractor shall maintain work areas in a clean, safe, and orderly condition at all times. Debris, excess materials, and waste generated during the Work shall be promptly removed and disposed of in accordance with applicable regulations. Upon completion of the Work, the Contractor shall remove all equipment, temporary facilities, and construction materials from the site and shall restore all disturbed surfaces, including pavement, sidewalks, landscaping, and other improvements, to equal or better condition to the satisfaction of the City. Stormwater Pollution Prevention The Contractor shall comply with all applicable National Pollutant Discharge Elimination System (NPDES) stormwater regulations and permit requirements during the performance of the Work. The Contractor shall implement and maintain appropriate Best Management Practices (BMPs) to prevent sediment, debris, construction materials, and other pollutants from entering the storm drain system or nearby waterways. BMPs may include, but are not limited to, inlet protection, sediment control devices, spill prevention measures, proper material storage, and erosion control practices. The Contractor shall regularly inspect and maintain BMPs throughout the duration of the Work and shall promptly address any deficiencies or releases to ensure compliance with all applicable stormwater quality requirements. IV. DISCIPLINE B ELECTRICAL MAINTENANCE AND REPAIR SERVICES A. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or Class C- 9 B. Scope of Services Under this discipline, the Contractor shall provide on-call electrical maintenance and repair services for municipal facilities and utility infrastructure, including wells, pump stations, lighting, and related infrastructure. Services may include troubleshooting, repair, replacement, installation, testing, and inspection of electrical systems and components, including panels, controls, wiring, conduits, lighting systems, motors, pumps, transmission systems, and associated equipment necessary to maintain safe and reliable operations. All electrical work shall comply with the National Electrical Code, California Electrical Code, Standard Specifications for Public Works Construction (latest edition), City standards and provisions, Caltrans Standard Specifications where applicable, and all Agencies Having Jurisdiction. V. PRE-PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Sean Sabo Management Analyst Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 The City will respond to all questions and requests for clarification received by April 13, 2026. VI. SCHEDULE The following dates reflect the anticipated schedule: Request for Proposal Solicitation 3/31/2026 Pre-Proposal Question Deadline 4/28/2026 Proposal Submittal Deadline 5/6/2026, 2:00p.m. Contractor Interviews (if conducted) May 2026 Contract Award by City Council June 2026 Notice to Proceed June 2026 VII. SUBMITTAL REQUIREMENTS Acceptance of Submittals Proposals are due by 2:00 PM on May 6, 2026 to the following. Postmarks will not be accepted. Sean Sabo Management Analyst Department of Public Works 211 Eighth Street 10 Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 Please submit one (1) unbound original, two (2) bound hard copies, and one (1) electronic copy of the Contractor (s). Proposals received after the date and time listed above will not be accepted or considered for this Project. Firms proposing to provide services in both disciplines (utilities and electrical) shall submit separate proposals for each discipline. Each proposal shall be complete and stand on its own, clearly identifying the applicable discipline. There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or proprietary will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected Contractor. All property rights, including publication rights of all reports produced by the selected Contractor in connection with services performed under this Agreement shall be vested in the City. Protest procedures and dispute resolution process shall follow 2 CFR Part 200.318(k), 23 CFR 172.5(c)(18). Information to be Submitted Maximum page limit: 35 pages per proposal. The following information shall be provided, at a minimum: Cover Letter Table of Contents Company Qualifications Local Staffing List Understanding/Approach References List of Subcontractors Sample Letter Proposal Cost Proposal Exceptions Business Entity Contract Signatories Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, clearly identify the discipline being applied for, this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. 11 Company Qualifications: Provide a summary of the Contractor experience. Local Staffing List: Provide an organizational chart showing the names, positions, responsibilities, and availability of the individual(s) that would be assigned to this Agreement, including sub-Contractors. Identify the individual(s) authorized to negotiate the contract on behalf of the and the Contractor manager. Understanding/Approach: Describe the Contractor Work requested in this RFP, any key issues that may need special attention. Describe how the Contractor will approach the scope of services and each task needed to complete the project. Any task assumptions and/or exclusions shall be clearly identified. References: Contractor should provide a minimum of five (5) references from public agencies the Contractor has performed work for within the last five (5) years. Information shall include, at a minimum: Agency name Scope of work and/or services provided, prime/sub-Contractor. Project outcome Construction value Dates Client project manager name, valid telephone number, and email List of Subcontractors: Contractor will be required to provide a list of subcontractors that it intends to use. each subcontractor, at a minimum. Subcontractor must comply with all applicable licensing requirements. Sample Letter Proposal: Contractor will be required to submit a sample letter proposal providing a template of how the Contractor intends to respond to each Work request. Fee & Cost Proposal: Contractors shall submit a separate Cost Proposal for each discipline for which they are proposing services. Contractors may submit proposals for one or both disciplines; however, each discipline shall include its own complete Cost Proposal and rate schedule submitted as part of a standalone proposal. Fee & Cost Proposal for Discipline X On-Call (Utilities or Electrical) Maintenance, Repair and Emergency Services identify the applicable discipline (Discipline A Utilities Maintenance and Repair Services and/or Discipline B Electrical Maintenance and Repair Services). The Cost Proposal shall include proposed labor classifications, hourly labor rates, and equipment rates, necessary to perform the services described in this Request for Proposals. Contractors may include additional labor classifications or equipment rates beyond those identified in Exhibit A if necessary to support the proposed services. Any additional classifications or rates shall be clearly identified in the submitted rate schedule. The Method of Payment of the Contract will be Time and Material. 12 Exceptions: The Contractor shall review this RFP and attached sample contract. Exceptions to any portion of not constitute City concurrence and acceptance. Exceptions may be negotiated with the top-ranked firm. Business Entity: Clearly indicate the registration number for the prime/sub-Contractor, and provide the Contractor and sub- information. Contract Signatories: Provide the two binding signatories for the firm, pursuant to California Corporation Code Section 313. VIII. FEE AND COST PROPOSAL In preparing the fee and cost proposal for this project, the Contractor shall take into consideration the following: 1. Compensation for services, and any optional tasks, provided will be on a time-and-materials. 2. Fee proposal and billing rates shall remain effective for the term of the Agreement. Any anticipated billing/rate adjustments shall be clearly identified in the Proposal and shall not be made more than once each calendar year. 3. -timing, billing rates for all classifications of staff likely to be involved shall be included with the fee proposal along with the mark-up rate for any non-labor expenses and sub-Contractors. Any anticipated fee adjustments shall be clearly noted. 4. If applicable and necessary, the City will negotiate the final fee with the top-ranked Contractor. IX. INTERVIEW Top ranked Contractor team(s) may be interviewed by the selection committee. Proposed key personnel from X. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. Since this solicitation is an RFP as opposed to a Bid, pricing alone will not constitute the entire selection criteria. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. 13 POTENTIAL EVALUATION CRITERIA 1. Completeness of Response (Pass/Fail) Responses to this RFP must be complete. Responses that do not include the proposal content requirements identified within this RFP and subsequent addenda and do not address each of the requested items will be considered incomplete, may be rated a Fail in the Evaluation Criteria, and may receive no further consideration. 2. Qualifications & Experience (35 points) a. Local Presence - respond in emergencies and effectively conduct the . b. Relevant experience, specific qualifications, and technical expertise of the Contractor and sub-Contractors to perform the work. c. Quality of references from at least five (5) agencies the Contractor currently or have previously consulted for in the past five (5) years. 3. Organization & Approach (35 points) a. requested Work. b. emergency and/or non-emergency Work. c. services without the compromise of quality, cost, and/or time. d. -perform the requested Work, or form a quality sub-contracting team. e. the nature of public sector work and its decision-making process. f. Maintenance Agreement. 4. Fee (30 points) a. Fee & Cost proposal b. Quality of sample letter proposal The City reserves the right to determine whether or not a proposal meets the specifications and requirements requirements. The City reserves the right to reject any and all proposals. The City reserves the right to put non-emergency and pre-planned projects out for formal bidding. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: interviews with the top candidates; conduct on- Contractors should be aware that award may be made without Contractor visits, interviews, or further discussion or negotiations. 14 XI. SPECIAL PROVISIONS (Applicable to All Disciplines Unless Otherwise Noted) PERSONNEL The Contractor shall furnish all labor necessary for the satisfactory performance of the Work described in this Agreement. All personnel assigned under this contract shall be properly trained, qualified, and experienced in performing the types of maintenance, repair, installation, inspection, and emergency response services required under this RFP. a. All employees shall adhere to professional standards of appearance and conduct while performing Work within the City. Personnel shall wear appropriate work attire and all personal protective equipment required by federal and state safety regulations. Clothing and gear shall be worn in accordance with applicable safety standards at all times. The City reserves the right to require removal and replacement of any employee whose conduct, workmanship, or performance is deemed unsatisfactory, unsafe, or inconsistent with the requirements of this Agreement. b. Typical Tasks Contractor personnel shall possess the necessary technical skills, certifications, and field experience to perform electrical, utility, and related maintenance and repair services as authorized under this Agreement. c. Licenses At the time of proposal submittal and throughout the term of the Agreement, the Contractor shall possess and maintain all licenses required to perform the Work, including: limited to: o - o - and, Class -for utility maintenance and repair services; and/or; o If selected, the Contractor shall maintain a valid City of Seal Beach business license for the duration of the Agreement. All personnel operating vehicles or specialized equipment shall possess valid and appropriate California driver licenses and certifications as required by law. d. Knowledge and Experience of the electrical and/or utilities maintenance and repair industries, as applicable to the assigned Work. Personnel shall have sufficient experience to perform services safely, efficiently, and in full compliance with applicable codes, standards, and regulations. 15 EQUIPMENT The Contractor shall furnish all equipment, tools, vehicles, materials, and incidentals necessary for the satisfactory performance of the Work. a. Vehicle and Equipment Maintenance All vehicles and equipment used in connection with this Agreement shall be maintained in safe, operable mechanical condition. Equipment shall comply with applicable safety regulations and shall be properly adjusted and maintained to ensure safe operation at all times. The City reserves the right to prohibit the use of equipment deemed unsafe, improperly maintained, or unsuitable for the Work. b. Storage of Equipment The Contractor shall be responsible for providing appropriate storage facilities for equipment and materials. Equipment shall not be stored within public rights-of-way or on City property without prior written authorization from the City. SUPERVISION The Contractor shall provide competent and continuous supervision of all Work performed under this Agreement. A designated foreman or authorized representative shall oversee daily operations, ensure quality workmanship, maintain schedules, and ensure compliance with all safety, licensing, and contract requirements. The designated supervisor shall: Be available during active Work operations; Serve as the primary point of contact for the City; Coordinate scheduling and respond to service requests or complaints; and Ensure that all Work is performed in accordance with the Contract Documents. Supervisory personnel shall have a minimum of five (5) years of relevant experience in electrical and/or utilities maintenance and repair, as applicable to the services being performed. Failure to provide adequate supervision may result in corrective action, withholding of payment, or termination in accordance with the Agreement. METHOD OF WORK The Contractor shall furnish all labor, supervision, materials, tools, equipment, transportation, traffic control, Work shall be completed in place, in a professional and workmanlike manner, and in accordance with the Contract Documents. The Contractor is solely responsible for means and methods of construction, maintenance, and repair operations, and shall perform all Work in a manner that ensures maximum safety to the public, City personnel, and Contractor staff. All Work shall comply with all applicable federal, state, and local laws, regulations, codes, standards, and manufacturer specifications, including but not limited to Cal-OSHA requirements, applicable Building Codes, the 16 City of Seal Beach Municipal Code, and any Agency Having Jurisdiction (AHJ). Failure to comply may result in suspension of Work, termination of the Agreement, or other remedies available to the City. The City reserves the right to stop Work, issue restraint or cease-and-desist orders, or require corrective action if unsafe practices, code violations, or contract noncompliance are observed. The Contractor shall maintain all work sites in a safe condition and shall protect the Work until final acceptance by the City. Any hazardous or unsafe condition encountered that is not caused by the Contractor shall be immediately reported to the City in writing. All debris, surplus materials, and waste shall be removed daily or as directed by the City and disposed of in accordance with applicable regulations. Upon completion, each site shall be left clean, safe, and in a presentable condition satisfactory to the City. TRAFFIC CONTROL The Contractor shall provide, install, and maintain all traffic control measures necessary to safely perform the Work and protect the public, workers, and adjacent properties. Traffic control shall be implemented in accordance with applicable City requirements and State standards, including the most current edition of the Work Area Traffic Control Handbook (WATCH Manual) and the California Manual on Uniform Traffic Control Devices (CA MUTCD), as applicable. Traffic control measures may include, but are not limited to, signage, cones, barricades, delineators, temporary lane closures, flaggers, and pedestrian accommodations. The Contractor shall be responsible for maintaining traffic control devices in proper working condition for the duration of the Work and for adjusting traffic control as necessary to address changing site conditions and ensure safe passage for vehicles, bicyclists, and pedestrians. Traffic control shall be implemented prior to commencement of Work and remain in place until completion and rates unless otherwise specified. Failure to properly implement traffic control measures shall constitute grounds for immediate suspension of Work. PROTECTION OF EXISTING FACILITIES AND PROPERTY The Contractor shall contact DigAlert and obtain all required utility markings prior to commencing any excavation activities. The Contractor shall coordinate with all applicable utility owners to identify the location of existing underground and aboveground facilities and shall verify utility locations as necessary to safely perform the Work. The Contractor shall take all necessary precautions to avoid damage to existing utilities, structures, and improvements. The Contractor shall also protect all public and private property not designated for removal or modification as part of the Work, including but not limited to utilities, streets, sidewalks, landscaping, irrigation systems, structures, and other improvement repaired or restored to the satisfaction of the City and the property owner at no additional cost to the City. 17 Nothing contained herein shall be construed as granting the Contractor exclusive use or occupancy of any public right-of-way, street, easement, or City property. The Contractor shall conduct operations in a manner that minimizes interference with public travel, City operations, and adjacent property access, and shall maintain safe access for residents, businesses, and emergency services at all times. COMMUNICATION AND EMERGENCY RESPONSE The Contractor shall provide the City with emergency contact information for at least two (2) qualified representatives authorized to respond to emergency conditions at any time during the term of the Agreement. During normal City business hours (7:30 A.M. to 5:30 P.M., Monday through Friday), the Contractor shall maintain personnel capable of directly responding to telephone and email inquiries. An answering service alone shall not satisfy this requirement. For emergency requests, the Contractor shall mobilize and arrive on site within three (3) hours of notification unless otherwise directed by the City. AUTHORIZATION OF WORK AND EMERGENCY RESPONSE All work performed under this Agreement shall be on a task-by-task basis and requires written authorization from the City prior to commencement, except in documented emergency situations. When requested by the City, the Contractor shall submit a written proposal describing the proposed scope of work, estimated labor hours, required materials and equipment, and anticipated schedule. The City reserves the right to review, negotiate, and approve the scope and pricing before issuing written authorization or a Notice to Proceed. The Contractor shall perform only the work authorized, and any work performed without City authorization shall be at the In situations where immediate action is necessary to protect public health, safety, or critical infrastructure, the City may authorize the Contractor to proceed with emergency work without a prior written task order. In such cases, the Contractor shall perform the work on a time-and-materials basis in accordance with the approved rate schedule and shall provide detailed documentation of labor, equipment, and materials used. All emergency work shall be executed safely, efficiently, and in compliance with applicable laws, codes, and regulations. This Agreement provides on-call services on an as-needed basis, and the City does not guarantee any minimum amount of work. The Contractor shall have no claim against the City for anticipated profits, overhead, mobilization, standby costs, or other damages PROGRESS OF WORK Time is of the essence. The Contractor shall prosecute the Work diligently and in an orderly manner and shall minimize service interruptions to the greatest extent feasible. Work at each location shall be completed prior to moving to another site unless otherwise approved by the City. Failure to make satisfactory progress may result in written notice to cure, withholding of payment, or termination. CHANGES AND EXTRA WORK The City reserves the right to modify, increase, decrease, or omit portions of the Work as deemed necessary. Such modifications shall not invalidate the Agreement. Extra Work shall not be performed without prior written authorization, except where immediate action is necessary to protect public health or safety. 18 If unit prices are not applicable, compensation for Extra Work shall be based on actual labor costs, verified material costs, and a markup not to exceed fifteen percent (15%), unless otherwise negotiated and approved in writing by the City. All time-and-materials work shall include a written not-to-exceed amount. INSPECTION AND ACCEPTANCE All Work is subject to inspection by the City. Acceptance shall occur only after the City determines that the Work complies fully with the Contract Documents. Acceptance of Work does not relieve the Contractor of responsibility for defective or nonconforming Work discovered within the applicable warranty or statutory period. RECORDS, INVOICING, AND PAYMENT Payment is subject to inspection and acceptance by the City. Contractors shall maintain detailed records of work performed, including dates, locations, quantities, and descriptions of services, and shall submit completed task documentation with each invoice. The Contractor shall maintain complete and accurate records of all Work performed, including location, description, labor hours, materials, equipment used, and dates of service. Signed Task Orders shall accompany each invoice. The Contractor shall retain all records for the duration of the Agreement and for three (3) years following its termination. If deficiencies are identified, the Contractor shall correct them within twenty-four (24) hours of written notice unless otherwise directed by the City. Failure to correct deficiencies may result in withholding of payment, back charges, or other remedies available under the Agreement. INSURANCE AND LICENSING Prior to commencement of any work, the Contractor shall provide proof of insurance coverage in the types and insurance. The Contractor shall maintain all required contractor licenses in good standing and shall obtain and maintain a valid City business license for the duration of the Agreement. XII. GENERAL CONDITIONS A. Signature The Proposal shall be signed by an individual authorized to bind the Contractor. B. Other Considerations: The City shall not be liable for any pre-contractual expenses incurred by any firm considering submitting a proposal in response to this RFP. 19 The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any firm responding to this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to obtain a business license and pay a business license tax. For more information, go to www.sealbeachca.gov. D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The Contractor shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Agreement to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising compliance with or failure to comply with applicable laws, including all applicable federal and state labor requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Contractor agrees that all public work (as defined in California Labor Code section (1720) performed Labor Code sections 1770 et seq. City makes no representation or statement that the project or any In all bid specifications, contracts and subcontracts for any such Public Work, Contractor shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or Contractor to pay not less than the said prevailing rate of wages to all workers employed by the contractor in the execution of this contract. The Contractor expressly agrees to comply with the penalty provisions of California Labor Code E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the Contractor and each subcontractor, if any, in the bid proposal. 20 EXHIBIT A FEE & COST PROPOSALS 21 FEE & COST PROPOSAL FOR DISCIPLINE A ON-CALL UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/material rates may be added as a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) EQUIPMENT NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE DESCRIPTION E1 Pick-Up Truck HOUR $ E2 Crew Truck HOUR $ E3 Flatbed Truck HOUR $ E4 Bed Trailer HOUR $ E5 Bobcat HOUR $ E6 Small Excavator HOUR $ E7 Medium Excavator HOUR $ 22 E8 Large Excavator HOUR $ E9 Backhoe HOUR $ E10 Dump Truck/Super 10 HOUR $ E11 Truck and Pup HOUR $ E12 Water Truck HOUR $ E13 Vactor Truck HOUR $ E14 Sweeper HOUR $ E15 Wheel Loader HOUR $ E16 Skip Loader HOUR $ E17 Air Compressor w/Jack Hammer HOUR $ E18 Hydraulic Breaker HOUR $ E19 Asphalt Paver HOUR $ E20 Concrete Mixer HOUR $ E21 Concrete Saw HOUR $ E22 Compaction Wheel HOUR $ E23 Wacker HOUR $ 23 E24 Vibratory Compactor HOUR $ E25 Generator HOUR $ LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Superintendent $ $ $ L2 Project Manager $ $ $ L3 Foreman/Operator $ $ $ L4 Foreman/Laborer $ $ $ L5 Operator $ $ $ L6 Laborer $ $ $ L7 Welder $ $ $ L8 Teamster $ $ $ L9 Pipelayer $ $ $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 24 FEE & COST PROPOSAL FOR DISCIPLINE B ON-CALL ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/equipment/material rates may be added/clarified with a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Electrician $ $ $ L2 Journeyman $ $ $ L3 Helper/Apprentice (non-Journeyman) $ $ $ L4 L5 L6 L7 25 EQUIPMENT NO. DESCRIPTION UNIT PRICE E1 Truck $ E2 Trailer $ E3 Power Generator $ E4 Forklift $ E5 $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 26 EXHIBIT B SAMPLE CONTRACT MAINTENANCE SERVICES AGREEMENT for On-Call (Utilities or Electrical) Maintenance and Repair Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & <Contractor Name> <Address> <City, State, Zip Code> <Phone Number> This Maintenance Services <DATE> (the <CONTRACTOR LEGAL NAME> Contractor <TYPE OF LEGAL ENTITY AND STATE OF FORMATION (e.g., a California corporation, partnership, limited liability company, sole proprietorship, etc.)> and 2 of 19 RECITALS A. City desires certain on-call emergency and unexpected task (utilities or electrical) maintenance and repair services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals on <DATE>, titled -Call Utilities and Electrical Maintenance, Repair and Emergency Contractor submitted a proposal dated <DATE> in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors <License #XXXXX, DIR XXXXXXX> and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those (utilities or electrical) maintenance and related repair in the Request for Proposals attached hereto as Exhibit A Proposal attached hereto as Exhibit B, and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A, Exhibit B, and this Agreement, this Agreement shall control. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake 3 of 19 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 and professional manner, and Contractor and Contractor Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.5. 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 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years expire at midnight on <DATE>, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from <DATE> through and including <DATE>, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from <DATE> through and including <DATE>, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and 3.0 Contractor 3.1. In consideration the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will the City pay more than the total not-to-exceed amount of $_____ (____ dollars and 00/100) <TOTAL CONTRACT AMOUNT> for the <Original> Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in 4 of 19 Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the <Original> Term. 3.3. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, i performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $____________ (_______ dollars) <MAXIMUM DOLLAR AMOUNT PAYABLE FOR EACH EXTENDED TERM> for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. Upon 24-hour notice from City, Contractor agents or representatives to inspect at Contractor business hours all records, invoices, time cards, cost control sheets and other records maintained by Contractor under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 5 of 19 6.1. Agreement. 6.2. <NAME> is the Contractor's primary representative for purposes of this Agreement. <NAME> shall be responsible during the term 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, California 90740 Attn: City Manager To Contractor: <Contractor> <Address> City, State, Zip Code> Attn: <Contractor Representative> 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 shall obtain and maintain during the Agreement term all necessary licenses, 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 personnel under Contractor supervision. Contractor will determine the means, methods, and details by which Contractor employees and other personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work 6 of 19 performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Contractor 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 not supervise any of employees supervise Contractor personnel. Contractor badge, identification number, or other information identifying such individual as an employee of City; and Contractor -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 require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Contractor review plans on file at City, pick up or deliver any work product related to Contractor 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 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 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 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 indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all 7 of 19 liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor . 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 failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor 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 , commencing at Government Code § 20000, as amended by the Public 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. 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 officials, officers, employees, servants, designated volunteers, and 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 ny provisions of this Section 10.0. This duty of indemnification is in addition to Contractor harmless as set forth in any other provision of this Agreement. Contractor indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Contractor covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information & developed or 8 of 19 received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court Contractor gives City notice of such court order or subpoena. 11.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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 or mean the right by City to control, direct or rewrite the response. 11.3. Contractor s under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Data & Documents Data & Documents 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. Contractor shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 12.2. Contractor hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 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 Written 9 of 19 Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a Data & Documents is violating 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 Data & Documents produced under this Agreement. In the event the use of any of the Written Products 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 Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents 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 Data & Documents 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 delegate any of its duties under this Agreement, either in whole or in part, without Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this assignment 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. 10 of 19 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 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. 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, personal injury and property damage; and if Commercial General Liability Insurance or 11 of 19 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. Insurance in the amount required 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, designated volunteers and those City agents acting 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, 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 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 Coverage. 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 30 days prior 12 of 19 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, 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 officials, officers, employees, agents, designated volunteers designated volunteers and 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 officials, officers, employees, agents. designated volunteers designated volunteers and 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, 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, 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 required by this and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives all rights of subrogation against City. 17.10. 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 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 expense, the premium thereon. Contractor shall promptly reimburse 13 of 19 City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor. 17.11. 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on 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 weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor full performance of Contractor o indemnify City under Section 18.0. 17.13. Broader Coverage/Higher Limits. 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. 17.14. Subcontractor Insurance Requirements. 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. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Contractor . 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, agents, employees, designated volunteers, successors, assigns and those City agents serving as in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses or injury of any nature whatsoever, in 14 of 19 law or equity, to persons or property, including bodily injury, death, personal injury, property damage, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the Liabilities 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, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this 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 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 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 subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor the legal liability thereof) in the performance of this Agreement, including the 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. 18.3. Not Limiting. Contractor indemnification obligations under this Section, or any other provision of this mpensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 15 of 19 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 or Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Contractor indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non-Discrimination 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, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor 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 -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 To the extent that this Agreement calls for services that, in whole or in part, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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 16 of 19 agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Governing Law 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. 25.0 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. 26.0 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. 27.0 Prohibited Interests; Conflict of Interest 27.1. 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 17 of 19 Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 27.2. 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. 27.3. 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. 28.0 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 ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of 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. 29.0 Corrections In addition to the indemnification obligations set forth above, Contractor shall review of Contractor 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 18 of 19 retention amount held by City or may withhold payment otherwise owed Contractor under this Agreement up to the amount of the cost of correction. 30.0 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 Services beyond the current fiscal year, this Agreement shall cover payment for Contractor 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. 31.0 Mutual Cooperation 31.1. . City shall provide Contractor with all pertinent Data, documents and other requested information as is reasonably available for Contractor 31.2. Contractor . In the event any claim or action is brought against City relating to Contractor under this Agreement, Contractor shall render any reasonable assistance that City requires. 32.0 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. 33.0 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 therewith. 34.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 35.0 Corporate Authority 19 of 19 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. 20 of 20 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: _________________________ Patrick Gallegos, City Manager Attest: By: _________________________ Gloria D. Harper, City Clerk Approved as to Form: By: _________________________ Nicholas Ghirelli, City Attorney CONTRACTOR: <Contractor>, a <INSERT TYPE OF ENTITY (e.g., a California corporation> By: __________________________ Name: __ Its: By: __________________________ Name: ___ Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the 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.) EXHIBIT A Request for Proposals for On-Call (Utilities or Electrical) Maintenance and Repair Services EXHIBIT B s Proposal EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by 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 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 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: compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before 12. For every subcontractor who will perform work on the project, Contractor shall be 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 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 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 duties of Contractor under this Section shall survive the termination of the Agreement. EXHIBIT B Contractor’s Proposal EXHIBIT C 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. MAINTENANCE SERVICES AGREEMENT for On-Call Electrical Maintenance, Repair and Emergency/Unexpected Task Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & Baker Electric & Renewables LLC dba Baker Electric 1298 Pacific Oaks Place Escondido, California 92029 (760) 745-2001 This Maintenance Services Agreement (“the Agreement”) is made as of June 22, 2026 (the “Effective Date”), by and between Baker Electric & Renewables LLC dba Baker Electric (“Contractor”), a California limited liability company and the City of Seal Beach (“City”), a California charter city, (collectively, “the Parties”). 2 of 23 RECITALS A. City desires certain on-call electrical maintenance, repair and emergency/ unexpected task services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals (“RFP”) on April 1, 2026, titled “On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services.” Contractor submitted a proposal dated May 6, 2026, in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors (License #161756, DIR 1000000466) and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those electrical maintenance, repair and emergency/unexpected task services (collectively “Services”) in the Request for Proposals attached hereto as Exhibit A, Contractor’s Proposal attached hereto as Exhibit B, and Terms for Compliance with California Labor Law Requirements (Exhibit C), all incorporated herein by this reference. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Agreement Documents; Order of Precedence. 1.2.1. The Agreement Documents include this Agreement itself, and all of the following: (i) Exhibit A (the Request for Proposal) (“RFP”), including all attachments and exhibits thereto; (iii) Exhibit B (Contractor’s accepted proposal, “Proposal”); and (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements). Exhibits A, B, and C are incorporated herein by this reference as though set forth in full. 3 of 23 1.2.2. In the event of any inconsistency or conflict between this Agreement and any Exhibit or other incorporated documents, the order of precedence shall be as follows: (i) this Agreement; and then (ii) Exhibit A (the RFP); and then (iii) Exhibit C (Terms for Compliance with California Labor Law Requirements); and then (iv) Exhibit B (Proposal). In the event there is any conflict between the Agreement, on the one hand, and any of the Exhibits, the RFP or the Proposal on the other hand, the Agreement shall govern. 1.3. 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. 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 generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. The acceptance of Contractor’s work by City shall not operate as a release of Contractor from such standard of care and workmanship. 1.4. Compliance with Laws. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.5. Additional Services. Contractor will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. Original Term. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years (“Original Term”) and shall expire at midnight on June 30, 2029, unless sooner terminated or extended as provided by this Agreement. 2.2. Extensions. City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms of one year each (“extension”), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by City, the first extension shall have a term extending from July 1, 2029, through and including June 30, 2030, unless sooner terminated or extended pursuant to this Agreement. If timely elected by City, the second extension shall be from July 1, 2030, through and including June 30, 2031, unless sooner 4 of 23 terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor’s authorized representatives. 3.0 Contractor’s Compensation 3.1. Original Term. In consideration of Contractor’s performance of the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will City pay more than the total not-to-exceed amount of $300,000 (Three Hundred Thousand dollars and 00/100) for the Original Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the Original Term. 3.3. Extensions. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, in consideration of Contractor’s performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $100,000 (One Hundred Thousand dollars) for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 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 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 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. 5.0 Termination 5.1. Termination by City. 5.1.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5 of 23 5.1.2. This Agreement may be terminated by City upon 10 days’ notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.2. Termination by 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 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 immediately upon the effective termination date set forth in the notice of termination. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 11.1 of this Agreement) and all other documents, writings, and/or deliverables produced or developed pursuant to this Agreement. Provided that Contractor is not then in breach, City shall pay Contractor all undisputed amounts for any portion of the Services satisfactorily completed prior to termination, based on the reasonable value of the Services rendered. If said termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by City and 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 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 City’s representative for purposes of this Agreement. 6.2. Ted Baker is the Contractor's primary representative for purposes of this Agreement. Ted Baker shall be responsible during the term 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 6 of 23 7.3. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211-8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: Baker Electric & Renewables LLC dba Baker Electric 1298 Pacific Oaks Place Escondido, California 92029 Telephone: (760) 745-2001 Email: tnb@baker-electric.com Attn: Ted Baker 7.4. 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, 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 City’s employees; and City’s employees shall not supervise Contractor’s personnel. Contractor’s personnel shall not wear or display any City uniform, 7 of 23 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, 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, 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. This duty of indemnification is in addition to Contractor’s duty to defend, indemnify and hold 8 of 23 harmless as set forth in any other provision of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. 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 § 20000, as amended by the Public Employees’ Pension Reform Act of 2013 (“PEPRA”), as amended from time to time. 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, 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. This duty of indemnification is 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 and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Ownership of Work Product 11.1. Unless otherwise agreed upon in writing, all field notes and other notes, draft and final reports, drawings, specifications, data, surveys, studies, plans, maps, models, photographs, images, ideas, concepts, designs including but not limited to website designs, source code, object code, computer files, electronic data and/or electronic files, other media of any kind whatsoever, and any other documents and written material of any kind, created, developed, or used 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 9 of 23 creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without 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 of the Work Product. 11.2. 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 11.1. 11.3. 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 for any purpose. Contractor shall defend, indemnify and hold City, its elected and appointed officials, officers, employees, agents, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City’s use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. 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: (i) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (ii) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Contractor’s covenants and obligations under this Section shall survive the expiration or termination of this Agreement. 11.4. Upon expiration or termination of the Agreement, 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. 10 of 23 12.0 Confidentiality 12.1. 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 11.1) and/or any other data, documents, writings, discussion or other information created, developed, received or provided by Contractor for performance of this Agreement are confidential unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such Work Product, or other data, documents, writings, discussion or other information to persons or entities other than City without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, and/or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the geographical boundaries of City. Response to a subpoena or court order shall not be considered “voluntary,” provided Contractor gives City timely notice of such court order or subpoena. 12.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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. 12.3. Contractor’s covenants and obligations under this Section shall survive the termination or expiration of this Agreement. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City, and any subcontracting shall be at Contractor’s sole cost and expense. Contractor is fully responsible to City for the performance of any and all subcontractors. Authorized subcontracts, if any, shall contain a provision making the subcontractor subject to all terms, requirements, and provisions of this Agreement. 11 of 23 14.0 Prohibition Against Assignment or Delegation Contractor shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City’s prior written consent. Any purported assignment or delegation in violation of this Section 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. 12 of 23 17.0 Insurance 17.1. General Requirements. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to City that Contractor has secured all insurance required under this Section. 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, with a minimum limit of $2,000,000 per occurrence for bodily injury, death, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its officers, directors, managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance. with a minimum limit of $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers’ Compensation Insurance in the amount required by law; and Employer’s Liability Insurance with a minimum limit of $1,000,000 per accident and in the aggregate for bodily injury or disease. 17.2.4. Professional Liability (or Errors and Omissions Liability) Insurance: Consultant shall maintain professional liability (or errors and omissions liability) insurance that covers the Services to be performed in connection with that task order under this Agreement, with limits minimum limits no less than $1,000,000 per claim/aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. If a “claims made” policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. 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. 13 of 23 17.4. Additional Insureds. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of 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, volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which 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 Coverage. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by City to state: (i) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (ii) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, servants, agents, volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non-Contributing. Coverage shall be primary insurance as respects City, its elected and appointed officials, officers, employees, agents, servants, volunteers and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in 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, 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. Each insurance policy 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, volunteers and those City agents serving as independent contractors in the role of City officials. 14 of 23 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: (i) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials; or (ii) 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 required by this Agreement shall expressly waive the insurer’s right of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may 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 weeks prior to the expiration of the coverages. 15 of 23 17.13. Indemnity Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 17.14. Broader Coverage/Higher Limits. .No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. Contractor may also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. If 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. 17.15. Subcontractor Insurance Requirements/Pass-Through Clause. 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. 17.16. 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. 18.0 Indemnification, Hold Harmless, and Duty to De fend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, indemnify and hold harmless City, its elected and appointed officials, officers, attorneys, employees, agents, servants, volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees” in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys’ fees and costs of defense (collectively “Claims”), in law or in equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, to the extent arising out of, pertaining to, or relating to, in whole or in part, the breach of this 16 of 23 Agreement and/or the negligence, recklessness or willful misconduct of Consultant and/or its officers, agents, servants, employees, contractors subcontractors, subconsultants and/or their officers, directors, agents, servants or employees (or any entity or individual for whom Consultant shall bear the legal liability) in the performance of design professional services under this Agreement by a “design professional,” as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant exceed Consultant’s proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens or losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, to property or persons, including but not limited to, bodily injury, death, personal injury and property damage, in any manner arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, and/or any acts, errors, omissions, negligence, or willful misconduct of Consultant, its officers, agents, servants, employees, contractors, subcontractors, subconsultants, materialmen, or suppliers, or their officers, agents, servants or employees (or any entity or individual for whom Consultant shall bear legal liability) in the performance of the Services and/or this Agreement , except to the extent the Liabilities arise from the active or sole negligence or willful misconduct of the Indemnitees as determined by final arbitration or court decision or by the agreement of the Parties. Consultant 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. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.2. Contractor shall indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. 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 indemnity agreements, Contractor shall be fully responsible 17 of 23 and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims and/or Liabilities in law or equity, whether actual, alleged or threatened, to the extent arising out of, claimed to arise out of, pertaining to, or relating to the breach of this Agreement, any acts, omissions, negligence or willful misconduct of Contractor’s subcontractor, subconsultant, or other person or entity, and its officers, directors, managers, affiliates, agents, servants, employees, materialmen, contractors, subcontractors and/or subconsultants, and/or their officers, directors, managers, affiliates, agents, servants or employees (or any other entity or individual for whom Contractor’s subcontractor, subconsultant and/or such other person or individual shall bear legal liability) in the performance of the Services or this Agreement, except to the extent the Claims and/or Liabilities arise from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 18.4. Workers’ Compensation Acts Not Limiting. 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 its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, servants, volunteers and those City agents serving as independent contractors in the role of City officials. 18.5. Indemnification Not Limited by Insurance. Procurement of insurance by Contractor is not and shall not be construed as a limitation of Contractor’s liability, or as a waiver of or limitation on full performance of Contractor’s duties of defense and indemnification, under this Section 18.0 or under any other provision of this Agreement. Contractor’s defense and indemnification obligations under this Agreement shall apply regardless of whether or not any insurance policies are determined to be applicable to the Claims asserted against City or any of the other Indemnitees as defined in this Section 18.0, and Contractor’s defense and indemnification obligations under this Agreement shall not be restricted to insurance proceeds, if any, received by Contractor, City, or any of the other Indemnitees. 18.6. Survival of Terms. Contractor’s covenants 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 covenants that it shall not discriminate, harass or retaliate against any of its employees, applicants for employment, contractors, subcontractors or consultants because of or on account of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national 18 of 23 origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, military or veteran status, or any other basis prohibited by law. Contractor further covenants that in the performance of this Agreement, Contractor shall not discriminate, harass or retaliate against City, its elected or appointed officials, officers, employees, agents, servants, volunteers, any City agents serving as independent contractors in the role of City officials, and/or any City consultants, contractors, subcontractors, or subconsultants on any basis prohibited by law 20.0 Labor 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 To the extent that this Agreement calls for services that, in whole or in part, constitute “public works” as defined in the California Labor Code, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Government Code Claim Compliance In addition to any and all requirements of this Agreement pertaining to notices of and requests for compensation or payment for additional services, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to additional services, disputed work, claims, and/or changed conditions have been followed by Contractor. If no 19 of 23 such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a lawsuit against City. 25.0 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. 26.0 Non-Exclusive Agreement Contractor acknowledges that City may enter into agreements with other consultants for services encompassed by or similar to the services that are subject to this Agreement or may have its own employees perform services encompassed by or similar to those services contemplated by this Agreement. 27.0 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. 28.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (i) effective unless it is in writing and signed by the Party making the waiver, (ii) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (iii) deemed to constitute a continuing waiver unless the writing expressly so states. 29.0 Prohibited Interests; Conflict of Interest 29.1. 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 20 of 23 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. 29.2. 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. 29.3. 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. 30.0 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 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 officers, directors, managers, affiliates, employees, agents, and subcontractors 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 officers, directors, managers, affiliates, employees, agents and subcontractors. 31.0 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 21 of 23 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. 32.0 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. 33.0 Mutual Cooperation 33.1. 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. 33.2. Contractor’s Cooperation. Contractor agrees to work closely and cooperate fully with City’s representative and any other agencies that may have jurisdiction or interest in the work to be performed. In the event any claim or action is brought against City relating to Contractor’s performance of Services rendered under this Agreement, Contractor shall render any reasonable assistance that City requires. 34.0 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. 35.0 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. 22 of 23 36.0 Recitals City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 37.0 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. 38.0 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. EXHIBIT A Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency/Unexpected Task Services City of Seal Beach Request for Proposals for On-Call Utilities and Electrical Maintenance, Repair and Emergency Services RFP responses to be received until 2:00 P.M., May 6, 2026 in the Public Works Department ATTN: Sean Sabo, Management Analyst Approved for Advertising: Iris Lee Director of Public Works Date Issued: March 31, 2026 ii Table of Contents I. INTRODUCTION II. GENERAL REQUIREMENTS III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES IV. DISCIPLINE B ELECTRICAL MAINTENANCE, REPAIR AND EMEREGENCY SERVICES V. PRE-PROPOSAL QUESTIONS VI. SCHEDULE VII. SUBMITTAL REQUIREMENTS VIII. FEE AND COST PROPOSAL IX. INTERVIEW X. SELECTION PROCESS XI. SPECIAL PROVISIONS XII. GENERAL CONDITIONS EXHIBIT A Cost Proposals EXHIBIT B Sample Contract 3 REQUEST FOR PROPOSALS FOR ON-CALL UTILITIES AND ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES ALL INTERESTED PARTIES MUST ACCESS RFP DOCUMENTS VIA PLANETBIDS. COMMUNICATION AND ADDENDA, IF ANY, WILL BE DISTRIBUTED TO REGISTERED PARTIES VIA PLANETBIDS. I. INTRODUCTION The City of Seal B water, wastewater, storm water, and electrical systems serving municipal buildings, pump stations, wells, reservoirs, and related public works assets. The City is soliciting proposals from qualified contractors to provide on-call utilities and electrical maintenance and repair services, which may include routine, emergency, and unanticipated work assignments under two distinct disciplines: Discipline A Utilities Maintenance, Repair and Emergency Services Discipline B Electrical Maintenance, Repair and Emergency Services Proposers may submit qualifications for one or both disciplines. The City intends to award one or more on-call agreements with qualified contractors within each discipline to ensure adequate availability, specialized expertise, and timely response capability. Work may include routine maintenance, emergency repairs, and unforeseen infrastructure failures requiring immediate response. Contractors shall provide all labor, materials, tools, equipment, transportation, supervision, and incidentals necessary to complete assigned work. The anticipated term of each agreement is three (3) years, with the option to extend for two (2) additional one- year periods at the sole discretion of the City. Due to the as-needed nature of these services, no minimum amount of work is guaranteed, even if awarded. The scope, schedule, and cost for each requested task will be authorized on a task order basis. The City reserves the right to solicit competitive proposals among awarded contractors within a discipline or to separately bid any project at its discretion. II. GENERAL REQUIREMENTS (APPLICABLE TO ALL DISCIPLINES) Licensing and Experience proposing at the time of proposal submittal and must maintain the license in good standing for the duration of the Agreement. 4 All proposers shall demonstrate a minimum of ten (10) years of relevant maintenance and repair experience in the applicable discipline. Contractors must be registered with the Department of Industrial Relations (DIR) and must obtain and maintain a valid City of Seal Beach business license upon award. Safety and Regulatory Compliance All work performed under this contract shall comply with all applicable federal, state, and local laws, regulations, codes, and standards. This includes, but is not limited to, requirements established by: Applicable American Public Works Association standards Applicable American Water Works Association (AWWA) standards Applicable Building and Electrical Codes California Division of Occupational Safety and Health (Cal-OSHA) California Manual on Uniform Traffic Control Devices (CA MUTCD) County of Orange standards City of Seal Beach Cross-Connection Control Policy Handbook (CCCPH) standards City of Seal Beach Standard Plans and Specifications Environmental and air quality regulations Equipment manufacturer specifications National Association of Sewer Service Companies (NASSCO) National Pollutant Discharge Elimination System (NPDES) Other Agencies Having Jurisdiction (AHJ) Standard Specifications for Public Works Construction (Green Book, latest edition) Work Area Traffic Control Handbook (WATCH Manual) The Contractor shall conduct all operations in a manner that provides maximum safety to the public, City personnel, and Contractor staff. Service Response Requirements The Contractor shall provide emergency response services when requested by the City. Emergency situations may include utility failures, electrical system failures, hazardous conditions, or other unforeseen infrastructure issues requiring immediate attention. Unless otherwise directed by the City, the Contractor shall mobilize personnel and equipment within three (3) hours of notification for emergency service requests. For non-emergency work assignments, the Contractor shall respond to City service requests within one (1) business day, unless otherwise directed by the City. The Contractor shall coordinate scheduling with the City to ensure timely completion of assigned tasks. Compensation and Billing Separate rate sheets shall be submitted for each discipline. Compensation shall be based on the approved rate sheet and negotiated task order pricing. Labor charges shall apply to time spent performing work at the job site unless otherwise approved in writing. Travel time is not compensable unless expressly authorized. Materials shall be reimbursed at actual documented cost plus a markup not to exceed fifteen percent (15%). Supporting documentation shall be provided with each invoice. 5 If the City determines that the Contractor has not satisfactorily performed the Work, payment may be withheld until the Work is completed to the satisfaction of the City. The City shall certify that the Work has been inspected and accepted prior to payment. The Contractor shall be responsible for timely payment of subcontractors, material suppliers, workers, and vendors. Working Hours Unless otherwise authorized by the City, work shall be performed during normal City business hours. Normal working hours for non-emergency work shall generally be between 7:30 a.m. and 5:30 p.m., Monday through Friday. Work performed outside of normal working hours, including nights, weekends, or holidays, may require approved rate schedule. Except in documented emergencies involving immediate risk to public health, safety, or critical infrastructure, the Contractor must obtain prior approval from the City before commencing work outside of normal working hours. Staffing and Crew Requirements The Contractor shall maintain an adequate workforce to perform the services required under this Agreement. Field work shall be performed by a crew consisting of at least two experienced and properly qualified employees unless otherwise approved by the City. The Contractor shall ensure sufficient staffing is available to meet required emergency response timeframes. Upon request, the Contractor shall provide a listing of employees assigned to a task order, including names, dates worked, and hours worked for each date. Equipment Availability The Contractor shall provide, with its Proposal, a list of equipment owned or otherwise immediately available for use in performing the Work. The Contractor shall ensure that all equipment is properly maintained, suitable for the intended work, and compliant with applicable safety regulations. Subcontractors If subcontractors are proposed, the Contractor shall include a list of subcontractors with the Proposal. The Contractor shall remain fully responsible for the performance, safety compliance, and legal compliance of all subcontractors. The City reserves the right to request additional information or references for any proposed subcontractor. Prevailing Wage Compliance Work is subject to California prevailing wage requirements (see General Conditions). Rates and Safety Equipment All hourly rates and unit prices submitted shall be fully burdened and shall include supervision, overhead, profit, safety equipment, and all incidental costs necessary to complete the work. For emergency work, hourly rates shall apply only to actual time spent performing work at the job site. Travel time shall not be compensable unless expressly authorized in writing by the City. Site Investigation Prior to the proposal due date, prospective Contractors may inspect City facilities and work locations to familiarize 6 themselves with site conditions. City representatives will be available to answer questions upon request. III. DISCIPLINE A UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES A. System Overview system provides service to approximately 5,500 customers through approximately 68 miles of transmission and distribution pipeline ranging from 4 inches to 20 inches in diameter. Pipelines are constructed of cast iron, asbestos cement, PVC, reinforced concrete cylinder pipe, and cement mortar-lined and coated steel pipe. The water system also includes three (3) active wells, two (2) reservoirs, two (2) booster pump stations, and an imported water supply connection. The wastewater collection system includes approximately 181,000 linear feet of gravity sewers, 15,000 linear feet of force mainlines, 780 manholes, and six (6) pump stations. The storm water system includes approximately eight (8) miles of reinforced concrete pipelines, 230 catch basins, one (1) City-owned pump station, and related drainage infrastructure. B. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or C-34 (Pipeline) and C-42 (Sanitation System) issued by the Contractors State License Board at the time of proposal submittal and shall maintain the license for the duration of the Agreement. C. Scope of Services Under this discipline, the Contractor shall provide all labor, supervision, equipment, traffic control, materials, tools, safety equipment, and incidental work necessary to perform on-call maintenance and repair of water, wastewater, and stormwater infrastructure. Work may include, but is not limited to, excavation and trenching, pavement removal and restoration, backfill and compaction, welding, removal and disposal of materials, traffic control implementation, and restoration of damaged improvements. Services may include installation, repair, and replacement of pipelines, valves, meters, vaults, manholes, pump station components, backflow devices, fire connections, catch basins, and related utility infrastructure. Work may require temporary water service installation, sewer bypass pumping, dewatering, shoring, asbestos cement pipe handling and disposal, and regulatory compliance related to NPDES and other environmental requirements. D. Construction and Field Requirements Traffic Control Traffic control shall be provided in accordance with the Special Provisions. Protection of Existing Facilities and Property 7 The Contractor shall locate and protect all existing utilities, infrastructure, and adjacent public and private property during the performance of the Work. The Contractor shall coordinate with utility owners and comply with all utility notification requirements. Detailed requirements are provided in the Special Provisions. Temporary Water Service When maintenance or repair activities require interruption of existing water or sewer service, the Contractor shall provide, install, operate, and maintain temporary systems necessary to ensure continuity of service to affected customers. Temporary utility systems shall be installed and maintained in a safe and reliable manner and in compliance with applicable federal, state, and local regulations. Where water service disruptions occur, the Contractor shall furnish and install temporary potable water service systems as necessary to maintain service, and shall comply with latest AWWA standards. Temporary systems may include above-ground piping, hoses, service connections, valves, and meters. All temporary water service systems shall be equipped with an approved backflow prevention device installed in accordance with the City Cross-Connection Control Policy Handbook (CCCPH) standards and applicable local regulations. Backflow prevention assemblies shall be properly installed and maintained for the duration of the temporary service to protect the potable water supply. All materials used for temporary water service shall be approved for potable water use and installed in a manner that protects the public and prevents damage from traffic or construction activities. Temporary water systems shall be properly secured, maintained throughout their use, and disinfected or flushed where required Utilities Division staff prior to being placed into service. All temporary utility systems shall remain in service until permanent utilities have been restored. Upon completion of the work, the Contractor shall remove all temporary facilities and restore affected areas to their original or better condition. Sanitary Sewer Overflow Prevention Where sewer lines must be taken out of service, the Contractor shall provide temporary bypass pumping systems sufficient to maintain continuous wastewater conveyance and prevent sanitary sewer overflows. Bypass systems shall be appropriately sized for anticipated flows and shall include pumps, piping, power supply, and backup equipment necessary to maintain uninterrupted operation. The Contractor shall monitor bypass systems during operation and respond promptly to any malfunction or failure. The Contractor shall maintain a minimum of one backup pump per operating pump, on site, throughout the duration of any sewage pumping procedure. The Contractor shall be responsible for properly designing, installing, operating, and maintaining all temporary sewer bypass systems necessary to prevent sanitary sewer overflows during the performance of the Work. The Contractor shall immediately notify the City of any bypass system failure, spill, or overflow condition. Any system shall be the responsibility of the Contractor, including all required containment, cleanup, reporting assistance, and restoration activities necessary to address the incident. Shoring and Trench Safety The Contractor shall provide all necessary trench protection systems, including shoring, shielding, sloping, or other protective measures, in accordance with applicable Cal-OSHA excavation safety regulations and all other relevant safety standards. Trench protection systems shall be designed, installed, maintained, and removed in accordance with regulatory requirements to ensure the safety of workers, the public, and adjacent improvements. 8 The Contractor shall be responsible for evaluating site conditions, including soil classification, groundwater conditions, trench depth, and surcharge loads, and selecting appropriate protective systems accordingly. All trenching and excavation operations shall comply with applicable safety regulations, and the Contractor shall ensure that excavation areas are properly secured and protected from hazards throughout the duration of the work. Asbestos Cement Pipe Existing utility infrastructure may include Asbestos Cement Pipe (ACP). When ACP is encountered, the Contractor shall perform all handling, removal, and disposal activities in accordance with applicable environmental and safety regulations. Personnel performing this work shall possess all required training and certifications. Utility Damage Responsibility The Contractor shall be responsible for any damage to existing utilities, facilities, or improvements resulting utility markings are approximate and are provided for informational purposes only. The Contractor shall verify utility locations as necessary and shall exercise due care during excavation and construction activities. Any utilities, facilities, or improvements damaged by the Contractor shall be immediately reported to the City of the City and the utility owner. Site Cleanup and Restoration The Contractor shall maintain work areas in a clean, safe, and orderly condition at all times. Debris, excess materials, and waste generated during the Work shall be promptly removed and disposed of in accordance with applicable regulations. Upon completion of the Work, the Contractor shall remove all equipment, temporary facilities, and construction materials from the site and shall restore all disturbed surfaces, including pavement, sidewalks, landscaping, and other improvements, to equal or better condition to the satisfaction of the City. Stormwater Pollution Prevention The Contractor shall comply with all applicable National Pollutant Discharge Elimination System (NPDES) stormwater regulations and permit requirements during the performance of the Work. The Contractor shall implement and maintain appropriate Best Management Practices (BMPs) to prevent sediment, debris, construction materials, and other pollutants from entering the storm drain system or nearby waterways. BMPs may include, but are not limited to, inlet protection, sediment control devices, spill prevention measures, proper material storage, and erosion control practices. The Contractor shall regularly inspect and maintain BMPs throughout the duration of the Work and shall promptly address any deficiencies or releases to ensure compliance with all applicable stormwater quality requirements. IV. DISCIPLINE B ELECTRICAL MAINTENANCE AND REPAIR SERVICES A. Contractor Qualifications and Licensing Contractors proposing under this discipline must possess a valid California Class A (General Engineering) and/or Class C- 9 B. Scope of Services Under this discipline, the Contractor shall provide on-call electrical maintenance and repair services for municipal facilities and utility infrastructure, including wells, pump stations, lighting, and related infrastructure. Services may include troubleshooting, repair, replacement, installation, testing, and inspection of electrical systems and components, including panels, controls, wiring, conduits, lighting systems, motors, pumps, transmission systems, and associated equipment necessary to maintain safe and reliable operations. All electrical work shall comply with the National Electrical Code, California Electrical Code, Standard Specifications for Public Works Construction (latest edition), City standards and provisions, Caltrans Standard Specifications where applicable, and all Agencies Having Jurisdiction. V. PRE-PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Sean Sabo Management Analyst Department of Public Works 211 Eighth Street Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 The City will respond to all questions and requests for clarification received by April 13, 2026. VI. SCHEDULE The following dates reflect the anticipated schedule: Request for Proposal Solicitation 3/31/2026 Pre-Proposal Question Deadline 4/28/2026 Proposal Submittal Deadline 5/6/2026, 2:00p.m. Contractor Interviews (if conducted) May 2026 Contract Award by City Council June 2026 Notice to Proceed June 2026 VII. SUBMITTAL REQUIREMENTS Acceptance of Submittals Proposals are due by 2:00 PM on May 6, 2026 to the following. Postmarks will not be accepted. Sean Sabo Management Analyst Department of Public Works 211 Eighth Street 10 Seal Beach, CA 90740 ssabo@sealbeachca.gov (562) 431-2527 ext. 1431 Please submit one (1) unbound original, two (2) bound hard copies, and one (1) electronic copy of the Contractor (s). Proposals received after the date and time listed above will not be accepted or considered for this Project. Firms proposing to provide services in both disciplines (utilities and electrical) shall submit separate proposals for each discipline. Each proposal shall be complete and stand on its own, clearly identifying the applicable discipline. There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or proprietary will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected Contractor. All property rights, including publication rights of all reports produced by the selected Contractor in connection with services performed under this Agreement shall be vested in the City. Protest procedures and dispute resolution process shall follow 2 CFR Part 200.318(k), 23 CFR 172.5(c)(18). Information to be Submitted Maximum page limit: 35 pages per proposal. The following information shall be provided, at a minimum: Cover Letter Table of Contents Company Qualifications Local Staffing List Understanding/Approach References List of Subcontractors Sample Letter Proposal Cost Proposal Exceptions Business Entity Contract Signatories Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, clearly identify the discipline being applied for, this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. 11 Company Qualifications: Provide a summary of the Contractor experience. Local Staffing List: Provide an organizational chart showing the names, positions, responsibilities, and availability of the individual(s) that would be assigned to this Agreement, including sub-Contractors. Identify the individual(s) authorized to negotiate the contract on behalf of the and the Contractor manager. Understanding/Approach: Describe the Contractor Work requested in this RFP, any key issues that may need special attention. Describe how the Contractor will approach the scope of services and each task needed to complete the project. Any task assumptions and/or exclusions shall be clearly identified. References: Contractor should provide a minimum of five (5) references from public agencies the Contractor has performed work for within the last five (5) years. Information shall include, at a minimum: Agency name Scope of work and/or services provided, prime/sub-Contractor. Project outcome Construction value Dates Client project manager name, valid telephone number, and email List of Subcontractors: Contractor will be required to provide a list of subcontractors that it intends to use. each subcontractor, at a minimum. Subcontractor must comply with all applicable licensing requirements. Sample Letter Proposal: Contractor will be required to submit a sample letter proposal providing a template of how the Contractor intends to respond to each Work request. Fee & Cost Proposal: Contractors shall submit a separate Cost Proposal for each discipline for which they are proposing services. Contractors may submit proposals for one or both disciplines; however, each discipline shall include its own complete Cost Proposal and rate schedule submitted as part of a standalone proposal. Fee & Cost Proposal for Discipline X On-Call (Utilities or Electrical) Maintenance, Repair and Emergency Services identify the applicable discipline (Discipline A Utilities Maintenance and Repair Services and/or Discipline B Electrical Maintenance and Repair Services). The Cost Proposal shall include proposed labor classifications, hourly labor rates, and equipment rates, necessary to perform the services described in this Request for Proposals. Contractors may include additional labor classifications or equipment rates beyond those identified in Exhibit A if necessary to support the proposed services. Any additional classifications or rates shall be clearly identified in the submitted rate schedule. The Method of Payment of the Contract will be Time and Material. 12 Exceptions: The Contractor shall review this RFP and attached sample contract. Exceptions to any portion of not constitute City concurrence and acceptance. Exceptions may be negotiated with the top-ranked firm. Business Entity: Clearly indicate the registration number for the prime/sub-Contractor, and provide the Contractor and sub- information. Contract Signatories: Provide the two binding signatories for the firm, pursuant to California Corporation Code Section 313. VIII. FEE AND COST PROPOSAL In preparing the fee and cost proposal for this project, the Contractor shall take into consideration the following: 1. Compensation for services, and any optional tasks, provided will be on a time-and-materials. 2. Fee proposal and billing rates shall remain effective for the term of the Agreement. Any anticipated billing/rate adjustments shall be clearly identified in the Proposal and shall not be made more than once each calendar year. 3. -timing, billing rates for all classifications of staff likely to be involved shall be included with the fee proposal along with the mark-up rate for any non-labor expenses and sub-Contractors. Any anticipated fee adjustments shall be clearly noted. 4. If applicable and necessary, the City will negotiate the final fee with the top-ranked Contractor. IX. INTERVIEW Top ranked Contractor team(s) may be interviewed by the selection committee. Proposed key personnel from X. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. Since this solicitation is an RFP as opposed to a Bid, pricing alone will not constitute the entire selection criteria. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. 13 POTENTIAL EVALUATION CRITERIA 1. Completeness of Response (Pass/Fail) Responses to this RFP must be complete. Responses that do not include the proposal content requirements identified within this RFP and subsequent addenda and do not address each of the requested items will be considered incomplete, may be rated a Fail in the Evaluation Criteria, and may receive no further consideration. 2. Qualifications & Experience (35 points) a. Local Presence - respond in emergencies and effectively conduct the . b. Relevant experience, specific qualifications, and technical expertise of the Contractor and sub-Contractors to perform the work. c. Quality of references from at least five (5) agencies the Contractor currently or have previously consulted for in the past five (5) years. 3. Organization & Approach (35 points) a. requested Work. b. emergency and/or non-emergency Work. c. services without the compromise of quality, cost, and/or time. d. -perform the requested Work, or form a quality sub-contracting team. e. the nature of public sector work and its decision-making process. f. Maintenance Agreement. 4. Fee (30 points) a. Fee & Cost proposal b. Quality of sample letter proposal The City reserves the right to determine whether or not a proposal meets the specifications and requirements requirements. The City reserves the right to reject any and all proposals. The City reserves the right to put non-emergency and pre-planned projects out for formal bidding. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: interviews with the top candidates; conduct on- Contractors should be aware that award may be made without Contractor visits, interviews, or further discussion or negotiations. 14 XI. SPECIAL PROVISIONS (Applicable to All Disciplines Unless Otherwise Noted) PERSONNEL The Contractor shall furnish all labor necessary for the satisfactory performance of the Work described in this Agreement. All personnel assigned under this contract shall be properly trained, qualified, and experienced in performing the types of maintenance, repair, installation, inspection, and emergency response services required under this RFP. a. All employees shall adhere to professional standards of appearance and conduct while performing Work within the City. Personnel shall wear appropriate work attire and all personal protective equipment required by federal and state safety regulations. Clothing and gear shall be worn in accordance with applicable safety standards at all times. The City reserves the right to require removal and replacement of any employee whose conduct, workmanship, or performance is deemed unsatisfactory, unsafe, or inconsistent with the requirements of this Agreement. b. Typical Tasks Contractor personnel shall possess the necessary technical skills, certifications, and field experience to perform electrical, utility, and related maintenance and repair services as authorized under this Agreement. c. Licenses At the time of proposal submittal and throughout the term of the Agreement, the Contractor shall possess and maintain all licenses required to perform the Work, including: limited to: o - o - and, Class -for utility maintenance and repair services; and/or; o If selected, the Contractor shall maintain a valid City of Seal Beach business license for the duration of the Agreement. All personnel operating vehicles or specialized equipment shall possess valid and appropriate California driver licenses and certifications as required by law. d. Knowledge and Experience of the electrical and/or utilities maintenance and repair industries, as applicable to the assigned Work. Personnel shall have sufficient experience to perform services safely, efficiently, and in full compliance with applicable codes, standards, and regulations. 15 EQUIPMENT The Contractor shall furnish all equipment, tools, vehicles, materials, and incidentals necessary for the satisfactory performance of the Work. a. Vehicle and Equipment Maintenance All vehicles and equipment used in connection with this Agreement shall be maintained in safe, operable mechanical condition. Equipment shall comply with applicable safety regulations and shall be properly adjusted and maintained to ensure safe operation at all times. The City reserves the right to prohibit the use of equipment deemed unsafe, improperly maintained, or unsuitable for the Work. b. Storage of Equipment The Contractor shall be responsible for providing appropriate storage facilities for equipment and materials. Equipment shall not be stored within public rights-of-way or on City property without prior written authorization from the City. SUPERVISION The Contractor shall provide competent and continuous supervision of all Work performed under this Agreement. A designated foreman or authorized representative shall oversee daily operations, ensure quality workmanship, maintain schedules, and ensure compliance with all safety, licensing, and contract requirements. The designated supervisor shall: Be available during active Work operations; Serve as the primary point of contact for the City; Coordinate scheduling and respond to service requests or complaints; and Ensure that all Work is performed in accordance with the Contract Documents. Supervisory personnel shall have a minimum of five (5) years of relevant experience in electrical and/or utilities maintenance and repair, as applicable to the services being performed. Failure to provide adequate supervision may result in corrective action, withholding of payment, or termination in accordance with the Agreement. METHOD OF WORK The Contractor shall furnish all labor, supervision, materials, tools, equipment, transportation, traffic control, Work shall be completed in place, in a professional and workmanlike manner, and in accordance with the Contract Documents. The Contractor is solely responsible for means and methods of construction, maintenance, and repair operations, and shall perform all Work in a manner that ensures maximum safety to the public, City personnel, and Contractor staff. All Work shall comply with all applicable federal, state, and local laws, regulations, codes, standards, and manufacturer specifications, including but not limited to Cal-OSHA requirements, applicable Building Codes, the 16 City of Seal Beach Municipal Code, and any Agency Having Jurisdiction (AHJ). Failure to comply may result in suspension of Work, termination of the Agreement, or other remedies available to the City. The City reserves the right to stop Work, issue restraint or cease-and-desist orders, or require corrective action if unsafe practices, code violations, or contract noncompliance are observed. The Contractor shall maintain all work sites in a safe condition and shall protect the Work until final acceptance by the City. Any hazardous or unsafe condition encountered that is not caused by the Contractor shall be immediately reported to the City in writing. All debris, surplus materials, and waste shall be removed daily or as directed by the City and disposed of in accordance with applicable regulations. Upon completion, each site shall be left clean, safe, and in a presentable condition satisfactory to the City. TRAFFIC CONTROL The Contractor shall provide, install, and maintain all traffic control measures necessary to safely perform the Work and protect the public, workers, and adjacent properties. Traffic control shall be implemented in accordance with applicable City requirements and State standards, including the most current edition of the Work Area Traffic Control Handbook (WATCH Manual) and the California Manual on Uniform Traffic Control Devices (CA MUTCD), as applicable. Traffic control measures may include, but are not limited to, signage, cones, barricades, delineators, temporary lane closures, flaggers, and pedestrian accommodations. The Contractor shall be responsible for maintaining traffic control devices in proper working condition for the duration of the Work and for adjusting traffic control as necessary to address changing site conditions and ensure safe passage for vehicles, bicyclists, and pedestrians. Traffic control shall be implemented prior to commencement of Work and remain in place until completion and rates unless otherwise specified. Failure to properly implement traffic control measures shall constitute grounds for immediate suspension of Work. PROTECTION OF EXISTING FACILITIES AND PROPERTY The Contractor shall contact DigAlert and obtain all required utility markings prior to commencing any excavation activities. The Contractor shall coordinate with all applicable utility owners to identify the location of existing underground and aboveground facilities and shall verify utility locations as necessary to safely perform the Work. The Contractor shall take all necessary precautions to avoid damage to existing utilities, structures, and improvements. The Contractor shall also protect all public and private property not designated for removal or modification as part of the Work, including but not limited to utilities, streets, sidewalks, landscaping, irrigation systems, structures, and other improvement repaired or restored to the satisfaction of the City and the property owner at no additional cost to the City. 17 Nothing contained herein shall be construed as granting the Contractor exclusive use or occupancy of any public right-of-way, street, easement, or City property. The Contractor shall conduct operations in a manner that minimizes interference with public travel, City operations, and adjacent property access, and shall maintain safe access for residents, businesses, and emergency services at all times. COMMUNICATION AND EMERGENCY RESPONSE The Contractor shall provide the City with emergency contact information for at least two (2) qualified representatives authorized to respond to emergency conditions at any time during the term of the Agreement. During normal City business hours (7:30 A.M. to 5:30 P.M., Monday through Friday), the Contractor shall maintain personnel capable of directly responding to telephone and email inquiries. An answering service alone shall not satisfy this requirement. For emergency requests, the Contractor shall mobilize and arrive on site within three (3) hours of notification unless otherwise directed by the City. AUTHORIZATION OF WORK AND EMERGENCY RESPONSE All work performed under this Agreement shall be on a task-by-task basis and requires written authorization from the City prior to commencement, except in documented emergency situations. When requested by the City, the Contractor shall submit a written proposal describing the proposed scope of work, estimated labor hours, required materials and equipment, and anticipated schedule. The City reserves the right to review, negotiate, and approve the scope and pricing before issuing written authorization or a Notice to Proceed. The Contractor shall perform only the work authorized, and any work performed without City authorization shall be at the In situations where immediate action is necessary to protect public health, safety, or critical infrastructure, the City may authorize the Contractor to proceed with emergency work without a prior written task order. In such cases, the Contractor shall perform the work on a time-and-materials basis in accordance with the approved rate schedule and shall provide detailed documentation of labor, equipment, and materials used. All emergency work shall be executed safely, efficiently, and in compliance with applicable laws, codes, and regulations. This Agreement provides on-call services on an as-needed basis, and the City does not guarantee any minimum amount of work. The Contractor shall have no claim against the City for anticipated profits, overhead, mobilization, standby costs, or other damages PROGRESS OF WORK Time is of the essence. The Contractor shall prosecute the Work diligently and in an orderly manner and shall minimize service interruptions to the greatest extent feasible. Work at each location shall be completed prior to moving to another site unless otherwise approved by the City. Failure to make satisfactory progress may result in written notice to cure, withholding of payment, or termination. CHANGES AND EXTRA WORK The City reserves the right to modify, increase, decrease, or omit portions of the Work as deemed necessary. Such modifications shall not invalidate the Agreement. Extra Work shall not be performed without prior written authorization, except where immediate action is necessary to protect public health or safety. 18 If unit prices are not applicable, compensation for Extra Work shall be based on actual labor costs, verified material costs, and a markup not to exceed fifteen percent (15%), unless otherwise negotiated and approved in writing by the City. All time-and-materials work shall include a written not-to-exceed amount. INSPECTION AND ACCEPTANCE All Work is subject to inspection by the City. Acceptance shall occur only after the City determines that the Work complies fully with the Contract Documents. Acceptance of Work does not relieve the Contractor of responsibility for defective or nonconforming Work discovered within the applicable warranty or statutory period. RECORDS, INVOICING, AND PAYMENT Payment is subject to inspection and acceptance by the City. Contractors shall maintain detailed records of work performed, including dates, locations, quantities, and descriptions of services, and shall submit completed task documentation with each invoice. The Contractor shall maintain complete and accurate records of all Work performed, including location, description, labor hours, materials, equipment used, and dates of service. Signed Task Orders shall accompany each invoice. The Contractor shall retain all records for the duration of the Agreement and for three (3) years following its termination. If deficiencies are identified, the Contractor shall correct them within twenty-four (24) hours of written notice unless otherwise directed by the City. Failure to correct deficiencies may result in withholding of payment, back charges, or other remedies available under the Agreement. INSURANCE AND LICENSING Prior to commencement of any work, the Contractor shall provide proof of insurance coverage in the types and insurance. The Contractor shall maintain all required contractor licenses in good standing and shall obtain and maintain a valid City business license for the duration of the Agreement. XII. GENERAL CONDITIONS A. Signature The Proposal shall be signed by an individual authorized to bind the Contractor. B. Other Considerations: The City shall not be liable for any pre-contractual expenses incurred by any firm considering submitting a proposal in response to this RFP. 19 The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any firm responding to this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to obtain a business license and pay a business license tax. For more information, go to www.sealbeachca.gov. D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The Contractor shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Agreement to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising compliance with or failure to comply with applicable laws, including all applicable federal and state labor requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Contractor agrees that all public work (as defined in California Labor Code section (1720) performed Labor Code sections 1770 et seq. City makes no representation or statement that the project or any In all bid specifications, contracts and subcontracts for any such Public Work, Contractor shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or Contractor to pay not less than the said prevailing rate of wages to all workers employed by the contractor in the execution of this contract. The Contractor expressly agrees to comply with the penalty provisions of California Labor Code E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the Contractor and each subcontractor, if any, in the bid proposal. 20 EXHIBIT A FEE & COST PROPOSALS 21 FEE & COST PROPOSAL FOR DISCIPLINE A ON-CALL UTILITIES MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/material rates may be added as a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) EQUIPMENT NO. DESCRIPTION UNIT OF MEASURE UNIT PRICE DESCRIPTION E1 Pick-Up Truck HOUR $ E2 Crew Truck HOUR $ E3 Flatbed Truck HOUR $ E4 Bed Trailer HOUR $ E5 Bobcat HOUR $ E6 Small Excavator HOUR $ E7 Medium Excavator HOUR $ 22 E8 Large Excavator HOUR $ E9 Backhoe HOUR $ E10 Dump Truck/Super 10 HOUR $ E11 Truck and Pup HOUR $ E12 Water Truck HOUR $ E13 Vactor Truck HOUR $ E14 Sweeper HOUR $ E15 Wheel Loader HOUR $ E16 Skip Loader HOUR $ E17 Air Compressor w/Jack Hammer HOUR $ E18 Hydraulic Breaker HOUR $ E19 Asphalt Paver HOUR $ E20 Concrete Mixer HOUR $ E21 Concrete Saw HOUR $ E22 Compaction Wheel HOUR $ E23 Wacker HOUR $ 23 E24 Vibratory Compactor HOUR $ E25 Generator HOUR $ LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Superintendent $ $ $ L2 Project Manager $ $ $ L3 Foreman/Operator $ $ $ L4 Foreman/Laborer $ $ $ L5 Operator $ $ $ L6 Laborer $ $ $ L7 Welder $ $ $ L8 Teamster $ $ $ L9 Pipelayer $ $ $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 24 FEE & COST PROPOSAL FOR DISCIPLINE B ON-CALL ELECTRICAL MAINTENANCE, REPAIR AND EMERGENCY SERVICES (additional labor/equipment/material rates may be added/clarified with a separate attachment) MOBILIZATION COST (Normal Working Hours) /TASK ORDER MOBILIZATION COST (Non-Working Hours) /TASK ORDER MINIMUM CALL OUT (in dollars or hours, if applicable) LABOR NO. DESCRIPTION STANDARD OVERTIME DOUBLE TIME L1 Electrician $ $ $ L2 Journeyman $ $ $ L3 Helper/Apprentice (non-Journeyman) $ $ $ L4 L5 L6 L7 25 EQUIPMENT NO. DESCRIPTION UNIT PRICE E1 Truck $ E2 Trailer $ E3 Power Generator $ E4 Forklift $ E5 $ ADJUSTMENTS Provide any anticipated rate/cost adjustments as a separate attachment, if necessary. 26 EXHIBIT B SAMPLE CONTRACT MAINTENANCE SERVICES AGREEMENT for On-Call (Utilities or Electrical) Maintenance and Repair Services between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & <Contractor Name> <Address> <City, State, Zip Code> <Phone Number> This Maintenance Services <DATE> (the <CONTRACTOR LEGAL NAME> Contractor <TYPE OF LEGAL ENTITY AND STATE OF FORMATION (e.g., a California corporation, partnership, limited liability company, sole proprietorship, etc.)> and 2 of 19 RECITALS A. City desires certain on-call emergency and unexpected task (utilities or electrical) maintenance and repair services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals on <DATE>, titled -Call Utilities and Electrical Maintenance, Repair and Emergency Contractor submitted a proposal dated <DATE> in response to the RFP. C. Contractor represents that the principal members of its firm are qualified California licensed contractors <License #XXXXX, DIR XXXXXXX> and are fully qualified to perform the services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Contractor as an independent contractor and Contractor desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Strictly on an on-call basis, Contractor shall provide those (utilities or electrical) maintenance and related repair in the Request for Proposals attached hereto as Exhibit A Proposal attached hereto as Exhibit B, and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A, Exhibit B, and this Agreement, this Agreement shall control. Given the on-call nature of this Agreement, Contractor acknowledges that there is no guarantee that City shall request any Services hereunder. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake 3 of 19 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 and professional manner, and Contractor and Contractor Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.5. 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 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of three (3) years expire at midnight on <DATE>, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up two additional terms one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from <DATE> through and including <DATE>, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from <DATE> through and including <DATE>, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and 3.0 Contractor 3.1. In consideration the Services set forth in Exhibit A, City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for the Services but in no event will the City pay more than the total not-to-exceed amount of $_____ (____ dollars and 00/100) <TOTAL CONTRACT AMOUNT> for the <Original> Term. 3.2 Payment for any additional work authorized by the City pursuant to Section 1.5 will be compensated in accordance with the fee schedule set forth in 4 of 19 Exhibit B, and shall not exceed the cumulative amount established by the City Council at the time of award for the <Original> Term. 3.3. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, i performance of the Services set forth in Exhibit A City will pay Contractor in accordance with the hourly rates shown on the fee schedule set forth in Exhibit B for Services but in no event will the City pay more than the total not-to-exceed amount of $____________ (_______ dollars) <MAXIMUM DOLLAR AMOUNT PAYABLE FOR EACH EXTENDED TERM> for each extension. Payment for any additional work authorized by City pursuant to Section 1.5 for each extension will be compensated in accordance with the fee schedule set forth in Exhibit B and shall not exceed the cumulative amount established by City at the time of award. 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. Upon 24-hour notice from City, Contractor agents or representatives to inspect at Contractor business hours all records, invoices, time cards, cost control sheets and other records maintained by Contractor under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 5 of 19 6.1. Agreement. 6.2. <NAME> is the Contractor's primary representative for purposes of this Agreement. <NAME> shall be responsible during the term 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, California 90740 Attn: City Manager To Contractor: <Contractor> <Address> City, State, Zip Code> Attn: <Contractor Representative> 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 shall obtain and maintain during the Agreement term all necessary licenses, 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 personnel under Contractor supervision. Contractor will determine the means, methods, and details by which Contractor employees and other personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work 6 of 19 performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Contractor 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 not supervise any of employees supervise Contractor personnel. Contractor badge, identification number, or other information identifying such individual as an employee of City; and Contractor -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 require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Contractor review plans on file at City, pick up or deliver any work product related to Contractor 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 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 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 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 indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all 7 of 19 liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor . 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 failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Contractor 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 , commencing at Government Code § 20000, as amended by the Public 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. 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 officials, officers, employees, servants, designated volunteers, and 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 ny provisions of this Section 10.0. This duty of indemnification is in addition to Contractor harmless as set forth in any other provision of this Agreement. Contractor indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Contractor covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information & developed or 8 of 19 received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Contractor, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court Contractor gives City notice of such court order or subpoena. 11.2. Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within 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 or mean the right by City to control, direct or rewrite the response. 11.3. Contractor s under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Documents and Work Product 12.1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Data & Documents Data & Documents 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. Contractor shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 12.2. Contractor hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one. 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 Written 9 of 19 Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a Data & Documents is violating 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 Data & Documents produced under this Agreement. In the event the use of any of the Written Products 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 Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents 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 Data & Documents 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 delegate any of its duties under this Agreement, either in whole or in part, without Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this assignment 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. 10 of 19 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 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. 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, personal injury and property damage; and if Commercial General Liability Insurance or 11 of 19 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. Insurance in the amount required 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, designated volunteers and those City agents acting 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, 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 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 Coverage. 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 30 days prior 12 of 19 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, 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 officials, officers, employees, agents, designated volunteers designated volunteers and 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 officials, officers, employees, agents. designated volunteers designated volunteers and 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, 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, 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 required by this and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Contractor hereby waives all rights of subrogation against City. 17.10. 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 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 expense, the premium thereon. Contractor shall promptly reimburse 13 of 19 City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor. 17.11. 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 under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on 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 weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor full performance of Contractor o indemnify City under Section 18.0. 17.13. Broader Coverage/Higher Limits. 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. 17.14. Subcontractor Insurance Requirements. 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. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Contractor . 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, agents, employees, designated volunteers, successors, assigns and those City agents serving as in this Section 18.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses or injury of any nature whatsoever, in 14 of 19 law or equity, to persons or property, including bodily injury, death, personal injury, property damage, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the Liabilities 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, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this 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 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 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 subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor the legal liability thereof) in the performance of this Agreement, including the 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. 18.3. Not Limiting. Contractor indemnification obligations under this Section, or any other provision of this mpensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials. 15 of 19 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 or Liabilities asserted against City or any of the other Indemnitees. 18.5. Survival of Terms. Contractor indemnifications and obligations under this Section 18.0 shall survive the expiration or termination of this Agreement. 19.0 Non-Discrimination 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, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Contractor will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor 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 -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 To the extent that this Agreement calls for services that, in whole or in part, Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 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 16 of 19 agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Governing Law 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. 25.0 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. 26.0 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. 27.0 Prohibited Interests; Conflict of Interest 27.1. 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 17 of 19 Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 27.2. 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. 27.3. 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. 28.0 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 ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of 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. 29.0 Corrections In addition to the indemnification obligations set forth above, Contractor shall review of Contractor 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 18 of 19 retention amount held by City or may withhold payment otherwise owed Contractor under this Agreement up to the amount of the cost of correction. 30.0 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 Services beyond the current fiscal year, this Agreement shall cover payment for Contractor 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. 31.0 Mutual Cooperation 31.1. . City shall provide Contractor with all pertinent Data, documents and other requested information as is reasonably available for Contractor 31.2. Contractor . In the event any claim or action is brought against City relating to Contractor under this Agreement, Contractor shall render any reasonable assistance that City requires. 32.0 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. 33.0 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 therewith. 34.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 35.0 Corporate Authority 19 of 19 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. 20 of 20 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: _________________________ Patrick Gallegos, City Manager Attest: By: _________________________ Gloria D. Harper, City Clerk Approved as to Form: By: _________________________ Nicholas Ghirelli, City Attorney CONTRACTOR: <Contractor>, a <INSERT TYPE OF ENTITY (e.g., a California corporation> By: __________________________ Name: __ Its: By: __________________________ Name: ___ Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the 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.) EXHIBIT A Request for Proposals for On-Call (Utilities or Electrical) Maintenance and Repair Services EXHIBIT B s Proposal EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by 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 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 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: compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before 12. For every subcontractor who will perform work on the project, Contractor shall be 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 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 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 duties of Contractor under this Section shall survive the termination of the Agreement. EXHIBIT B Contractor’s Proposal 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 1 of 9 On-Call Electrical Maintenance, Repair and Emergency Services (Discipline B) City of Seal Beach Department of Public Works Attn: Sean Sabo, Management Analyst 211 Eighth Street Seal Beach, CA 90740 Re: Proposal for On-Call Electrical Maintenance, Repair and Emergency Services Dear Evaluation Committee, Baker Electric submits this proposal to provide On-Call Electrical Maintenance, Repair and Emergency Services (Discipline B) to the City of Seal Beach. Baker Electric is a Southern California–based electrical contractor with extensive experience supporting municipal and public-agency clients through on-call and as-needed service agreements. Our service organization is structured specifically to support emergency response, routine maintenance, and corrective electrical work in active public facilities. Baker Electric maintains a dedicated electrical service division designed to support on-call municipal work. This structure allows the City’s service requests to be responded to promptly using qualified field personnel, established dispatch and escalation procedures, and direct supervisory oversight. We understand the importance of rapid mobilization, clear communication, and coordination with City staff to minimize disruptions to municipal operations and infrastructure. Our team routinely performs electrical troubleshooting, repairs, panel and breaker work, lighting system maintenance, conduit modifications, and other infrastructure support required in public environments. Services are primarily self-performed by Baker Electric’s trained, certified union electricians and field supervisors, ensuring prevailing wage compliance, consistent workmanship, and adherence to applicable safety and code requirements, including NFPA 70E, OSHA, and Cal/OSHA standards. Baker Electric is licensed in the State of California and maintains a Class A General Engineering Contractor license and a Class C-10 Electrical Contractor license, both of which satisfy the City’s licensing requirements as clarified by Addendum No. 1 to the RFP. Baker Electric is registered with the Department of Industrial Relations and is experienced in complying with public-sector labor, documentation, and authorization requirements associated with on-call service agreements. Baker Electric appreciates the opportunity to be considered as the City of Seal Beach’s on-call electrical services provider. We are committed to delivering responsive, safe, and reliable electrical support and to working collaboratively with City staff throughout the term of the Agreement. Sincerely, Baker Electric Ben Skinner Service Operations Manager 858-200-5942 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 2 of 9 Contents Section 1 – Company Qualifications .............................................................................................................. 3 1.1 Firm Overview and Background .......................................................................................................... 3 1.2 Relevant Municipal, On‑Call, and Discipline‑Specific Experience ...................................................... 3 1.3 Licensing, Certifications, and Regulatory Compliance ........................................................................ 4 1.4 Safety Program and Public-Agency Readiness .................................................................................. 4 Section 2 – Local Staffing List ....................................................................................................................... 5 2.1 Staffing Structure and Service Capacity .............................................................................................. 5 2.2 Key Personnel and Roles .................................................................................................................... 5 2.3 Organization Chart ........................................................................................................................... 6 Section 3 – Understanding & Approach ......................................................................................................... 6 3.1 On-Call Service Approach ................................................................................................................... 6 3.2 Troubleshooting, Repair, and Service Execution Methodology .......................................................... 7 3.3 Emergency Response and Service Continuity .................................................................................... 7 Section 4 – References ................................................................................................................................. 7 4.1 Reference 1 – City of Corona .............................................................................................................. 8 4.2 Reference 2 – City of Escondido ......................................................................................................... 8 4.3 Reference 3 – City of Oceanside (Water & Sewer Department) ......................................................... 8 4.4 Reference 4 – City of Torrance ........................................................................................................... 8 4.5 Reference 5 – East Valley Water District ............................................................................................ 8 Section 5 – Subcontractors............................................................................................................................ 8 Section 7 – Cost & Fee Proposal ................................................................................................................... 9 Section 8 -- Sample Letter Proposal ……………………………………………………………………………..10 Section 9 -- Business Entity ……………………………………………………………………………………….15 9.1 DIR Registration ……………………………………………………………………………………………16 9.2 License Information ………………………………………………………………………………………...17 Section 10 -- Insurance …………………………………………………………………………………………….19 Section 10 -- Contract Signatories ………………………………………………………………………………..20 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 3 of 9 Section 1 – Company Qualifications 1.1 Firm Overview and Background Baker Electric is a Southern California–based contractor with extensive experience supporting municipal agencies and public‑sector clients through on‑call, as‑needed, and task‑order service agreements. This experience includes performing maintenance, repair, and emergency services for public facilities and infrastructure that require reliable response, controlled execution, and strict compliance with applicable regulations and safety standards. A dedicated service organization supports municipal on‑call work and is structured separately from large construction project delivery. This service structure is designed to address recurring maintenance needs, unplanned service requests, and emergency conditions across multiple facilities. Service operations are supported by experienced service management, field supervision, and skilled craft personnel capable of responding efficiently to both emergency and non‑emergency service requests. An established Southern California presence allows resources to be deployed efficiently to support City operations. Service teams routinely perform work in active and occupied environments where coordination with agency staff, protection of the public, and continuity of operations are critical. These conditions require disciplined planning, communication, and execution practices, which are embedded into day‑to‑day service delivery. Core capabilities include electrical and utility maintenance, troubleshooting, repair, and emergency response services performed under time‑and‑materials and task‑order contract frameworks. These services are supported by standardized service workflows, centralized coordination, and direct field oversight to ensure work is performed safely, efficiently, and in accordance with agency requirements. Through a service‑focused organizational structure, experienced personnel, and established public‑agency service practices, Baker Electric is positioned to support the City of Seal Beach with consistent, responsive, and compliant on‑call maintenance and emergency services throughout the term of the Agreement. 1.2 Relevant Municipal, On‑Call, and Discipline‑Specific Experience Baker Electric has extensive experience providing on‑call, as‑needed, and task‑order maintenance, repair, and emergency services for municipal agencies and public‑sector clients throughout Southern California, including the City of Long Beach, the City of Corona, Orange County, the County of San Diego, and the Inland Empire Utilities Agency (IEUA). This work is performed under service agreements that require rapid response, consistent staffing availability, and disciplined coordination within active and operational public facilities and utility systems. On‑call services have included corrective maintenance, system troubleshooting, emergency outage response, planned repairs, and targeted infrastructure upgrades across a wide range of facility and asset types. Many service requests require controlled outages, coordination with agency and operations staff, and execution within occupied or public‑facing environments. These conditions demand a service approach that emphasizes safety, reliability, clear communication, and accountability—principles that are consistently applied across Baker Electric’s municipal service operations. Representative on‑call work includes support for both electrical and utility infrastructure, such as troubleshooting and fault isolation, breaker and panel repairs, lighting system maintenance and upgrades, conduit and raceway modifications, pump station and vault support, valve and pipeline repairs, and coordination of temporary measures necessary to maintain continuity of operations during outages or corrective maintenance. Emergency response often requires mobilizing qualified field personnel to address 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 4 of 9 unplanned service interruptions, equipment failures, or hazardous conditions while maintaining accurate documentation and real‑time communication with agency representatives. Service work is frequently performed within public rights‑of‑way, treatment facilities, and other regulated environments that require traffic control, environmental compliance, and coordination with inspectors and operations staff. Planning and execution emphasize protection of existing facilities, public and worker safety, continuity of operations, and restoration of affected areas upon completion. Experience supporting multiple concurrent service requests across geographically dispersed facilities has reinforced the importance of centralized coordination, disciplined prioritization, and flexible field staffing. These capabilities allow emergency and routine service needs to be addressed promptly while maintaining continuity of operations, documentation accuracy, and compliance with public‑sector procedures. Across this range of municipal and utility clients, Baker Electric’s on‑call experience aligns closely with the City of Seal Beach’s service model, response expectations, and operational requirements for maintenance, repair, and emergency services performed under an as‑needed contract framework. 1.3 Licensing, Certifications, and Regulatory Compliance Baker Electric maintains all contractor licenses required to perform the services described in this proposal and will maintain licensure in good standing for the duration of the Agreement. Licensing held is aligned with the City’s requirements for both utilities and electrical maintenance, repair, and emergency services, consistent with the licensing clarification issued under Addendum No. 1 to the Request for Proposals. Baker Electric is registered with the California Department of Industrial Relations (DIR) and complies with all applicable public‑works labor requirements, including prevailing wage, certified payroll reporting, and apprenticeship obligations. Labor classifications and wage rates are administered in accordance with California Labor Code requirements and applicable regulations governing municipal and special‑district work. All services are performed in compliance with applicable federal, state, and local laws, codes, and standards. Electrical and utility work is executed in accordance with the National Electrical Code, California Electrical Code, NFPA 70E, Cal/OSHA regulations, applicable environmental requirements, and manufacturer recommendations, as appropriate to the scope of work. Regulatory compliance is integrated into service planning and field execution to ensure work is performed safely and consistently across all service activities. Baker Electric is experienced in operating within public‑sector administrative and authorization frameworks, including coordination with agency representatives, adherence to approved scopes of work, and compliance with documentation and inspection requirements. This regulatory experience supports accurate execution, clear accountability, and consistent compliance across routine maintenance, planned work, and emergency response services. 1.4 Safety Program and Public-Agency Readiness Safety is integrated into all on‑call maintenance, repair, and emergency service activities and is treated as a core qualification when performing work for municipal and public‑sector clients. Work is routinely performed in active facilities, public rights‑of‑way, and operational utility environments where protection of City personnel, the public, and existing infrastructure is critical. Service personnel are trained to recognize hazards, establish safe work conditions, and apply appropriate controls prior to commencing work. This includes evaluation of site conditions, coordination with agency and operations staff, and implementation of requirements associated with energized systems, confined spaces, traffic control, and environmental compliance, as applicable to the scope of work. Safety 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 5 of 9 considerations are addressed before, during, and after service execution to ensure consistent application across routine maintenance and emergency response activities. Field supervision provides ongoing oversight to reinforce safety expectations and verify compliance with applicable codes, standards, and regulations. Supervisory presence ensures that work is executed in accordance with established safety practices and that evolving site conditions are addressed promptly. This structure supports consistent performance across multiple concurrent service requests and geographically dispersed facilities. Experience working within public‑agency environments has also reinforced the importance of administrative readiness, clear authorization, and disciplined communication. Service activities are coordinated with designated agency representatives, performed only within approved scopes, and documented in accordance with public‑sector procedures. This readiness supports accountability, transparency, and regulatory compliance across all on‑call service work. Through a combination of trained personnel, active supervision, and familiarity with public‑agency operating environments, Baker Electric is prepared to perform maintenance, repair, and emergency services safely and reliably while supporting the City’s operational and compliance requirements. Section 2 – Local Staffing List 2.1 Staffing Structure and Service Capacity Baker Electric maintains a staffing structure specifically designed to support on‑call and as‑needed maintenance, repair, and emergency services for municipal and public‑sector clients. Service operations are supported by a dedicated workforce focused on service delivery rather than construction project execution, allowing routine maintenance, corrective work, and emergency response to be addressed efficiently and consistently. Service personnel are supported by service management and field supervision responsible for coordinating work activities, enforcing safety and quality requirements, and maintaining communication with agency representatives. This structure allows service requests to be executed promptly while ensuring consistency across multiple facilities and service locations. Staffing capacity is structured to support multiple concurrent service requests without compromising response times or service quality. Personnel and equipment resources are allocated based on service demand, urgency, and site conditions, allowing coverage to be maintained during routine operations, emergency events, and periods of increased workload. 2.2 Key Personnel and Roles On‑call maintenance, repair, and emergency services are supported by Baker Electric’s Service Group, which is structured to provide clear accountability, centralized coordination, and direct field oversight for municipal clients. Roles within the Service Group are defined to support contract compliance, day‑to‑day service execution, and responsive field operations. Service Operations Manager The Service Operations Manager provides overall oversight of on‑call service agreements and is responsible for contract administration, performance oversight, and escalation of issues requiring management‑level resolution. This role ensures that staffing, supervision, and resources remain aligned with contractual requirements and City expectations throughout the term of the Agreement. Service Manager 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 6 of 9 The Service Manager serves as the City’s primary point of contact for day‑to‑day service coordination. Responsibilities include intake and coordination of service requests, development of scopes and proposals when required, scheduling and prioritization of work, and maintaining visibility over all active and completed service activities. The Service Manager coordinates closely with field leadership to ensure responsiveness, documentation accuracy, and continuity of operations across multiple service locations. Field Leadership (Superintendent / Area General Foreman / Foremen) Field leadership provides direct oversight of on‑site execution for on‑call services. Foremen and supervising personnel are responsible for work planning at the site level, enforcement of safety and quality requirements, coordination of personnel and equipment, and communication of field conditions back to the Service Manager. This structure ensures that work is executed safely, efficiently, and in accordance with approved scopes and public‑sector requirements. This Service Group structure establishes clear lines of authority and communication, allowing service requests to be addressed at the appropriate level while maintaining accountability, responsiveness, and consistent execution across multiple concurrent service activities. 2.3 Organization Chart Section 3 – Understanding & Approach 3.1 On-Call Service Approach The City’s on‑call maintenance, repair, and emergency services program requires a service model that supports rapid response, clear coordination, and disciplined execution across routine, planned, and emergency work activities. Services are performed on an as‑needed basis and vary in scope, urgency, and operational impact, requiring flexibility without sacrificing safety, documentation, or compliance. Service requests are received through designated City contacts and coordinated through the Service Group. Upon receipt, requests are evaluated to determine urgency, scope, and site conditions. Emergency 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 7 of 9 requests are prioritized for immediate response, while non‑emergency work is scheduled in coordination with City staff to align with operational requirements and minimize disruption to facilities and infrastructure. Authorized work is executed using appropriately qualified personnel, equipment, and field supervision commensurate with the scope and risk of the service request. Coordination is maintained throughout execution to address field conditions, confirm scope alignment, and support timely completion. Upon completion, service activities are documented and closed out in accordance with public‑sector procedures. 3.2 Troubleshooting, Repair, and Service Execution Methodology Maintenance, repair, and troubleshooting activities are performed using a disciplined, field‑tested approach appropriate for municipal facilities and utility infrastructure. Service personnel evaluate existing conditions, review available information, and establish safe work boundaries prior to initiating repairs or corrective actions. Troubleshooting focuses on efficient fault isolation and accurate identification of root causes to restore service safely and reliably. Repairs are performed in accordance with applicable codes, standards, and manufacturer requirements, with adjustments made as necessary to address site‑specific conditions or operational constraints. Where service conditions indicate broader deficiencies, equipment degradation, or scope beyond immediate repair, findings are communicated to City representatives to support informed decision‑making regarding next steps under the on‑call agreement. This approach supports responsive service delivery while maintaining transparency, accountability, and control of scope. 3.3 Emergency Response and Service Continuity Emergency service requests are addressed with priority to protect public safety, maintain continuity of operations, and mitigate further impact to City facilities and infrastructure. Baker Electric’s emergency response model is structured to eliminate delays between initial contact and field action by using a dedicated emergency response hotline that enables direct, real‑time handoff to field service technicians. Emergency calls are routed through Baker Electric’s 24/7 emergency response hotline and immediately connected to on‑call field personnel. This hot‑handoff structure allows qualified service technicians and field leaders to receive critical information directly, assess conditions in real time, and dispatch themselves to the site without intermediary steps or delayed escalation. This approach supports rapid mobilization, clear accountability, and informed decision‑making at the outset of the response. Upon arrival, responding field personnel evaluate conditions, implement immediate corrective or temporary measures as necessary, and coordinate with City representatives to stabilize the situation and restore service safely. If additional resources or follow‑up work are required, coordination is maintained through the Service Group to support continuity between emergency response, permanent repair, and documentation. Emergency and after‑hours service activities are fully integrated into standard service management and documentation processes to ensure visibility, accurate records, and consistent closeout. Communication is maintained throughout the response to provide status updates, document actions taken, and support any additional approvals required. This structure allows emergency conditions to be addressed efficiently while maintaining alignment with approved scopes, safety requirements, and public‑sector procedures.. Section 4 – References 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 8 of 9 4.1 Reference 1 – City of Corona • Prime / Subcontractor: Prime Contractor • Scope of Work: As-needed electrical maintenance, repair, and infrastructure support services within municipal water and wastewater facilities • Begin / End Dates: 2024 - Ongoing • Client Contact: Rodney Williams • Phone Number: (951) 830-1212 • Email Address: rodney.williams@coronaca.gov 4.2 Reference 2 – City of Escondido • Prime / Subcontractor: Prime Contractor • Scope of Work: As-needed electrical and conduit infrastructure support services performed within active municipal water treatment facilities • Begin / End Dates: 2/28-7/19/2024 • Client Contact: Jacob Telfer • Phone Number: (760) 802-2600 • Email Address: jtelfer@escondido.org 4.3 Reference 3 – City of Oceanside (Water & Sewer Department) • Prime / Subcontractor: Prime Contractor • Scope of Work: As-needed electrical preventive maintenance, high-voltage support, and emergency response services for municipal water and sewer infrastructure • Begin / End Dates: 5/10 - 12/27/2023 • Client Contact: Al Ramirez • Phone Number: (760) 801-0068 • Email Address: aramirez@oceansideca.org 4.4 Reference 4 – City of Torrance • Prime / Subcontractor: Prime Contractor • Scope of Work: As-needed electrical system modifications and emergency power support for municipal transportation and public facilities • Begin / End Dates: 2025 - Ongoing • Client Contact: George Beischl • Phone Number: (310) 781-6951 • Email Address: gbeischl@torranceca.gov 4.5 Reference 5 – East Valley Water District • Prime / Subcontractor: Prime Contractor • Scope of Work: As-needed electrical maintenance, emergency power system support, and infrastructure services for district-owned water facilities • Begin / End Dates: 6/1/2022 – 12/1/2023 • Client Contact: Nathan Carlson • Phone Number: (909) 888-8986 • Email Address: ncarlson@eastvalley.org Section 5 – Subcontractors Baker Electric anticipates performing the majority of work under this Agreement using its in-house, union electrical workforce. This self-performance model provides direct control over safety, quality, scheduling, and coordination for routine maintenance, corrective work, and emergency response services. 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax Page 9 of 9 Subcontractors may be utilized on a limited, as-needed basis when specialized expertise, testing, or manufacturer-specific services are required and fall outside Baker Electric’s core electrical scope. Any subcontracted services will be engaged only with City authorization and will be managed directly by Baker Electric to ensure compliance with applicable safety, labor, documentation, and performance requirements. At this time, no subcontractors are proposed as standing team members for this Agreement. Subcontractors, if required, will be identified and submitted for approval on a case-by-case basis in accordance with the Agreement and City procedures. Baker Electric will remain fully responsible for the coordination, oversight, and performance of all subcontracted work. Section 7 – Cost & Fee Proposal $ / Task OrderMobilization Cost Normal Working Hours-$ Mobilization Cost Non-Working Hours-$ Minimum Call out 2 hoursNo.DescriptionStandardOvertimeDouble TimeL1Electrician165.00$ 225.00$ 285.00$ L2Journeyman150.00$ 205.00$ 260.00$ L3Helper/Apprentice110.00$ 155.00$ 205.00$ L4Medium Voltage Electrician175.00$ 245.00$ 310.00$ No.DescriptionUnitE1Truckper HourE2Trailer (14')per DayE3Power GeneratorNAE4ForkliftNAAdditional RatesMarkup %Subcontractor (Example: NETA, Engineering, Civil)15%Materials15%Rentals15%Standard15.00$ 65.00$ Cost + 15%Cost + 15%Discipline BLaborEquipment Base Bid $XX,XXX.00         Baker Electric & Renewables LLC 1298 Pacific Oaks Place Escondido, CA 92029 760.745.2001 Tel 760.745.3610 Fax LIC #161756 D C10 C46 / DIR #1000000466     May 4, 2026  Quote Number: QXXXXXXX     Location Name Address   Attention: Name   Re: Quote Title   NAME, Thank you for this opportunity to bid on this scope of work, and we look forward to working with you.     We propose to furnish labor, materials and equipment to perform the electrical work on the above referenced project for the amount shown below. This proposal is based on the scope of work shown on the drawings, specifications and the following clarifications/exclusions listed below. This proposal is contingent upon contract terms and conditions being acceptable to Baker Electric.     Electrical Sheets: List All Electrical)     Specification Sections: List All Electrical)     Addendums Acknowledged: List All)     Scope Line Item   Line Item Description         Clarifications: Due to many well-known supply chain disruptions, lead times for delivery of equipment, fixtures and materials are now longer than ever with little success in expediting high priority projects. While Baker Electric is and will be making every effort to mitigate schedule impacts resulting from such there may be conditions beyond our control. Due to current volatility in the commodities market, materials such as Copper, Steel, and PVC can only be held for 30 days. Please note that the pricing provided does not account for any future price escalations resulting from new or increased tariffs imposed by any government, local or foreign.  This bid is based on the use of approved industry standard materials and methods. This bid assumes that we will have access to the work during normal business hours. Proposal is based upon a concurrent construction schedule with no delays. Baker Electricʼs bond rate is not included in the above pricing. Standard lead-times apply; no expediting of manufacturing or delivery has been included in this proposal. This bid assumes that the Utility scope is as shown on sheet Electrical plans.  We have requested the utility companyʼs approved plans, and they were not available to coordinate these drawings.  If any changes are needed per the documents once they are available, the cost impacts will need to be reviewed before moving forward. This bid assumes that the space will be sprinkler monitored only, and that no fire alarm system or devices will be needed for this class of occupancy and size space. This bid assumes that the sinks, toilets and urinals are manual on and off, and that there is no power provided for the auto flush and on/off valves. Pricing is based on lay-down for tools, equipment and material being in the immediate area. This bid assumes that there is sufficient parking for our crew. This bid assumes that others will supply the Mobile Containment Units for us to access the area above the t-grid ceiling to install our work in the areas outside of the GCʼs infectious control. This bid assumes that other will do the ICRA and ACWP needed for access to the work areas outside of the GCʼs infectious control area. This bid is based on Baker doing all the testing, and no 3rd party testing is included. This bid is based on the use of MC Cable for all homeruns and feeders.  Our cable install will be neat, and assumed that others will paint to match ceiling space. Pricing is based on Baker having control of means and methods as it relates to the performance of the work. Pricing is based on providing safe-off only for electrical devices and equipment to be removed under the demolition scope of work. Removal, salvage or storage of any equipment/materials is by others. Pricing is based on both existing SDG&E services being in good working order, we will review and provide an evaluation of existing to remain to GC for owner and SDG&E. Ring and string will be provided for all low voltage systems (we will provide a conduit stub ups into accessible ceilings in hard lid areas as needed). Pricing is based on the fixtures being able to be delivered into the areas where they will be installed.   This bid assumes that due to this projectʼs size that BIM modeling and detailing is minimal for the electrical scope.  The electrical project manager will attend meetings and supply submittals as needed for the BIM MEP coordination efforts done by others (adder can be requested if needed). It is presumed that the existing electrical service/equipment can accept any/all of the added electrical equipment/demand, and that all existing equipment is in good working conditions to accept the alterations per the above scope of work. Baker is a Union Contractor - Prevailing Wages included with this proposal. This bid assumes that we may utilize the existing materials (conduits, wire and racks) for the temporary/permanent power feeds after a more in-depth review and upon implementation of this scope of work.  This bid assumes that sufficient access to the work area, and the use of the loading dock and freight elevators will be provided to get the equipment in and out of the building and to the roof. This bid assumes that the building facilities personnel will put the critical building systems into bypass/test mode as needed for this scope of work, and handles any systems that may need to be addressed during this time. This bid assumes that the staff facilities will be available during this time to assist access to the site, and during the commissioning process. This bid includes a 1 year warranty on all work from Baker Electric.    Exclusions: Unforeseen conditions. Generator Fuel (except for testing required by contract). Air quality permit fees and compliance are excluded.  Local air quality authorities may require a health risk study or environmental quality assessment.  The cost for a health risk study is excluded. Additional equipment required as a result of the Air Quality Management District AQMD or APCD) permit application will be quoted separately.  These requirements are ever changing and vary based on jobsite location. Cost for engineering soil testing and dewatering operations. The cost for breaking and removing any rock or existing structures requiring mechanical pulverizing equipment to achieve required depth for placement of substructures.  This cost will be presented as a change order before the work is done.  Temp Power and Lighting Adder can be given at your request). Painting panel covers to match walls (we will supply the standard grey covers). Premium portion of overtime. Hazardous material survey or removal and disposal of any hazardous materials. All saw cutting, patch back, painting, barricades and fencing for all exterior hardscape/landscape (of all concrete or asphalt). Concrete pads and any formed/poured in place concrete.  Street lighting or Pedestrian Street lighting systems outside of plans noted above. Fixture/Ceiling support wire supply and install by others. Construction water. All mechanical controls (regardless of voltage) wiring and equipment. Supply and installation of all thermostats, twist timers, fire smoke dampers and duct detectors.  Design, supply, installation and testing of all low voltage systems including but not limited to fire alarm, CATV, CCTV, audiovisual, access control, intrusion detection and telephone/data cabling systems, this also includes equipment, devices and active equipment for these systems.  BIM, 3D modeling. Liquidated damages. Owner certified insurance programs.  Payment and performance bond. Field cutting, coring, patching, painting and coatings for all exterior surfaces. Cutting, coring, patching and painting for all interior surfaces.  Access panels. Job site security. Dumpster fees and removal/disposal of demolished debris. Added exit signs that are not shown and may be needed per code. Design and engineering fees. Ceiling tile removal, replacement, or repair. All lighting diffuser panels that are not a part of the light fixture.  Electrical Permits OSHPD. Spare materials (lamps, lenses, circuit breakers, etc.) not called out in specs or on plans. Re-supporting of all non-code compliant wiring or conduits not associated with scope noted above. City and regulatory permits and fees.  HVAC control wire and conduit (other than shown on the drawings noted above). Any work in asbestos or lead contaminated environments or work requiring containment areas and/or special containment clothing / protection suits. Infectious control barriers.  Seismic Bracing to existing conduits.  Seismic Engineering to existing conduits.  Supply and installation of any ceiling fans. All mechanical controls (regardless of voltage) wiring and equipment, this includes up down control for any overhead doors. Lightning protection, cellular repeaters or cellular signal boosting systems. Supply, installation and testing of any solar-voltaic systems or provisions for any solar-voltaic systems.  Supply, installation and testing of emergency phone system. Demolition (we will safe-off only). Telephone Backboard. CO2 system, conduit only. Garbage disposal by others.  We will provide power and switch only. Utility fees. Surveying, layout, and staking. Concrete pole bases precast or case in place. Pole or concrete bollards. Offsite spoils removal (spoils will be stockpiled on site next to trenches). Traffic control, including permits and fees.  All costs associated with the permitting, designing or implementing the SWPPP including fines and penalties. Electrical connection to items FBO unless shown on the electrical drawings. Permits for site lighting. Noise permits. Street improvements such as traffic signals, streetlights or site lighting. No power to VAV or VAT is provided (assuming a low-voltage control system by others). Supply, installation, testing and commissioning of any variable frequency drives. Working in energized electrical gear, or on energized electrical devices. Commissioning. Sealing of exterior roof and wall penetrations, which is further defined to exclude all flashings, waterproofing, roofing, acoustical sealants, removal and replacement of roof walk pads and any incidental work associated with the sealing of exterior roof and wall penetrations. Any structural or drywall work needed for backing to install the new electrical scope.  Crane picks, crane rentals.  Low Voltage Systems i.e. Fire Alarm, Nurse Call, Public Address, Intercom, Tele/Data, Security, Card Access, CCTV, Audio/Visual, DDC Controls Any work other than what is specifically noted above. Services Terms and Conditions: https://www.baker-electric.com/service-terms-sale     Please call me on my cell if there are any questions regarding this proposal.  This quotation is valid for 30) days from the date of proposal, and any modifications or amendments to this document must be in writing.   Sincerely,   Ben Skinner Project Manager/Estimator Phone 760 7452001 Option: 4 Fax: 760 7450321 Cell 858 2005942     CLIENT ACCEPTANCE SIGNATURE _________________________________________________                                                                                                  CLIENT PRINTED NAME _________________________________________________________                                                  DATE OF ACCEPTANCE (mm/dd/yyyy): _______________________________________________ The signer is authorized to sign, and enter contracts on behalf of the buyer, and bind the buyer. The buyerʼs signature constitutes the buyerʼs acceptance of terms in the following link:   Terms & Conditions: https://www.baker-electric.com/service-terms-sale    Solar Inquiries: https://utilityapi.com/authorize/baker-electric                                                        Secretary of State Certificate of Status I, SHIRLEY N. WEBER, PH.D., California Secretary of State, hereby certify: The above referenced entity is active on the Secretary of State's records and is authorized to exercise all its powers, rights and privileges in California. This certificate relates to the status of the entity on the Secretary of State ’s records as of the date of this certificate and does not reflect documents that are pending review or other events that may impact status. No information is available from this office regarding the financial condition, status of licenses, if any, business activities or practices of the entity. Active Entity Name: Entity No.: Registration Date: Entity Type: 0305677 07/01/1955 Limited Liability Company - CA Status: Formed In:CALIFORNIA BAKER ELECTRIC & RENEWABLES LLC IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of February 23, 2024. SHIRLEY N. WEBER, PH.D. Secretary of State Certificate No.: To verify the issuance of this Certificate, use the Certificate No. above with the Secretary of State Certification Verification Search available at biz fileOnline.sos.ca.gov. 184977538 Contractor Information Legal Entity Name BAKER ELECTRIC & RENEWABLES LLC Legal Entity Type LLC Status Active Registration Number 1000000466 Registration effective date 07/01/24 Registration expiration date 06/30/26 Mailing Address 1298 PACIFIC OAKS PL ACE  ESCONDIDO 92029 CA … Physical Address 1298 PACIFIC OAKS PL ACE  ESCONDIDO 92029 CA … Email Address accounting@baker-electric.com Trade Name/DBA License Number (s) CSLB:161756 Registration History Effective Date   Expiration Date 05/08/18 06/30/19 05/11/17 06/30/18 05/12/16 06/30/17 06/05/15 06/30/16 07/18/14 06/30/15 07/01/19 06/30/22 07/01/24 06/30/26 07/01/22 06/30/24 Legal Entity Information Corporation Entity Number :0305677 Member name(s): Member Legal Name:Procal Member Legal Entity Type:Corporation Agent for service: Agent of Ser vice Name:Traci Couvillion Agent of Ser vice Mailing Address:1298 Pacific Oaks Place   Escondido 9202 Worker's Compensation Do you lease employees through Professional Employer Organization (PEO)?:No Please provide your current worker's compensation insurance information below: PEO Information PEO Name PEO Phone PEO Email Insured by Carrier Policy Holder Name:BAKER ELE 01 Construction 13 SI 10 USS 11 T.I. 09 Comm Solar 16 MCES 03 Controls05 Special Projects14 Service17 Build OPs 15 Transportation 12 LA$5MM+ Ted Ted Ted Ted Ted Ted Ted Ted Ted Tedup to $5MM Brian B Scott W Brian B Scott W Scott W Scott W Scott W Scott W Scott W Brian B$500k-$1MM Brian B Mike K Brian B Nick J Harold Harold C Harold C Harold C Scott W Chris O$100K-$500k Brian B Mike K Brian B Nick J Harold Matt N Philip B Philip B Scott W Chris O<100k Brian B Mike K Brian B Nick J Andrew S Matt N Philip B Philip B Scott W Chris ONote: Dean Betzold can sign Baker issued Service Contracts for Commercial Solar up to $10k, anything higher or non-standard goes to 14 Service.01 Construction 13 SI 10 USS 11 T.I. 09 Comm Solar 16 MCES 03 Controls05 Special Projects14 Service17 Build OPs 15 Transportation 12 LAALL Ted Ted Ted Ted Ted Ted Ted Ted Ted Ted$1MM+ Ted Ted Ted Ted Ted Ted Ted Ted Ted Ted$500k-$1MM Brian B Scott W Brian B Scott W Scott W Scott W Scott W Scott W Scott W Chris O$150-$500k Brian B Mike K Brian B Nick J Harold C Harold C Harold C Harold C Scott W Chris O<$150kBrian B, Jason R, Nick F, Dan T, James O, Brian LSteve S, Jason HBen W. Nick J Andrew SMatt NPhilip B Ben S Jason R Chris O10/1/2025MSAJoint Check AgreementLeaseIf Officer Signature is requiredNDAPrequals & Bid SubmittalsContract Signing Authorities(Accounting to confirm appropriate signers on executed contracts) Any Contract Value that contains the following terms:Personal Guarantee - Ted Must Sign (if guarantee cannot be rejected)Tolling AgreementLiquidated Damages - If uncapped or cap exceeds 5%, or public job and > $5k/day, Email Ted for approval prior to signing.Letter of Intent (LOI) - If it requires Baker's signature, must be approved by Scott or Brian B prior to signing. Subcontract Signing Authorities(Accounting to confirm appropriate signers on executed subcontracts)Contract ValueAgreement to be BoundSubcontract ValueBonds (Bid, Payment, Performance)Letter of AssentOther Signing AuthoritiesTedTed, Brian M, Scott W, Brian B, Keith, Brian Andrews (IT related NDAs)Ted, Brian M, Scott W, Keith, Harold C., Joel R., Brian B., Mike K., Oscar C.Ted, Brian M, Scott W, KeithTed, Brian M.Brian M.Ted, Brian M.Ted, (Brian M. renewals)TedTed EXHIBIT C 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. Agenda Item I AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Approving and Authorizing the Purchase of an Industrial Power Sweeper for Coastal and Street Grooming Operations ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7795: 1. Approving and authorizing the purchase for (1) Haacker Total Clean PowerBoss Armadillo 9X Industrial Power Sweeper from Haacker Total Clean pursuant to the Cooperative Purchase Contract with the Los Angeles Community College District Master Agreement Contract #40590, in accordance with the cooperative purchasing procedures set forth in Seal Beach Municipal Code Section 3.20.025(D), in the not-to-exceed amount of $66,726.23; and, 2. Approving and directing the City Manager to approve purchase orders and any necessary related documents for the industrial power sweeper purchase; and, 3. Approving and authorizing the City Manager to surplus existing equipment upon the receipt of the new equipment purchases. BACKGROUND AND ANALYSIS: The City of Seal Beach (City) currently maintains approximately 1.75 miles of state- owned beaches and conducts routine maintenance along the coastline. One of the several actions that is conducted to provide proper maintenance and upkeep is ensuring clear paths of travel and aesthetically pleasing boardwalks, walkways and parking lots. Due to the City’s proximity to the beach, each one of these areas is susceptible to sand, trash and debris buildup from the wind, vehicle traffic, and general foot traffic. Staff addresses this by utilizing existing motorized equipment such as an industrial power sweeper to augment manual hand tools and basic equipment to clear said areas. Page 2 2 3 1 8 The City’s existing sweeper has been in service for over 13 years, exceeding the manufacturer’s recommended replacement interval of 10 years. In addition to its age, the equipment operates in a harsh coastal environment where exposure to sand, salt air, and moisture accelerates wear and corrosion. As a result, this unit has become less efficient and has experienced increased downtime due to more frequent repairs. Continued operation of the current unit is no longer economically viable and operationally desirable, and it is in the best interest of the City to replace the unit with a new, more relevant unit. Staff evaluated available similar industrial sweepers from multiple manufacturers and recommends replacing the existing sweeper with a Haacker Total Clean PowerBoss Armadillo 9X Industrial Rider Sweeper (Sweeper). Based on research and field demonstrations, the Sweeper has shown itself to be more operationally reliable and efficient, as well as being fully capable of working in a coastal environment. This Sweeper also demonstrates operational versatility, with the ability to collect a wide range of debris, in contrast to the existing industrial sweeper, which solely picks up smaller debris. This specific industrial sweeper not only outperforms the technical specifications of the existing sweeper, but also does not sacrifice equipment size, leading to more efficient storage. The Sweeper is an off-road unit with a Gross Vehicle Weight Rating (GVWR) of less than 8,500 pounds and is powered by propane. Based on these specifications, the unit is not subject to the California Advanced Clean Fleets (ACF) Regulation. In addition, this purchase is an eligible use of Assembly Bill 2766 (AB2766) Motor Vehicle Subvention Funds, which the City receives through quarterly allocations from the South Coast Air Quality Management District (SCAQMD) for qualifying air pollution reduction programs and projects. Haacker provided a proposal, dated May 28, 2026, in the amount of $66,726.23 pursuant to the Cooperative Purchase Contract with the Los Angeles Community College District, master agreement contract #40590, in accordance with the cooperative purchasing procedures set forth in Seal Beach Municipal Code Section 3.20.025(D). This equipment replacement would additionally provide less frequent grooming passes along boardwalks, walkways, and lots which further reduce staff time dedicated to this task, enabling more time allocations toward a higher level of service for all residents and visitors alike. ENVIRONMENTAL IMPACT: This item is not subject to the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that approval the proposed administrative action will not have a significant impact on the environment. Page 3 2 3 1 8 LEGAL ANALYSIS: The City Attorney has approved the resolution as to form. FINANCIAL IMPACT: The following is a price breakdown of each of the equipment unit described above from a quote obtained by Haacker Total Clean: Description Amount Industrial Power Sweeper, Qty: 1 $66,726.23 Total $66,726.23 Funds will be expensed from the following accounts: Account Description Amount 204-500-0700-51280 AB2766 Contract Professional AQMD $66,000.00 106-500-0863-52100 Tidelands - Equipment and Materials $726.23 Total $66,726.23 This item is already budgeted and will be expensed in the adopted FY 2026-2027 budget. Any unspent funds will be returned to the original funding source. RECOMMENDATION: That the City Council adopt Resolution 7795: 1. Approving and authorizing the purchase for (1) Haacker Total Clean PowerBoss Armadillo 9X Industrial Power Sweeper from Haacker Total Clean pursuant to the Cooperative Purchase Contract with the Los Angeles Community College District Master Agreement Contract #40590, in accordance with the cooperative purchasing procedures set forth in Seal Beach Municipal Code Section 3.20.025(D), in the not-to-exceed amount of $66,726.23; and, 2. Approving and directing the City Manager to approve purchase orders and any necessary related documents for the industrial power sweeper purchase; and, Approving and authorizing the City Manager to surplus existing equipment upon the receipt of the new equipment purchases. Page 4 2 3 1 8 SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: Sean Low, Deputy Public Works Director – Maintenance and Utilities ATTACHMENTS: A. Resolution 7795 B. Los Angeles Community College District Cooperative Purchase Agreement #40590 RESOLUTION 7795 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE PURCHASE OF AN INDUSTRIAL POWER SWEEPER FOR COASTAL AND STREET GROOMING OPERATIONS WHEREAS, the City owns and maintains the boardwalks, walkways, and parking lots along the coastline; and, WHEREAS, due to the City’s proximity to the beach, areas such as boardwalks walkways, and parking lots are susceptible to sand, trash, and debris buildup from the wind, vehicle traffic, and general foot traffic; and, WHEREAS, City staff addresses this by utilizing existing motorized equipment such as an industrial power sweeper to augment manual hand tools and basic equipment to clear said areas; and, WHEREAS, the City’s existing industrial power sweeper has been in service for over thirteen (13) years, which is well over the manufacturer’s suggested replacement interval of ten (10) years; and, WHEREAS, the City’s existing industrial power sweeper’s increased age has led to inefficient coastal grooming operations and increased downtime due to frequent repairs; and, WHEREAS, the City intends to purchase this equipment pursuant to the Cooperative Purchase Contract with the Los Angeles Community College District Master Agreement Contract #40590, in accordance with the cooperative purchasing procedures set forth in Seal Beach Municipal Code Section 3.20.025(D); and, WHEREAS, the City desires to purchase one (1) Haacker Total Clean PowerBoss Armadillo 9X Industrial Power Sweeper, which has demonstrated to be multi- purpose, more operationally reliable and efficient, as well as being fully capable of working in a coastal environment. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine, and order as follows: Section 1. The City Council hereby authorizes the purchase for (1) Haacker Total Clean PowerBoss Armadillo 9X Industrial Power Sweeper from Haacker Total Clean pursuant to the Cooperative Purchase Contract with the Los Angeles Community College District Master Agreement Contract #40590, in accordance with the cooperative purchasing procedures set forth in Seal Beach Municipal Code Section 1 1 2 5 3 3.20.025(D), in the not-to-exceed amount of $66,726.23. Section 2. The City Council hereby authorizes and directs the City Manager to approve purchase orders and any necessary related documents for the industrial power sweeper purchase. Section 3. The City Council hereby authorizes the City Manager to surplus existing equipment upon the receipt of the new equipment. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7795 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk 5/4/23, 6:06 AM BoardDocs® Plus https://go.boarddocs.com/ca/laccd/Board.nsf/Public 1/1 Agenda Item Details Motion & Voting Meeting May 03, 2023 - Regular Board Meeting Category X. FACILITIES ITEMS Subject 9.Master Procurement Agreements to provide Custodial Equipment and Supplies District-wide Type Action Budget Source Funding is through Proposition A/AA, Measures J/CC/LA Bond proceeds, General Funds, and all other funding sources as applicable. Recommended Action Authorize a Purchase Agreement with WAXIE’s Enterprises, LLC D/B/A Waxie Sanitary Supply, Haaker Equipment Company D/B/A Total Clean Equip., and Signal Hill Auto Enterprises, Inc. D/B/A Supply Solutions for Custodial Equipment and Supplies for use District-wide for three (3) base years, plus two (2) one (1) year option periods, from start date of May 4, 2023 or as soon thereafter as possible in consideration of the guaranteed product discounts as stated. Background This proposed Agreement is identified for award at the not to exceed amount of $2,000,000 to three vendors. Purchase Agreements are the result of a formal competitive request for bid and are priced at the responsive bids received using the discount for benchmark items and warranty coverage. Participants in the request for bid process are advised in advance of this selection process and they must agree to abide by it in order to participate. There were four responsive proposers, and the awardees are: 1.WAXIE’s Enterprises, LLC D/B/A Waxie Sanitary Supply 2.Haaker Equipment Company D/B/A Total Clean Equip. 3.Signal Hill Auto Enterprises, Inc. D/B/A Supply Solutions The award is for 17 items. Submitted by: Rueben C. Smith, D.C.Sc., Chief Facilities Executive Attachment 1 - Purchase Agreements for Custodial Equipment and Supplies.pdf (106 KB) Authorize a Purchase Agreement with WAXIE’s Enterprises, LLC D/B/A Waxie Sanitary Supply, Haaker Equipment Company D/B/A Total Clean Equip., and Signal Hill Auto Enterprises, Inc. D/B/A Supply Solutions for Custodial Equipment and Supplies for use District-wide for three (3) base years, plus two (2) one (1) year option periods, from start date of May 4, 2023 or as soon thereafter as possible in consideration of the guaranteed product discounts as stated. Motion by Kelsey K Iino, second by Nichelle M Henderson. Final Resolution: Motion Carries Yea: Andra Hoffman, Nichelle M Henderson, Kelsey K Iino, Sara Hernandez, Gabriel Buelna, Steven F Veres, David Vela Contract 40590 Haaker Equipment DELIVERY LOCATIONS FOR THE LOS ANGELES COMMUNITY COLLEGE DISTRICT The Los Angeles Community College District consists of the following nine (9) colleges and the Educational Services Center. Deliveries for all orders purchased through the building program (“BuildLACCD”) will be at the direction of the Relocation Project Manager (“RPM”) and will be provided when a Quote is requested and included in an Order. DISTRICT MAIN COLLEGES EAST LOS ANGELES COLLEGE LOS ANGELES PIERCE COLLEGE (“ELAC”) (“LAPC”) 1301 Avenida Cesar Chavez 6201 Winnetka Avenue Monterey Park, CA 91754 Woodland Hills, CA 91371 LOS ANGELES CITY COLLEGE LOS ANGELES SOUTHWEST COLLEGE (“LACC”) (“LASC”) 840 Heliotrope Drive 1600 West Imperial Highway Los Angeles, CA 90029 Los Angeles, CA 90047 LOS ANGELES HARBOR COLLEGE LOS ANGELES TRADE-TECHNICAL COLLEGE (“LAHC”) (“LATTC”) 1111 Figueroa Place 2100 S. Flower St. Wilmington, CA 90744 Los Angeles, CA 90007 LOS ANGELES MISSION COLLEGE LOS ANGELES VALLEY COLLEGE (“LAMC”) (“LAVC”) 13356 Eldridge Avenue 5800 Fulton Ave. Sylmar, CA 91342 Van Nuys, CA 91401 WEST LOS ANGELES COLLEGE (“WLAC”) 4800 Freshman Drive Culver City, CA 90230 ADDITIONAL LOCATIONS EDUCATIONAL SERVICES CENTER BUILDLACCD PROGRAM MANAGEMENT OFFICE (“ESC”) (“PMO”) 770 Wilshire Blvd., Staff Service 7th 1055 Corporate Center Drive Los Angeles, CA 90017 Monterey Park, CA 91754 SATELLITE COLLEGE(S) SOUTHGATE EDUCATIONAL CENTER 2525 Firestone Boulevard Southgate, CA 90280 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Delivery Locations Page 1 of 1 EXHIBIT H VENDOR’S BID SUBSTITUTION REQUEST FORM Los Angeles Community College District Sustainable Building Program Only one (1) request for Substitution for each product will be considered. Use a separate Substitution Request Form for each proposed Substitution per Product Classification/Item. TO: LOS ANGELES COMMUNITY COLLEGE DISTRICT DISTRICT-WIDE PROCUREMENT: CUSTODIAL EQUIPMENT AND SUPPLIES PROCUREMENT NO.: FE-23-04-RFB Bidder requests substitution of the following material, product, or item (as found on Exhibit "C"). All Substitutions must include the Minimum Performance & Service Specifications on Exhibit "A". BID SPECIFICATION - Copy from Exhibit "C" Classification Classification C: Sustainable Sweeping Machines and Accessories Item # Item Description Baseline Product - Brand Green Machine Tennant (Green Machine) SUBSTITUTION SPECIFICATION - Enter Proposed Product Substitution Details Brand Name Madvac PROVIDE A RESPONSE TO EACH QUESTION. Substitution Product Description Air Sweeper - LS175, LS125, LN50, LR50 Supplier agrees to provide originally specified item in the event substitution request is denied? Tennant has discontinued the Green Machine line. Yes: 0 No: Ex Does the Substitution affect dimensions defined in the original specifications, if applicable? If yes, clearly indicate changes below. Yes: 0 No: 51 Attach product data, comparing Key Performance Requirements defined in Exhibit C to the requested Substitution item on one page in the format provided. Submitted By: Bidder: Haaker Equipment Company (DBA Total Clean Equipment) By: (Type or Print Complete Legal Name of ) /2446e0.04.& Signature) t ), ez, 5 .0(irAy ent Title: Ruben Ortiz, Account Manager Date: 4/6/2023 Aek,- • SPACE RESERVED FOR DISTRICT USE ONLY: Decision on Request(s): Completed By: Irene Cua-Garcia fe,g District Position: Contract Administrator Grant 0 Deny Date: 04/07/2023 Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Substitution Request Form 1 of 1 SUBSTITUTION REQUEST FORM Los Angeles Community College District Sustainable Building Program Supplier Name Hooker Equipment Company (DBA Total Clean Equipment) Procurement Bid CUSTODIAL EQUIPMENT AND SUPPLIES Proc. # FE-23-04-RFB Classification Classification C: Sustainable Sweeping Machines and Accessories Item # Tennant (Green Machine) Key Performance Requirements (Copy from Exhibit C and add additional criteria as desired) Equal or Better Product for Consideration Baseline Product (Insert Brand Name Here) (Insert Brand Name Here) List each Key Performance Requirement on a separate line (Indicate Yes/No to each) (Indicate Yes/No to each) Diesel Powered Air/Vacuum Sweeper, compact Madvac LS175 YES Tennant (Green Machine 636) Battery Powered Air/Vacuum Sweeper, compact Madvac LS125 YES Tennant (Green Machine 500e) Diesel Powered Air/Vacuum Sweeper, compact Excelway B200 YES Tennant (Green Machine 955) Diesel Powered Air/Vacuum Sweeper, compact Madvac LITLR50 YES N/A Battery Powered Air/Vacuum Sweeper, compact Madvac LN/LR50e YES N/A The Madvac L5175 and LS125 are equivalent in function to the Green Machine but are superior in ease of use, parts availability,warranty and service. Tennant discontinued the Green Machine in 2018. It is now a seprate company with manufacturing in Madagascar and distribution monstly in the UK. Additional Key Advanced Features District-wide Procurement Custodial Equipment and Suppl ies Procurement #FE-23-04-RFB Substitution Request Form Substitution Comparison 1 of 1 EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS Listed below are the specific minimum performance and service requirements for the Custodial Equipment and Supplies Request for Bid (RFB). This form must be completed and submitted with the RFB. The completed form of the following Minimum Performance & Service Requirements must be executed where noted by a responsible and authorized employee or officer of the Supplier submitting the RFB. Each requirement includes a specific explanation of its value to the Colleges and District, and is considered mandatory to provide. If a Supplier does not agree to all the requirements in this Exhibit, they may be found non- responsive. Criterion/ Category Item Requirement Justification -A- Manufacturer Requirements 1 All products submitted shall be of Institutional and/or Industrial quality used in demanding and harsh environments; must be designed to provide up to fifteen (15) useable life to the District. Provides the District with the assurance that the products will retain value and performance while being used in a demanding environment. 2 All products must be specifically designed for a commercial (not residential or occasional use) application. Assures the District that no product that cannot withstand the rigors of this environment will be procured. 3 All products must carry a warranty inclusive of parts (and labor) for at least one (1) to five (5) years, available through either the Manufacturer or the Authorized Servicing agency. Reduces potential output of resources over the life of the product and that the product will remain in operation without expending additional funds. 4 All products must be capable of being maintained by locally trained and certified personnel. Assures the District that products will be promptly serviced with minimal downtime. 5 All warranty documentation must be provided in both soft and hard copies to the District within ten (10) days of product receipt. District may withhold invoice payment if not received. Ensures that proper documentation is received in a timely manner by the District, reducing potential loss of data. 6 All products will be considered FOB Destination (the College purchasing the equipment), as directed by the District, with the Vendor managing all freight claims following shipment from the factory. Vendor will not invoice the District for replacement of freight- damaged product regardless of future invoice credit potential. Reduces labor costs for District to manage additional paperwork for details that are outside of their control, resulting in financial savings. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Minimum Performance and Service Requirements Page 1 of 4 EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS Criterion/ Category Item Requirement Justification -A- Manufacturer Requirements (cont'd) 7 Provide local manufacturer representation (may be in addition to a dealer representative) who will facilitate product specification accuracy, technical specifications for building interface, project scheduling, shipment and warranty issues with Service Provider. Assures effective communication between factory and District, which can save money for the District during the project and in the future; requires Vendor to produce adequate documentations of technical requirements for other project Vendors, reducing potential mistakes or delays. -B- Service Requirements 1 Provide all technical information to the Relocation Project Manager (RPM) in electronic format in the timeframe required by the project, including scope of requirements by others necessary to make product functional, and timing of Purchase Orders. Reduces the potential for product being ordered at the wrong time, information being lost or misplaced, proper coordination timing for items attached to buildings, and allowing data to be easily transmitted to other service providers, as needed. 2 Vendor must inspect item(s) upon receipt at vendor location, perform incidental assembly, set in place, confirm operability of all products, remove all packaging materials, and manage freight claims, as needed, to stay within agreed upon schedule. Assume responsibility for site damage, as needed. Communicate any changes or concerns immediately in writing with RPM. Assures smooth delivery process of all items; assures the District that all services necessary to make the products function are addressed. 3 Vendor must test provided item(s) for operability, and adjust as required; remove all packaging from site. Confirms product viability at time of delivery, reducing downtime. 4 Execute Punch List review of all purchased items with RPM, and complete Punch List items within seven (7) business days, preferably prior to building occupancy. All products must be accounted for, and accepted in writing, by RPM. Assures District that all services necessary to make the products functional for the College have been addressed properly and in a timely manner. 5 Assume all financial responsibility for extra handling, storage or other required services if the product arrives ahead of identified project schedule. District agrees to confirm the project schedule and delivery timing no later than three (3) weeks prior to target date. Assures supplier ownership of Manufacturers' performance and project success, reducing costs; sets realistic expectations for communications between the supplier and the District. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Minimum Performance and Service Requirements Page 2 of 4 EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS Criterion/ Category Item Requirement Justification -B- Service Requirements (cont'd) 6 Vendor must provide one (1) free detailed training on the operation of the units provided to pre-determined College staff following delivery. Reduces the potential downtime for the College due to unfamiliarity with new equipment. 7 Respond to post-installation requirements within forty-eight (48) hours of request, and fulfill all replacement requirements within seven (7) business days. Reduces the potential downtime for the College in cases of product malfunction or warranty issues. 8 Provide project quotations, asset roll-ups, and invoicing per District's established protocol. Vendor must accommodate District requirements for Quotes, Invoice Format, Timing, and other relevant order details. Reduce time delays for issuance of Purchase Orders and expedites payment to Vendor by reducing potential communication issues. 9 All warranty documentation must be provided in both soft and hard copies to the District within ten (10) days of product receipt. District may withhold invoice payment if not received. Reduces the potential for information not being provided to the District. 10 Vendor agrees to provide the appropriate material handling equipment — pallet jacks, four and two-wheel dollies, etc. — necessary for inside delivery of all products. Reduces costs to the College by reducing additional staffing to move equipment into the building. 11 Vendor agrees to deliver all products to the location or building indicated by the College representative. No deliveries are to be off-loaded at the facilities department without prior written consent of the College. NOTE: Addresses in Exhibit B — Delivery Locations are for reference and logistic considerations ONLY. The final delivery Reduces cost to the Colleges by eliminating College facilities involvement and re- delivery. location will be provided in an Order or by the College representative. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Minimum Performance and Service Requirements Page 3 of 4 EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS Criterion/ Category Item Requirement Justification -B- Service Requirements (cont'd) 12 Using the Key Performance Requirements listed in Exhibit C — Technical Specifications, recommend only those specific manufacturer's product solutions that best meet the Requires Manufacturer to have intimate knowledge of both District needs and manufacturing capability, increasing the probability that effective and appropriate solutions will be presented. District business requirements. It is the Vendor's responsibility to make that determination and recommend only products that demonstrate those inherent qualities. 13 Communicate any and all changes to the schedule, requirements, or expectations in writing, addressed to the District contact and copied to purchasing contact. Agency commits to providing written confirmation of site availability for installation no later than three (3) weeks prior to scheduled date. Reduces the possibility of verbal commands that could incur expense to the District. Provides Vendor with assurance that spaces will be ready for installation in time to allow production can be delayed without financial impact to the Vendor. 14 Protect all areas of Vendor product installation, conveyances and paths of travel from damage due to transport or installation of Vendor products. Assume responsibility for site damage caused by Vendor crews and sub-contractors. Resolve issues within ten (10) days. Reduces costs to District as well as potential delays to opening new facilities. I have read and understood the expectations defined in Exhibit A: Minimum Performance and Service Requirements. Wilson Shyu Name: Supplier: Title: General Manager Signature: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Date: Haaker Equipment Company 04/17/2023 Minimum Performance and Service Requirements Page 4 of 4 EXHIBIT C BID FORM Name of Bidder: Haaker (Total Clean) Equipment Co. Address: 2070 N. White Ave. City, State, Zip: La Verne, CA 91750 TO: The Los Angeles Community College District, acting by and through its Board of Trustees, herein called the "District". Pursuant to the Notice to Bidders, the undersigned Bidder, haying carefully examined all of the Bidding Documents, proposes and agrees to furnish, in accordance with the Bidding Documents and Modified by all Addenda issued prior to submission of this Bid (including, without limitation, the Terms and Conditions) all things necessary for the undersigned to furnish the below-listed Goods to the Los Angeles Community College District for the following discounts. Item No. Item Description Discount off List (Product Only) - Stated in Number Percentages Classification A: Cleaning Equipment and Accessories (Listed Brands or Equal) 1 Vacuums - Upright, Canister, Wide Area, Lightweight Backpack, Wet-Dry, and Accessories Advance/ Nilfisk CleanMax IPC Eagle NSS ProTeam Sanitaire Windsor/ Karcher 30.00% 30.00% 20.00% 30.00% 30.00% 30.00% 30.00% Average Discount for Line 1: 28.57% 2 Floor Burnishers, Floor Scrubbers, Sweepers, Sweepers/Scrubbers, Multi-Surface Cleaners, Push/Ride on Cleaners, Orbital Auto Scrubbers, and Accessories Advance/ Nilfisk ICE intelligent Cleaning Equipment NSS ProTeam Viper Windsor/ Karcher 25.00% 25.00% 25.00% 25.00% 25.00% 25.00% Average Discount for Line 2: 25.00% 3 Restroom Cleaning Equipment and Accessories KaivacNersa MotorScrubber Square Scrub 30.00% 30.00% 30.00% Average Discount for Line 3: 30.00% 4 Pressure Washers and Accessories Hydro Tek Windsor/ Karcher 25.00% 25.00% Average Discount for Line 4: 25.00% 5 Carpet Cleaning Equipment, Carpet Cleaners, Dual Cleaner/Extractor, Canister Extractor and Carpet Extractors, and Accessories Advance/ Nilfisk NSS Viper Windsor/ Karcher 30.00% 30.00% 30.00% 30.00% Average Discount for Line 5: 30.00% 6 Gum Cleaners, Steam Cleaners, and Accessories Windsor/ Karcher 10.00% Average Discount for Line 6: 10.00% 7 Window Cleaning Equipment, DI Pure Water System, Hydro Power Equipment, Squeegees, and Accessories Unger 25.00% Average Discount for Line 7: 25.00% Bid Form District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB 1 of 3 EXHIBIT C BID FORM Item No. Item Description Discount off List (Product Only) - Stated in Number Percentages 8 Portable Cooler, Portable Air Conditioners, Air Purifiers, and Accessories PortaCool 0.00% Average Discount for Line 8: 0.00% 9 Odor Abatement Equipment and Accessories Fresh Wave IAQ 0.00% Average Discount for Line 9: 0.00% 10 Road Sweepers and Accessories NIIfisk Windsor/ Karcher 17.67% 17.67% Average Discount for Line 10: 17 67% 11 General Cleaning Parts & Supplies - Buckets, Wringers, Containers, Mops, Brooms, Dust Pan, Sprayer, Cloths, Step Ladders, Squeegee, Scrapers, Brushes, Dollies, Hoses, Signage, Toilet Bowl Cleaners, Carts, Air Mover, Chemicals, etc. 3M Advance/ Nilfisk Impact Rubbermaid Safety Zone Spartan Windsor/ Karcher 0.00% 17.67% 0.00% 0.00% 0.00% 0.00% 17.67% Average Discount for Line 11: 5.05% Overall Average Discount for Classification A: 17.84% Classification B: Tennant Cleaning Equipment and Accessories (Listed Brand or Equal) 12 Floor Burnishers, Floor Scrubbers, Sweepers, Sweepers/Scrubbers, Multi-Surface Cleaners, Push/Ride on Cleaners, Orbital Auto Scrubbers, Carpet Extractors, Vacuums, Specialty Cleaning Equipment, Dryers, and Accessories Tennant 17.67% 13 General Cleaning Parts & Supplies Tennant 20.00% Overall Average Discount for Classification B: 18.84% Classification C: Sustainable Sweeping Machines and Accessories (Listed Brand or Equal) 14 Sustainable Sweepers (Ride-on/Walk Behind) and Accessories Green Machines Madvac 17.00% 17.00% Average Discount for Line 14: 17.00% 15 General Cleaning Parts & Supplies Green Machines Madvac 17.00% 17.00% Average Discount for Line 15: 17.00% Overall Average Discount for Classification C: 17.00% Bid Form 2 of 3 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB EXHIBIT C BID FORM Item No. Item Description Discount off List (Product Only) - Stated in Number Percentages Classification D: Enclosed Road Sweepers and Accessories (Listed Brand or Equal) 16 Enclosed Road Sweepers and Accessories Nighthawk 10.00% 17 General Cleaning Parts & Supplies Nighthawk 10.00% Overall Average Discount for Classification D: 10.00% NOTE: THE BID DISCOUNT IS THE MINIMUM COMPETITIVE DISCOUNT OFFERED ON PRODUCT ONLY FOR THE TERM OF THE CONTRACT. APPLICABLE THIRD PARTY FREIGHT, DELIVERY, ANY OTHER FEES AND SALES TAX WILL BE QUOTED SEPARATELY AT THE TIME OF THE QUOTE. Additional Unit Pricing for Ancillary Products and Services Item No. Bid Item Description No. of Units for Bidding Delivered Bid Price Stated in Figures 15 Contract rates for services required above and beyond those defined in the Standard Scope of Work defined in Exhibit A: Mandatory Performance and Service Requirements (attach separate page for additional rate details as needed) Carry Up Labor/Regular 1 (ONE) HOUR $ 158.00 Carry Up Labor/Over Time 1 (ONE) HOUR $ 237.00 Installer or Technician Labor/Regular 1 (ONE) HOUR $ 158.00 Installer or Technician Labor/Over Time 1 (ONE) HOUR $ 237.00 Storage Rates per Cubic Foot, Beyond 30 Days 1 (ONE) CU FT $ Additional Training Beyond Initial Set-up 1 (ONE) HOUR $ Lifting or Moving Equipment Services (Rental Per Hour) 1 (ONE) HOUR $ 158.00 16 Bid Item Description Are you able to provide preventative care on equipment if required? Preventative Care (to be priced at the time of the quote) Yes No I Bid Form District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB 3 of 3 Exhibit C - Discount on Other Brands (Supplemental) All Types of Floor Cleaning Equipment & Accessories by Brand Fill in the Minimum Discount on each Brand, or Equal, available for purchase so these brands get included in the awarded contract. List any other brands as desired. (You may attach a separate sheet if the table below is insufficient, and indicate the Classification its for). Brand Discount off List Classification A: All Other Brands 15.00% 3M 10.00% Advance 25.00% American-Lincoln 15.00% Amarsco 15.00% Aztec 25.00% Betco 25.00% CIMEX 0.00% Clarke 25.00% CleanMax 25.00% Diamabrush 20.00% Factory Cat 20.00% IPC Eagle 20.00% Impact 0.00% Kaivac Cleaning Systems 20.00% Karcher 20.00% Koblenz 20.00% Minuteman 20.00% Motor Scrubber 20.00% MYTEE 25.00% Nacecare Solutions 25.00% Nilfisk Advance 12.50% Nobles 20.00% NSS 20.00% Onyx 0.00% Pacific Floor Care 20.00% Sanitaire 20.00% Safety Zone 0.00% SquareScrub 20.00% Tennant 5.00% VAPamore 0.00% Viper 25.00% Windsor 20.00% Hydrotek 55.00% Pressure-Pro 55.00% Powerboss W/B 25.00% 0.00% District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB List Other Brands Discount off List Classification B: All Other Brands 15.00% 3M 10.00% Advance 25.00% American-Lincoln 15.00% Amarsco 15.00% Aztec 25.00% Betco 25.00% CIMEX 0.00% Clarke 25.00% CleanMax 25.00% Diamabrush 20.00% Factory Cat 20.00% IPC Eagle 20.00% Impact 0.00% Kaivac Cleaning Systems 20.00% Karcher 20.00% Koblenz 20.00% Minuteman 20.00% Motor Scrubber 20.00% MYTEE 25.00% Nacecare Solutions 25.00% Nilfisk Advance 12.50% Nobles 20.00% NSS 20.00% Onyx 0.00% Pacific Floor Care 20.00% Sanitaire 20.00% Safety Zone 0.00% SquareScrub 20.00% Tennant 5.00% VAPamore 0.00% Viper 25.00% Windsor 20.00% Columbia Elect. Veh, 10.00% Tennant Replacement Parts 10.00% Powerboss SW Battery 20.00% 0.00% List Other Brands Discount off List Classification C: All Other Brands 15.00% 3M 10.00% Advance 25.00% American-Lincoln 15.00% Amarsco 15.00% Aztec 25.00% Betco 25.00% CIMEX 0.00% Clarke 25.00% CleanMax 25.00% Diamabrush 20.00% Factory Cat 20.00% Green Machines 17.00% IPC Eagle 20.00% Impact 0.00% Kaivac Cleaning Systems 20.00% Karcher 20.00% Koblenz 20.00% Minuteman 20.00% Motor Scrubber 20.00% MYTEE 25.00% Nacecare Solutions 25.00% Nilfisk Advance 12.50% Nobles 20.00% NSS 20.00% Onyx 0.00% Pacific Floor Care 20.00% Sanitaire 20.00% Safety Zone 0.00% SquareScrub 20.00% Tennant 17.67% VAPamore 0.00% Viper 25.00% Windsor 20.00% Madvac/Excelway 17.00% Columbia Elect. Veh. 10.00% Powerboss I.C. units 15.00% List Other Brands Discount off List Classification D: All Other Brands 15.00% 3M 10.00% Advance 25.00% American-Lincoln 15.00% Amarsco 15.00% Aztec 25.00% Betco 25.00% CIMEX 0.00% Clarke 25.00% Clean Max 25.00% Diamabrush 20.00% Factory Cat 20.00% IPC Eagle 20.00% Impact 0.00% Kaivac Cleaning Systems 20.00% Karcher 20.00% Koblenz 20.00% Minuteman 20.00% Motor Scrubber 20.00% MYTEE 25.00% Nacecare Solutions 25.00% Nighthawk 10.00% Nilfisk Advance 12.50% Nobles 20.00% NSS 20.00% Onyx 0.00% Pacific Floor Care 20.00% Sanitaire 20.00% Safety Zone 0.00% SquareScrub 20.00% Tennant 10.00% VAPamore 0.00% Viper 25.00% Windsor 20.00% Elgine 5.00% Powerboss Rider Batt Scrbr 20.00% Columbia Elect. Veh. 10.00% Discount on Other Brands (Supplemental) 1 of 1 LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM EXHIBIT D BID SHEET THIS FORM EXHIBIT "D" AND REQUIRED DECLARATION AS INDICATED BELOW MUST BE COMPLETED IN ITS ENTIRETY OR YOUR BID MAY BE CONSIDERED NON-RESPONSIVE. 1) Classifications Quantity of Classifications — Check all Classifications for which you are submitting a Bid: A. Cleaning Equipment and Accessories 1 B. Tennant Cleaning Equipment and Accessories 1 C. Sustainable Sweeping Machines and Accessories 1 D. Enclosed Road Sweepers and Accessories 1 Max. Points 20 2) Resources Key Personnel Resources — Provide the quantity of local in-house and sub-contracting staff capabilities available to the District for all project types for both initial installation and warranty work: (Provide a quantity of local personnel available: i.e. 4 customer service, 12 installation personnel, 6 delivery vehicles, etc.) Customer service personnel: 22 Service personnel : 15 Delivery team members: 10 Local delivery vehicles: 10 Total: 57 Max. Points 10 3) Community Economic Development ("CED") and Local, Small, Emerging and Disabled Veteran ("LSEDV") Certification 4) Price Complete the CED and LSEDV Certification Form and attach applicable documents. If qualified, worth ten (10) points; if not qualified, worth zero (0) points. To be determined by the Program Management Office ("PM0"). Qualified CED and LSEDV Vendor - Add 10 Points Based on the lowest price per Classification, an additional maximum of 60 points will be assigned to Exhibit "C" discount by Classification, for a total of 100 possible points per Classification. Max. Points 60 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Sheet 1 of 2 Print Name: Signed By: LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM EXHIBIT D BID SHEET 5) Piggyback Acknowledgement I acknowledge this Bid is for use by the California Community Colleges and other California Public Agencies as described in the Request for Bids (RFB), Section 4.1.14 PIGGYBACK CLAUSE. Authorized Representative Initials WS 6) FOB Destination CONFIRMATION: All orders placed by the District are to be priced with one training (as required in Exhibit "A" B.6), exclusive of any fees such as freight, delivery, and taxes. FOB Destination (cost borne by vendor). Yes: I No: 7) Contract Acceptance If awarded a contract as a result of this RFB it is acknowledged our firm will accept the terms and conditions of the Sample Agreement as posted or amended by Addenda at the Online Vendor Portal. Yes: I No: TO THE BOARD OF TRUSTEES OF THE LOS ANGELES COMMUNITY COLLEGE DISTRICT: The undersigned Bidder, having become familiar with the Minimum Performance and Service Requirements (Exhibit "A"), Bid Form (Exhibit "C"), and Authorized 3rd Party Service Provider (Exhibit "F"), hereby offers to provide the Goods and Services described above and conforming to the specifications contained in the Request for Bid and the Contract requirements contined in the Purchase Agreement attached to this Requst for Bid. Bidder: Haaker Equipment (DBA: Total Clean Equipment (Print Complete Legal Name of Firm) Wilson Shyu Title: General Manager, Total Clean Date: 4/17/2023 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Sheet 2 of 2 EXHIBIT E BIDDER'S QUESTIONNAIRE The Proposer shall furnish all the following information accurately and completely. Failure to comply with this requirement may render the response invalid and may cause its rejection. Additional sheets may be attached if necessary. "You" or "your" as used herein refers to the proposer's firm and any of its owners, officers, directors, shareholders, parties, or principals. The District has discretion to request additional information. 1. Your company has the capability of delivering Custodial Equipment and Supplies as defined in Exhibit A to all of the nine (9) District colleges. Yes V No (if your answer is no, please define your limitations): 2. List a minimum of three (3) other educational facilities to which you have sold Custodial Equipment and Supplies. LACCD, USC, UCLA, CSULB, CSULA, CSUN, Occidental, Pasadena City Collage, CalTech, LAUSD, Fullerton College, Cerritos College, CSUSB.... many more 3. Has your company ever filed any written declaration for bankruptcy protection, a potential merger or acquisition, office closure, pending lawsuits, and/or financial loss that might affect your ability to perform under this contract? Yes No El (if your answer is yes, please explain): 4. Has your firm ever been terminated or defaulted from a contract for any reason in the last five (5) years? Yes n No rvi (if answer is yes, please explain): District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bidder's Questionnaire Page 1 of 3 EXHIBIT E BIDDER'S QUESTIONNAIRE List the person who should be contacted regarding the bid to answer any additional questions. Ruben Ortiz (AM) or Wilson Shyu (GM) Name and Title Phone Cell Phone (323) 485-4650 (818) 821-4735 Email Address rubeno@haakercom or wilsons@haakercom 5. Are you a sole proprietorship? If yes, please attach a copy of your business license. Yes n No If you are a corporation, furnish the number issued by the Secretary of State. ID# 644752 Verify the Entity Name and Entity Number for your firm by visiting the Secretary of State web site for your firm's state of incorporation (Inc.), limited liability company (LLC) or limited partnership (LP). For Californian entities the website is found here: California Secretary of State. Print and submit registration information from the Secretary of State website (see attached SAMPLE). 6. Piggyback Acknowledgement: I acknowledge this bid is for use by the California Community Colleges and other California Public agencies as described in the Purchase Agreement, Section 4.5 OTHER DESIGNATED DISTRICTS AND AGENCIES Authorized Representative Initials WS7 -- 7. Would your firm be willing to provide trade-in value (to be negotiated at time of quote) for old equipment, with shipping being part of the Returned Materials Authorization (RMA) at no cost to the Participating Agency? Yes WI No District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bidder's Questionnaire Page 2 of 3 EXHIBIT E BIDDER'S QUESTIONNAIRE 8. SB854 Compliance Certification: I certify that my firm, and all contractors/subcontractors that I have identified in my proposal that will be conducting public works projects, are actively registered, or will be actively registered, with the Department of Industrial Relations (DIR) upon award, and will continue to be compliant with these registration requirements and all other requirements of SB 854 upon award of any contracts that entail public works projects. My firm, and all contractors/subcontractors that I have identified in my proposal, agree to provide a DIR number upon award. -*) Authorized Representative Initials WS 9. Contract Acceptance: If awarded a contract as a result of this RFB, it is acknowledged our firm will accept the terms and conditions of the Sample Agreement as posted or amended by Addenda at the Online Vendor Portal. Name: Title: Signature: Wilson Shyu General Manager Haaker Equipment Company Supplier: Date: 04/17/2023 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bidder's Questionnaire Page 3 of 3 LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM (Submit to Project Manager at Time of Quote for Equipment Requiring Installation by 3rd Party Service Provider or Manufacturer) Submit this information in the following Table format and include it at the time a quote is prepared. Exhibit "F" —Authorized 3rd Party Service Provider will be attached to Purchase Orders. Required Format Name Address City/State/ Zip Code Phone Number Contact Person Locator ID Wilson Shyu 2070 N Whtie Ave. La Verne Ca 91750 (909) 598-2706 Wilson Shyu The Following requirements apply to 3rd Party Service Providers: Item Requirement Justification 1 3 rd Party Service Provider agrees to provide Factory Certified Installation personnel. Accept full responsibility for project delays incurred due to slow installation by installation crew. Reduces potential for costly project delays; insures installation of products in safest manner; reduces potential labor costs for repairs after installation. 2 3 rd Party Service Provider receives, inspects, performs incidental assembly, sets in place, confirms operability of all equipment, handles all shipping claims, coordinates with Distributor and or Manufacturer to replace equipment damaged in transit, Coordinates with Distributor and or Manufacturer to replace equipment which arrives dead on arrival (DOA). Assures the District all equipment is operable on the building opening day and all claims are managed by the 3' Party Service Provider saving the District money. 3 3 rd Party Service Provider agrees to provide appropriate material handling equipment — pallet jacks, four and two wheel dollies, etc. — necessary for inside delivery and White Glove installation services. Reduces cost to the college by eliminating the need to add staff or sub-contractors. 4 ,rd 3 Party Service Provider agrees to provide an on-site, Project Manager (PM) with complete installation documentation and schedules at all times during installation (note: this may be a Factory Certified Lead Installer). The PM shall be proficient in the English language. Assures excellent communication during installation and prompt problem resolution during the critical, final phase of the building completion. 5 ,rd a Party Service Provider agrees to, at a minimum; meet once with the District PM overseeing the equipment installation no fewer than ten (10) days in advance of installation. Creates communication channel between District PM and 3" Party Service Provider to facilitate a smooth installation and review the site prior to installation. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Authorized 3rd Party Service Provider Page 1 of 2 LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM (Submit to Project Manager at Time of Quote for Equipment Requiring Installation by 3rd Party Service Provider or Manufacturer) Item Requirement Justification 6 3rd Party Service Provider agrees to protect all areas of the site during installation including and not limited to the newly constructed space, path of travel and conveyances. 3 rd Party Service Provider assumes responsibility for site damage. Any damage to be repaired within ten (10) days. Reduces costs to the District and assigns responsibility to the 31d Party Service Provider to repair any damages during installation of equipment 7 3 rd Party Service Provider removes all trash and debris from site and leave broom clean daily. Provides a clean space at the start of each day; protects equipment already installed; and provides a clean space at the end of equipment installation. Having read and understood the expectations defined in Exhibit "F": Authorized 3rd Party Service Provider. Wilson Shyu Name: Title: Signature: General Manager Haaker Equipment Company Supplier: Date: 04/17/2023 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Authorized 3rd Party Service Provider Page 2 of 2 EXHIBIT G ACKNOWLEDGEMENT OF ADDENDA I, the undersigned, certify that I am an authorized agent or officer of the entity submitting this Bid and responses to the Los Angeles Community College District's Request for Bids (RFB) for the Project and that I am empowered to submit the Bid and Pricing responses on behalf of: Haaker Equipment Company In connection with the Request for Bids process, I hereby acknowledge that my firm has received and considered the following number of addenda issued for the Project: Addendum No. Date Received No. 1 04/11/2023 Total Number Addenda issued and reviewed: By: Signature: Print Name: Title: Date: 1 [insert total # of Addenda above] Wilson Shyu General Manager 04/17/2023 Corporation Name: State of Incorporation: Business Address: Business Address 2: Business Telephone: Business E-mail: Haaker Equipment Company California 2070 N. White Ave. La Verne, CA 91750 (909) 598-2706 818-821-4735 [Seal and Attest] evyo District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Acknowledgement of Addenda Page 1 of 1 Los Angeles Community Colleges City • East • Harbor • Mission • Pierce • Southwest • Trade-Technical • Valley • West COMMUNITY ECONOMIC DEVELOPMENT (CED) PROGRAM AND LSEDV BUSINESS PARTICIPATION In accordance with Los Angeles Community College District ("LACCD) Board of Trustees established Community Economic Development Program which was reaffirmed on June 25, 2003 and January 15, 2014, points will be awarded to firms that are certified and/or verified to be a local, small, emerging, or disabled-veteran owned enterprise. Applicant firm — Please check at least one of the following options and provide backup documentation: V Local "Local" shall mean a business that has its principal headquarters located within Los Angeles County. A Local Business Enterprise is a business having its principal place of business in the County of Los Angeles for at least the preceding twelve months. Certification from the County of Los Angeles as a LSBE; or Copy of Certification from the City of Los Angeles as LBE V Small "Small" as defined in the same terms established by the U.S. Small Business Administration www.sba.gov/content/am-i-small-business-concern Submit Certification from the U.S. Small Business Administration or California public agency. Emerging "Emerging" shall mean a small firm that has been in business in its substantially current form for up to five (5) years. Submit company formation documentation in the same name as the Applicant. Disabled Veteran "Disabled Veteran" as defined in the same terms established by the State of California Department of General Services. www.dqs.ca.qov/pd/Proarams/OSDS/DVBEEliqibilitvBenefits.aspx Submit current DVBE certification. None of the above Applicant does not qualify under any of the above LSEDV Business Criteria. Additional information being requested and will not be considered for the scoring of this submission as part of this RFQ process. Please check any of the following that are applicable: Minority Business Enterprise Li Can a certification document be provided upon request? ("MBE") Women Business Enterprise ("WBE") LGBTQ —47 Can a certification document be provided upon request? Can a certification document be provided upon request? District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB CED and LSEDV Certification Page 1 of 2 Los Angeles Community Colleges City • East • Harbor • Mission • Pierce • Southwest • Trade-Technical • Valley • West COMMUNITY ECONOMIC DEVELOPMENT (CED) PROGRAM AND LSEDV BUSINESS PARTICIPATION PLEASE NOTE: Documents supporting certifications are required to be submitted with this form. Name: Wilson Shyu Supplier: Haaker Equipment Company Title: Date: General Manager 04/17/2023 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB CED and LSEDV Certification Page 2 of 2 NON-COLLUSION DECLARATION Regarding the Custodial Equipment and Supplies Request for Bid (RFB), the undersigned Bidder hereby declares as follows: I am the General Manager of Haaker (Total Clean) Equipment , the party or Bidder ("Bidder") submitting the Bid submitted with this declaration for the purchases and services sought by the Request for Bid (RFB) for Custodial Equipment and Supplies. The Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The Bid is genuine and not collusive or a sham. The Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham Bid. The Bid has not directly or indirectly colluded, conspired, connived, or agreed with any Bid or anyone else to put in a sham Bid, or to refrain from bidding on the Procurement. The Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Bid price of the Bidder or any other Bidder, or to fix any overhead, profit, or cost element of the Bid price, or of that of any other Bid. All statements contained in the Bid are true and correct. The Bidder has not, directly or indirectly, submitted his or her or its Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company association, organization, Bid and/or Bid depository, or to any member or agent thereof to effectuate a collusive or sham Bid, and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a Bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the Bidder. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on 04/17/2023 [date], at La Verne [city], CA [state]." Haaker Equipment Company [Name of Bidder (Company)] [Signature o r (if individual) or its Officer] Wilson Shyu [Typed Name of Person Signing] General Manager [Office or Title] District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Non-Collusion Declaration Page 1 of 1 CONFLICT OF INTEREST CERTIFICATION Regarding the Custodial Equipment and Supplies, the undersigned Bidder hereby certifies that: 1. No officer, director, agent, employee, or affiliate of the Bidder has, and none of the sub- consultants that Bidder contemplates retaining to perform the services covered by the RFB have, a financial interest in any consultant or contractor currently under agreement to perform work or services for the PM0, any of its consultants or sub-consultants, the District or any of the District's colleges, excepting the following firms: 2. No officer, director, agent, employee, or affiliate of the Bidder has received or given, and none of the sub-consultants that Bidder contemplates retaining to perform the services covered by the Bid have received or given, either directly or indirectly through an intermediary, any gift or gratuity to any consultant or contractor currently under agreement to perform work or services for the PM0, any of its consultants or sub-consultants, the District or any of the District's colleges, except for the following: 3. No officer, director, agent, employee, or affiliate of the Bidder has, and none of the sub- consultants that Bidder contemplates retaining to perform the services covered by the Bid have any affiliation or business relationship with any official, officer, agent, or employee of PMO, any of its consultants or sub-consultants, the District or any of the District's colleges, or of any consultant or contractor retained by the District, who makes recommendations to the District with respect to the expenditure of money, except for the following affiliation or business relationship: 4. No officer, director, agent, employee, or affiliate of the Bidder has, and none of the sub- consultants that Bidder contemplates retaining to perform the services covered by the Bid have any affiliation or business relationship with any official, officer, agent, or employee of the PM0, any of its consultants or sub-consultants, the District or any of the District's colleges, except for the following affiliation or business relationship: 5. No portion of the services covered by the Bid is anticipated to be performed by a person or entity that is already providing, or that Bid has reason to believe may provide in the future, services, advice, or consultation to (1) the District or any of its nine colleges in connection with the District's Bond Program, (2) any consultant or contractor retained by the District in connection with the District's Bond Program, or (3) the PM0, any of its consultants or sub- consultants, or (4) any sub-consultant or subcontractor of any consultant or contractor retained by District and/or the PM0, except for the following: 6. The Bidder does not know of any other circumstances, not described above, that create or could be reasonably interpreted as creating, a conflict of interest, except for the following: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Conflict of Interest Certification Page 1 of 2 7. The Bidder agrees to assume continuing duty to disclose to the District any circumstances that may arise in the future within the scope of the requests for disclosure of conflicts of interests stated above. Applicant/Proposer: Signature: Name and Title: Date: Haaker Equipment Company Wi wu, General Manager 04/17/2023 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Conflict of Interest Certification Page 2 of 2 NON-DISCRIMINATION DECLARATION Regarding the Custodial Equipment and Supplies Request for Bid (RFB), Bidder hereby certifies that: 1. in performing work or providing services for the District, there shall be no discrimination in its hiring or employment practices because of age, sex, race, color, ancestry, national origin, religious creed, physical handicap, medical condition, marital status, or sexual orientation, except as provided for in Section 12940 of the California Government Code; and 2. it shall comply with applicable federal and California anti-discrimination laws, including but not limited to the California Fair Employment and Housing Act, beginning with Section 12900 of the California Government Code. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on 04/17/2023 [date], at La Verne [city], CA [state]. Date: 4/17/2023 Haaker Equipment Company [Name of Bidder (Company)] [Signature of Bidder (if i ual) or its Officer] Wilson Shyu [Typed Name of Person Signing] General Manager [Office or Title] District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Non-Discrimination Declaration Form Page 1 of 1 Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Payee Data Record PAYEE DATA RECORD (Required in lieu of IRS W-9 when doing business with the State of California) STD.204 (Build-LACCD Rev. 5. 12/14/17) El NEW1=1UPDATE Accounting Use Only Vendor No. NOTE: Government entities, federal, state, and local (including school districts) are not required to subm't this form. SECTION I must be completed by the requesting state agency before forwarding to the payee 1 . PLEASE RETURN TO: DEPARTMENT/OFFICE BUILD-LACCD PURPOSE: Information contained in this form will be used by state agencies to prepare information Returns (Form 1099) and for withholding on payments to non resident payees. Prompt return of this fully completed form will prevent delays when processing payments. (See Privacy Statement on Page 2) STREET ADDRESS 1055 CORPORATE CENTER DR. 5TH FLOOR CITY, STATE, ZIP CODE MONTEREY PARK, CA 91754 TELEPHONE NUMBER (323)981-7200 2. PAYEE'S BUSINESS NAME Haaker Equipment Company (DBA Total Clean Equip.) 3. CONTACT INFORMATION LAST NAME, FIRST NAME Shyu, Wilson MAILING ADRESS (Number and Street or P.O. Box Number) 2070 N. White Ave. TITLE General Manager (CITY, STATE, AND ZIP CODE) La Verne, CA 91750 TELEPHONE NUMBER (909) 598-2706 4. . VENDOR ENTITY INFORMATION PLEASE CHECK ONE BOX ONLY 0 LEGAL CORPORATION 0 C CORPORATION 0 MEDICAL CORPORATION 0 S CORPORATION 1:1 EXEMPT CORPORATION 0 ESTATE OR TRUST 0 GENERAL CORPORATION 0 LIMITED PARTNERSHIP El GENERAL PARTNERSHIP 0 LIMITED LIABILITY NOTE: State and local government entities, including school districts are not required to submit this form. ID PARTNERSHIP of Individual Corporations 0 OTHER Enter tax Classification ( C=C Corp., S=S Corp., P=Partnership) S ENTITY NO.: 644752 ALL OTHER CORPORATIONS (Federal Employers Identification number/ FEIN) NOTE: Payment will not be processed without an accompanying taxpayer I.D. number INDIVIDUAL OR SOLE PROPRIETOR SOCIAL SECURITY NUMBER OF OWNER OWNER'S FULL NAME (Print) 5. PAYEE RESIDENCY STATUS CHECK v. jNonreoident APPROPRIATE BOX(ES) California Resident-Qualified to do business in CA or a permanent place of business in CA (See Page 2) Payment to nonresidents for services may be subject to withholding WAIVER OF STATE WITHHOLDING FROM FRANCHISE TAX BOARD ATTACHED SERVICES PERFORMED OUTSIDE OF CALIFORNIAJ GOODS SOLD TO CALIFORNIA NOTE: a. An estate is a resident if decedent was a California resident. b. A trust is a resident if at least one trustee is a California resident. (Seepage 2) 6. 1 hereby certify under penatly of perjury that the information provided on this document is true and correct. If my residency status should be changed, I will promptly inform you. CERTIFYING SIGNATURE AUTHORIZED PAYEE REPRESENTATIVES NAME (Type or Print) Wilson Shyu TITLE General Manager ...., SIGNATURE ....._s_,...o._..........„....---' ,# DATE 04/17/2023 TELEPHONE NUMBER (909) 598-2706 Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Payee Data Record STD.204 (REV. 22-2000) (REVERSE) ARE YOU A RESIDENT OR A NONRESIDENT? Each corporation, individual/ sole proprietor, partnership, estate or trust doing business with the state of California must indicate their residency status along with their taxpayer identification number. A corporation will be considered a "resident" if it has a permanent place of business in California. The corporation has a permanent place of business in California if it is organized and existing under the laws of this state or, in a foreign corporation has qualified to transact intrastate business. A corporation that has not qualified to transact intrastate business (e.g., corporation engaged exclusively in interstate commerce) will be considered as having a permanent place of business in this state only if it maintains a permanent office in this state that is permanently staffed by its employees. For individual/ sole proprietors, the term "resident" includes every individual who is in California for other than a temporary or transitory purpose and any individual domiciled in California who is absent for a temporary or transitory purpose. Generally, an individual who comes to California for a purpose which will extend over a long or indefinite period will be considered a resident. However, an individual who comes to perform a particular contract of a short duration will be considered a nonresident. For withholding purposes, a partnership is considered a resident partnership if it has a permanent place of business in California. An estate is considered a California estates if the decedent was a California resident at the time of death and a trust is considered a California trust if at least one trustee is a Califomia resident. More information on residency status can be obtained by calling the Franchise Tax Board at the numbers listed below: From within the United States, call 1.800.852.5711 From outside the United States, call 1.916.845.6500 For hearing impaired with TDD, call 1.800.822.6268 ARE YOU SUBJECT TO NONRESIDENT WITHHOLDING? Payments made to nonresident payees, including corporations, individuals, partnerships, estates and trusts, are subject to withholding. Nonresident payees performing services in California or receiving rent, lease or royalty payments from property (real or personal) located in California will have 7% of their total payments withheld for state income taxes. However, no withholding is required if total payments to the payee are $1500 or less for the calendar year. A nonresident payee may request that income taxes be withheld at a lower rate or waived by sending a completed form FTB 588 to the address below. A waiver will generally be granted when a payee has a history of filing Califomia returns and making timely estimated payments. If the payee activity is carried on outside of California or partially outside of California, a waiver or reduced withholding rate may be granted. For more information, contact: Franchise Tax Board Nonresident Withholding Section Attention: State Agency Withholding Coordinator P.O. Box 651 Sacramento, CA 95812-0651 Telephone (916) 845-4900 FAX: (916) 845-4831 If a reduced rate of withholding or waiver has been authorized by the Franchise Tax Board, attach a copy to this form. .4 C -C),R b iii,.......---- CERTIFICATE OF LIABILITY INSURANCE DATE IMM/DD/YYYY) 4/29/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Jessica Lopez NAME: Commercial The Brokerage PHONE The Brokerage, an Alera Group Company (A/C, No Ext): (949) 287-5677 (Fa No): (949) 335-0621 20261 SW Acacia St, Suite 200 E-MAIL ADDRESS:jlopez@thebrokerageins.com Newport Beach, CA 92660 INSURER(S) AFFORDING COVERAGE I NAIC # INSURER A : CompWest Insurance Company 12177 INSURED INSURER B : Haaker Equipment Company Total Clean INSURER C: 2070 North White Avenue INSURER 0: La Verne, CA 91750 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 LTR TYPE OF INSURANCE ADDL SUBR INSD MD POLICY NUMBER POLICY EFF POLICY EXP IMM/DD/YYYY) IMM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY OCCUR EACH OCCURRENCE $ CLAIMS-MADE DAMAGE TO RENTED PREMISES (Ea occurrence) $ GEN'L MED EXP (Any one person) $ PERSONAL & ADV INJURY $ AGGREGATE LIMIT APPLIES PER: PRO-POLICY JECT LOC OTHER: GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $ AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON-OWNED AUTOS ONLY AUTOS ONLY 1 COMBINED SINGLE LIMIT (Ea accident) $ $ BODILY INJURY (Per person) ' BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTIONS A WORKERS COMPENSATION AND EMPLOYERS LIABILITY Y / N X ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N / A (Mandatory in NH) — If yes, describe under DESCRIPTION OF OPERATIONS below CW WCP 100024973 5/1/2022 5/1/2023 y PER 0TH- " STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS! LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: All onerations nerformed by the Named Insured durina the current nolicv neriod. wcwvischedi CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: HAAKER EQU LOC #: 1 JLOPEZ ACORD ADDITIONAL REMARKS SCHEDULE Page 1 of I AGENCY Commercial The Brokerage POLICY NUMBER SEE PAGE 1 CARRIER SEE PAGE 1 NAIC CODE SEE P 1 NAMED INSURED Haaker Equipment Company Total Clean 2070 North White Avenue La Verne, CA 91750 EFFECTIVE DATE: SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Cancellation: *Should this policy be cancelled before the expiration date, The Brokerage, an Alera Group Company will mail 30 (thirty) days written notice to those Certificate Holders which require such action per contract or agreement." *Except 10 Days Notice of Cancellation for Non -Payment of Premium. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD HEREBY GRANTS WOMAN OWNED SMALL BUSINESS (WOSB) CERTIFICATION TO HAAKER EQUIPMENT CO. The identified small business is an eligible WOSB for the WOSB Program, as set forth in 13 C.F.R. part 127 and has been certified as such by an SBA approved ThirdParty Certifier pursuant to the Third Party Agreement, dated June 30, 2011, and available at www.sba.gov/wosb.The WOSB Certification expires on the date herein unless there is a change to the SBA’s regulation that makes the WOSB ineligible or there is a change in the WOSBthat makes the WOSB ineligible. If either occurs, this WOSB Certification is immediately invalid. The WOSB must not misrepresent its certification status to any otherparty, including any local or State government or contracting official or the Federal government or any of its contracting officials.Majority Female Owner: Cindy HaakerNAICS: 423110 UNSPSC: 20111610, 22101619, 25101919, 25181604, 47000000, 47121612Certification Number: WOSB180126Renewal Date: January 31, 2024WOSB Regulation Expiration Date: 1/31/2026 Pamela Williamson, Women's BusinessEnterprise Council - West President & CEO Pamela Prince-Easton, WBENC President & CEO LaKesha White, Vice President, Certification EXHIBIT I RFB AND ADDENDA District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 1 of 14 Procurement #FE-23-04-RFB LOS ANGELES COMMUNITY COLLEGE DISTRICT REQUEST FOR BID FOR CUSTODIAL EQUIPMENT AND SUPPLIES PROCUREMENT NO. FE-23-04-RFB PROJECT NO. 40J.5J55.05 / 50J.4J55.05 FOR LOS ANGELES COMMUNITY COLLEGE DISTRICT District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 2 of 14 Procurement #FE-23-04-RFB REQUEST FOR BID (RFB) CUSTODIAL EQUIPMENT AND SUPPLIES TITLE PAGE …………………………………………………………………………………….….1 TABLE OF CONTENTS………………………………………………………………….………..2 REQUEST FOR BID..............…..……………….....…………………………………….……….3 District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 3 of 14 Procurement #FE-23-04-RFB Key Action Dates Listed below are important actions dates and times regarding this Request for Bid (“RFB”). If changes to dates are found to be necessary up to the “Submittal of Bids” deadline, this will be accomplished by Addendum and published at the Online Vendor Portal: http://www.planetbids.com/portal/portal.cfm?CompanyID=21372,. Dates related to bids review, award notice, and contract execution are projected dates and may change without formal notice Action Date Legal Advertisement March 30, 2023 and April 3, 2023 Release of RFB (download from http://www.planetbids.com/portal/portal.cfm?CompanyID=21372) March 31, 2023 BuildLACCD Contracts is inviting you to a scheduled Zoom meeting. Join Zoom Meeting https://buildlaccd.zoom.us/j/86982473594?pwd=cm9jaVQ4VkpUQ0QzekJpRTdxTUs3dz09 Meeting ID: 869 8247 3594 Passcode: 924139 One tap mobile +16694449171,,86982473594#,,,,*924139# US +12532158782,,86982473594#,,,,*924139# US (Tacoma) April 6, 2023 at 10:00 AM Deadline for submission of Request for Information (RFI) and Request for Clarifications (RFC) April 11, 2023 at 10:00 AM Submittal of Bids April 18, 2023 at 2:00 PM Proposal Review and Award Determination From April 19-21, 2023 Post Notice of Intent to Award April 21- 25, 2023 District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 4 of 14 Procurement #FE-23-04-RFB REQUEST FOR BID (RFB) CUSTODIAL EQUIPMENT AND SUPPLIES for LOS ANGELES COMMUNITY COLLEGE DISTRICT ARTICLE 1 INTRODUCTION AND GENERAL PROVISIONS 1.1 PURPOSE AND SCOPE OF RFP The District is seeking assistance from qualified firms to provide pricing and warranty for Custodial Equipment and Supplies for use throughout the Los Angeles Community College District. The term of the Agreement is three (3) base years and two (2) one-year options, unless earlier terminated by the District. The intent of this solicitation which will result in multi-year Purchase Agreement with multiple vendors is to improve Total Cost of Ownership (TCO) and that will facilitate the Districtwide procurement of Custodial Equipment and Supplies to enhance the overall infrastructure of LACCD’s colleges. The Contract(s) that may be awarded following this Request for Bid process will be based upon, without limitation, the District’s authority pursuant to: Government Code sections 4526, 53060, Education Code sections 81644 and 81656 and Public Contract Codes Sections 20651.7 and 3400; as well as all applicable District policies regarding professional service procurements; and other applicable law. Equipment procured by LACCD under these Purchase Agreement shall be delivered throughout the District’s colleges. Products may be delivered via qualified Authorized 3rd Party Service Providers (Exhibit “F”) upon a series of pre-installation procedures. Qualified Authorized 3rd Party Service Providers shall be authorized by Manufacturers to honor Purchase Agreement warranty and extended service plans. Standard warranty should include twelve (12) month warranty periods with extended warranties identified as optional. 1.2 ABOUT THE DISTRICT The District is the largest community college district in the nation, with nine colleges serving more than 200,000 students. The District is governed by an elected seven-member Board of Trustees (elected at large for four year terms), and is part of the statewide California Community College system. The District was organized in 1969 and serves a population of several million residents in over one hundred cities, dispersed over an area of 884 square miles in metropolitan Los Angeles. The District extends from Agoura Hills in the west San Fernando Valley to the City of San Fernando in the north and Monterey Park to the east. The service area includes Culver City on the west side of the greater Los Angeles basin; Monterey Park and San Gabriel on the east side as well as Palos Verdes Estates and San Pedro to the south. The mission of the District is to provide comprehensive lower-division general education, occupational education, transfer education, counseling and guidance, community services, and continuing education programs which are appropriate to the communities served and which meet the changing needs of students for academic and occupational preparation, citizenship, and cultural understanding. The Western Association of Schools and Colleges accredits each of the nine colleges. The colleges range in size from 22 to over 450 acres. College facilities include newly constructed classroom buildings, outdated structures that are over 50 years’ old, as well as parking areas, maintenance yards, athletic fields and gymnasiums. Infrastructure at each college across the District is being enhanced to create a learning environment conducive to the needs of students for the foreseeable future. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 5 of 14 Procurement #FE-23-04-RFB 1.3 BASIC DEFINITIONS Capitalized terms shall have the meanings assigned to them in the Purchase Agreement, which are part of the Request for Bid (RFB) Documents. Capitalized terms not defined in the Purchase Agreement shall have the meanings assigned to them in, or (if none is assigned) as reasonably understood to apply to them by the context of, the portion of the RFB Documents where such terms are used. Use of the terms “Request for Bid” (“RFB”) and “Purchase Agreement”, although stated in the singular, is intended to mean each Bid that is submitted and each Purchase Agreement for which an Award may be made for each of the Classification of Goods included in the RFB Documents. 1.4 SUMMARY OF PROPOSED PROCUREMENT 1.4.1 Objective. LACCD is seeking Districtwide pricing and warranty offerings for the procurement of equipment, apparatus, materials and supplies, but not limited to: Cleaning Equipment and Accessories Enclosed Road Sweepers and Tennant Cleaning Equipment and Accessories Accessories Sustainable Sweeping Machines and Accessories General Cleaning Supplies 1.4.2 Destinations. Purchases of Goods by District will be delivered, at District’s discretion and as stated in its Orders, by Vendor to any of its nine (9) College campuses and all satellite campuses, listed below: Pierce College Los Angeles City College Los Angeles Harbor College Los Angeles Mission College East Los Angeles College West Los Angeles College Los Angeles Valley College Los Angeles Trade Tech College Los Angeles Southwest College Van de Kamp Campus South Gate Education Center Any Other LACCD Satellite 1.4.3 RFB Process. For purposes of Bidding and Award, the Goods have been placed into four (4) Classifications. Each Bid must be prepared using the Bid Form (Exhibit “C”), the Bid Sheet (Exhibit “D”) and all other forms identified and included with these RFB Documents. To be considered for Award, a Bidder SHALL submit a Bid for all items under the classification in the Bid Form (Exhibit “C”). Bidders not submitting a Bid for all items in the classification may be found non-responsive and may not be considered for Award. 1.4.4 Basis of Award. The District intends to Award one contract per Classification to the highest overall rated responsive and responsible Bidder. The final contract may include up to four (4) Classifications from the Bid Form (Exhibit “C”) and items from a successful Bidder’s discount off list price. .1 Process The District shall have a period of one hundred and twenty (120) days from the due date, as amended by Addenda, of the RFB in which to award the contracts. Bids will be scored and the highest rated Bids will be recommended for award to the District’s Board of Directors. .2 Determination of Bid Award and Evaluation Criteria. The Bids will be screened a two-phase process: (i) Phase 1 – Qualifying the responses. Vendor must complete and submit via the Online Vendor Portal all required documentation and materials stipulated in the RFB in order to be considered for Phase 2 of the evaluation process. (ii) Phase 2 – Awards will be made to the highest overall rated responsive and responsible Bidder, per Classification. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 6 of 14 Procurement #FE-23-04-RFB .3 Score. The District will award a contract, per Classification, to the highest overall rated responsive and responsible Bidder which best meets the evaluation criteria, including but not limited to the items listed. The District has assigned maximum values for each criterion listed below: (i) Quantity of Classifications Submitted (Exhibit “D”): 20 Points (ii) Key Personnel Resources (Exhibit “D”): 10 Points (iii) CED and LSEDV Certification: 10 Points (iv) Overall Product Discount (Exhibit “C”): 60 Points Maximum Total Points: 100 .4 Award of Contracts. Contract(s) will be awarded to the Vendor(s) presenting the highest overall rated responsive and responsible Bid and which provides the greatest value in the best interest of the District. 1.4.5 Purchase Price. The Purchase Price for one (1) unit of Goods within a Classification shall be the List Price less the Percentage Discount provided in the Bid Form (Exhibit “C) of the successful Bidder, plus Applicable Sales Taxes. 1.4.6 Net Price. The Net Price for one (1) unit of Goods within a Classification shall be the List Price less the Discount Percentage for each item on the Classification in the Bid Form (Exhibit “C”), exclusive of any fees such as set-up, freight, all inbound destination costs, and taxes. 1.4.7 Purchase Agreement. Subject to District’s rights set forth in this RFB, an Award will be made to a single successful Bidder for the Goods specified in the Bid Form (Exhibit “C”). Additionally, the successful Bidder will receive a Purchase Agreement that shall govern the purchases made by a subsequent Order, if any. Bids shall not include any exceptions, qualifications or exclusions to the RFB Documents, including, without limitation, the Purchase Agreement. The Term of the Purchase Agreement is for three (3) base years and two (2) one-year options, unless earlier terminated by the District. The form of Purchase Agreement is included in the RFB Documents or as modified by Addenda. 1.4.8 Ordering, Delivery Time. Delivery Dates are initially established in an Order issued to the Vendor. Deliveries may be required by District on any Day, other than Saturdays, Sundays and Holidays, between the hours of 8:00 a.m. and 3:00 p.m. or as agreed between the Vendor and District representative. 1.4.9 Quantities. Purchases will be made on an indefinite-quantity, indefinite-delivery basis. Participation by the District’s locations, including its nine (9) colleges, is voluntary and the District cannot guarantee any minimum purchase or participation by each location. 1.4.10 Conflicts. The requirements, processes, conditions and procedures set forth in this Section 1.2, although stated in the form of a summary, are nonetheless deemed part of the requirements of the RFB Documents. In the event there is any conflict between the summaries set forth in Section 1.2 and the terms of other portions of the RFB Documents, the more stringent provision shall govern. ARTICLE 2 BIDDER’S REPRESENTATIONS 2.1 THE BIDDER, BY SUBMITTING ITS BID, REPRESENTS THAT: 2.1.1 Capacity. The Bidder has carefully and thoroughly examined, compared and understood the RFB Documents (including, without limitation, any Specifications or Description of the Goods to be purchased included in the RFB Documents) and Purchase Agreement being concurrently requested, and acting in that District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 7 of 14 Procurement #FE-23-04-RFB capacity has satisfied itself that the RFB Documents are free of errors, conflicts, ambiguities, lack of coordination and conditions that violate Applicable Laws. 2.1.2 Compliance with RFB Documents. The Bid is made in compliance with the RFB Documents. 2.1.3 Basis of Bid. The Bid is based upon the materials, equipment and systems required by the RFB Documents without exception as well as delivery and set-up, if required. Each Bidder is to describe the Discount for the items in a classification (Exhibit “C”). The Discount(s) shall be the same for all locations where Goods are to be delivered in the District. Different Discount(s) for identical Goods because of location or usage rates is prohibited. Each Bidder is to independently determine the Discount at which Goods are to be ordered. An Order for stated quantities with identified discounts will constitute a fixed discount payable under the Purchase Agreement. The Bidder agrees to provide any volume discounts to all Goods regardless of delivery location. 2.1.4 Due Authorization. The person or persons signing the Bid on behalf of the bidder and issuing any bid Security for the benefit of the bidder, if required by the RFB Documents, are authorized to do so on behalf of the Bidder. 2.1.5 Requests for Substitutions. Notwithstanding the District's approval or disapproval of a request by the Bidder for Substitution, if the Bidder receives Award of the Purchase Agreement the Bidder will perform the Purchase Agreement strictly in accordance with the Contract Documents and without adjustment in the Bidder's Bid. 2.1.6 Requests for Clarification. The Bidder acknowledges and understands its affirmative obligation to carefully and thoroughly examine all RFB Documents and other information available to the Bidder relating to the Purchase Agreement and the terms and conditions under which the Purchase Agreement will be performed and to seek clarification during the request for information (RFI) and request for clarification (RFC) period of the RFB of any errors, omissions, conflicts, ambiguities, lack of coordination or noncompliance with Applicable Laws, or other matters set forth in or indicated by the RFB Documents or other documents reviewed by or available to the Bidder for review, that Bidder observes, or should have observed in the exercise of reasonable care in its capacity as a Bidder, could in any way affect the Bidder's ability to make the representations set forth above or to perform the Purchase Agreement for the discounts offered in its Bid and within the time period(s) required by the RFB Documents. Failure by the Bidder to do so shall not relieve the Bidder from its representations as set forth hereinabove nor serve as the basis for any claim by the Bidder that it was mistaken or misled in connection with the preparation of its Bid. The Sample Purchase Agreement in Attachment 15 (“Sample Agreement”) contains the terms and conditions the District will use when contracting with the awarded Vendor. The Sample Agreement is subject to change and are not binding as shown in this RFB. Any exceptions to, deviations from, or inability to comply with the requirements set forth in this RFB, or the terms and conditions contained in the Sample Agreement, must be declared in writing during the RFI/RFC time of the RFB process. By failing to declare exceptions and deviations during the RFI/RFC time of the RFB process, effectively, the Vendor waives its right to assert its inability to comply with any terms should the Vendor be awarded a contract. The District may, at its sole option, consider exceptions and deviations indicated in a Vendor’s RFI or RFC submitted at the Online Vendor Portal. Substantial exceptions and/or deviations to the Sample Agreement may deem a Vendor non-responsive to the RFB. The Sample Agreement specifies the minimum insurance requirements that must be met by the successful Bidder. The RFI period is identified at the Online Vendor Portal: http://www.planetbids.com/portal/portal.cfm?CompanyID=21372, 2.1.7 Public Contract Code 2204. In accordance with Public Contract Code section 2204 (a), the Bidder certifies and represents that at the time its Bid is submitted, the Bidder is not identified on a list created pursuant to subdivision (b) of Public Contract Code section 2203 as a person (as defined in Public Contract Code section 2202(e)) engaging in investment activities in Iran described in subdivision (a) of Public Contract Code section 2202.5, or as a person described in subdivision (b) of Public Contract Code section 2202.5, as applicable. Bidders are cautioned that making a false certification and representation may subject the Bidder to civil penalties, termination of existing contract, and ineligibility to Bid on a contract for a period of three (3) years District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 8 of 14 Procurement #FE-23-04-RFB in accordance with Public Contract Code section 2205. Bidder agrees that submission of its Bid shall constitute Bidder’s certification and representation as aforesaid. 2.2 MISREPRESENTATION BY BIDDER The District may determine as unresponsive any Bid in which any statement or representation made or incorporated by reference in the Bid (or in the attachments or other documents submitted with the Bid) is false, incorrect or materially incomplete and misleading. ARTICLE 3 REQUEST FOR BID (RFB) DOCUMENTS 3.1 COPIES 3.1.1 Availability. RFB Documents maybe downloaded online, as stated in the Notice to Bidders. 3.1.2 Use of Complete Sets. The Bidder shall use complete sets of RFB Documents in preparing its Bid. The District assumes no responsibility for errors or misinterpretations resulting from the use of incomplete sets of RFB Documents. 3.2 INTERPRETATION OR CORRECTION OF REQUEST FOR BID (RFB) DOCUMENTS 3.2.1 Examination by Bidder. The Bidder shall, with reasonable care and diligence, carefully and thoroughly examine and compare the RFB Documents, as well as other documentation available from the District, and shall report to the Program Manager any errors, conflicts, ambiguities, lack of coordination or conditions that violate Applicable Laws 3.2.2 Requests for Clarification. If the Bidder requires clarification or interpretation of the RFB Documents, it shall make a written request which shall reach the contract administrator. All requests by Bidders for clarification of the RFB Documents must be submitted, in writing, at the Online Vendor Portal up to, including and no later than the seventh (7th) Day prior to Date for Receipt of Bids. The date and time requests for clarifications shall be identified at the Online Vendor Portal http://www.planetbids.com/portal/portal.cfm?CompanyID=21372 and the portal shall not accept requests for clarifications after the stated date and time. Enter questions or request for clarifications by navigating to the Online Vendor Portal (PlanetBids) and select Purchase Agreement for Custodial Equipment and Supplies #FE- 23-04-RFB. Select the “Q&A” Tab then select the “Ask Question” button. The following pop-up window will display: Enter ONE (1) QUESTION per pop-up window. Click the “Ask Question” button for each new question and enter as many questions required for clarifications. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 9 of 14 Procurement #FE-23-04-RFB 3.2.3 Addenda. Interpretations, corrections and changes of the RFB Documents will be made by Addendum. Interpretations, corrections and changes of the RFB Documents made in any other manner will not be binding, and the Bidder shall not rely upon them. 3.2.4 Communications. The Bidder shall not, at any time during the RFB process following advertisement of the Notice to Bidders, communicate with the Program Manager, College Project Team or with employees of representatives of the District or College except by means of written requests for clarification. 3.3 SUBSTITUTIONS 3.3.1 Standards. The materials, products and equipment described in the Bidding Documents establish a standard of required function, dimension, appearance and quality to be met by any proposed Substitution. 3.3.2 Requests for Substitutions. The Bidder must make requests for Substitutions on the District’s Substitution Request Form included in the Bidding Documents. Such requests shall comply with the requirements of the Bidding Documents. Such requests shall include the Classification, Item Number and Product Type found on Exhibit “C” Bid Form of the Bidding Documents, name of the material or equipment for which it is to be substituted and a complete description of the proposed Substitution, including specifications, performance and test data and other information necessary for an evaluation. The burden of proof of the merit of the proposed Substitution is upon the Bidder. The District’s decision of approval or disapproval of a proposed Substitution shall be final. Addenda shall be issued to all Bidders describing any requested Substitution that is approved by the District. 3.3.3 Deadline for Submission. No Substitution will be considered after the Date for RFI/RFC as identified at the Online Vendor Portal and as amended by Addenda. Once the Substitution Request Form(s) is/are complete combine them in one (1) PDF or other like document and following the instructions here: Navigate to the procurement title and number for the procurement described in the Request for Bid document. Once logged in to the procurement navigate to the “Q&A” Tab. Follow the instructions in Section 3.2.2 Request for Clarifications and enter the following: “Attached are Substitution Requests for consideration”. In the pop up window the Bidder may attach the file with the substitution requests by clicking “Attachment” Field. See below: 3.4 ADDENDA 3.4.1 Transmittal. Addenda will be transmitted to all prospective Bidders who requested a complete set of Bidding Documents. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 10 of 14 Procurement #FE-23-04-RFB 3.4.2 Inspection. Copies of Addenda will be made available for inspection wherever Bidding Documents are on file for that purpose. 3.4.3 Issuance. Addenda will be issued no later than seventy-two (72) hours prior to the Date for Receipt of Bids as identified at the Online Vendor Portal or amended by Addenda, except an Addendum withdrawing the Request for Bid or one which includes postponement of the Date for Receipt of Bids. 3.4.4 Receipt by Bidder. Failure of the Bidder to receive Addenda shall not relieve the Bidder from any obligation under its Bid as submitted. All Addenda issued shall be included in the Bidder’s Bid. The Bidder shall identify and list in its Bid all Addenda received and included in its Bid. Failure to so acknowledge in its Bid the receipt of all Addenda may be asserted by the District as a basis for determining the Bid non-responsive. ARTICLE 4 REQUEST FOR BID PROCEDURES 4.1 PREPARATION OF BIDS 4.1.1 Bidders shall enter discounts for line items using the Bid Form (Exhibit “C”) included in the RFB Documents. Bidders presented on forms not provided in the RFB Documents shall be disregarded and determined non-responsive. A Bid is nontransferable. 4.1.2 Blanks. All blanks on the Bid Form (Exhibit “C”) shall be legibly executed in a non-erasable medium. 4.1.3 Figures. Discounts shall be expressed in figures on the Bid Form (Exhibit “C”). 4.1.4 Alterations. Interlineations, alterations and erasures must be initialed by each and all of the signer(s) of the Bid. 4.1.5 Multiple Bids. Where two or more Bids have been requested, the Bidder may state in its Bid the Bidder’s refusal to accept award of less than the combination of Bids stipulated by the Bidder. The Bidder shall make no additional stipulations on the Bid Form (Exhibit “C”) nor qualify the Bid in any other manner. 4.1.6 Name of Bidder. Each copy of the Bid shall state the legal name of the Bidder and the nature of legal form of the Bidder. Each copy shall bear the longhand signature and printed name and title of the person or persons legally authorized to bind the Bidder to a contract. A Bid by a corporation shall further give the state of incorporation and have the corporate seal affixed. A Bid submitted by an agent shall have a current power of attorney attached certifying the agent’s authority to bind the Bidder. 4.1.7 Bidder Documents. The Bidder shall provide the following documents with its Bid: .1 Minimum Performance and Service Requirements (Exhibit “A”) .2 Bid Form included in the RFB Documents (Exhibit “C”) .3 Bid Sheet (Exhibit “D”) .4 Bidder’s Questionnaire (Exhibit “E”) .5 Authorized 3rd Party Service Providers (Exhibit “F”), if none, please indicate so on the form, sign the document, and include with your submission .6 Acknowledgement of Addenda (Exhibit “G”) .7 CED and LSEDV Certification District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 11 of 14 Procurement #FE-23-04-RFB .8 Non-Collusion Declaration, in the form included in the RFB Documents .9 Conflict of Interest Certification .10 Non-Discrimination Declaration .11 W-9 or Payee Data Record .12 Certificates of Insurance (“COI”) 4.1.8 Modifications by Bidder. Changes or additions to the Bid Form (Exhibit “C”), including, without limitation, conditions or limitations, alternative Bids or any other modification of the Bid Form (Exhibit “C”), which is not specifically called for by the RFB Documents, may result in the District's rejection of the Bid as being non- responsive. No oral, telephonic, electronic, facsimile or telegraphic modification of any Bid submitted will be considered. 4.1.9 Interested Bidder. No person, partnership, joint venture, corporation or other association of persons or entities submitting a Bid shall be allowed to submit more than one Bid or be interested in a Bid submitted by any other Bid. 4.1.10 Applicable Laws. All Bids must be submitted, filed, made and executed in accordance with Applicable Laws (including, without limitation, federal laws, if any, that may apply) relating to Bids for contracts of the nature provided for by the RFB Documents, whether the same are expressly referred to herein or not. 4.1.11 Trade In Program. Pursuant to Education Code Section 81454 the governing board of any community college District may dispose of personal property belonging to the District for the purpose of replacement by providing in the notice calling for Bids for furnishing new materials, articles, or supplies that each Bidder shall agree in its Bid to purchase the property being replaced and to remove it from the school grounds and shall state in its Bid the amount which it will deduct from the price bid for furnishing new materials, articles, or supplies as the purchase price for the personal property being purchased from the District. 4.1.12 Contractor Registration. Per Senate Bill 854 (SB854), vendors and contractors performing public works projects above $1,000 must be registered with the Department of Industrial Relations (DIR). Effective April 1, 2015, only contractors/subcontractors that have active registrations with the DIR may be awarded. All certified payroll records (CPRs) must be electronically submitted to the Labor Commissioner. Responders must provide their contractor registry identification number and certify that they and any subcontractors performing public works projects are actively registered with the DIR in Exhibit E: Bidder’s Questionnaire, Item 8. To register with the DIR, vendors and contractors may visit the on-line application registry link at http://www.dir.ca.gov/Public-Works/PublicWorks.html. 4.1.13 Drug-Free Workplace Certification. By accepting a contract or purchase order, the Vendor certifies under penalty of perjury under the laws of State of California that the Vendor will comply with the requirements of the Drug-Free Workplace Act of 1990 (GCC, Section 8355 et seq.) and will provide a drug-free workplace by doing all of that which Section 8355 et seq. requires. 4.1.14 Piggyback Clause. For the term of the agreement and any mutually agreed extensions pursuant to this RFB, other K-12 Participating Agencies and community colleges or Participating Agencies, any public corporation or agency, including any county, city, town or public corporation or agency within the State of California may be considered “piggybackee”, and purchase an identical item(s) at the same price and upon the same terms and conditions pursuant to section 20118 (K-12) and 20652 (Community Colleges) of the Public Contract Code. The District waives its right to require such other Participating Agencies/colleges and/or any Participating Agencies to draw their warrants in the favor of the District as provided in said Code sections. Additionally, other public and private school Participating Agencies, public and private colleges or universities, or any public corporation or agency, including any county, city, town or public corporation or agency in the United States, may purchase identical items(s) at the same price and upon the same terms and conditions. The Vendor will be asked to accept or decline the piggyback clause option in Exhibit G: Bidder’s Questionnaire. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 12 of 14 Procurement #FE-23-04-RFB 4.1.15 Insurance. Within ten (10) days of the issuance of a Purchase Order or other similar instrument for the procurement of Meeting Space Furniture, Equipment and Services under this Agreement, the Vendor and each Subcontractor identified in its Subcontractors List issued by the Vendor for such Purchase Order shall deliver to the agency issuing the Purchase Order or other similar instrument Certificates of Insurance evidencing the insurance coverage in the minimum amounts noted below. The foregoing notwithstanding, a Participating Agency may require additional or different insurance coverage or minimum amounts in connection with any specific procurement of Meeting Space Furniture, Equipment and Services. In such event, such additional or different insurance requirements shall be noted in the Purchase Order or other instrument evidencing the procurement of Meeting Space Furniture, Equipment and Services, and the Vendor shall comply with the same. .1 Workers’ Compensation Insurance. The Vendor and all Subcontractors to the Vendor for each procurement of Meeting Space Furniture, Equipment and Services shall obtain and maintain Workers’ Compensation Insurance with coverage amounts under such policies in accordance with applicable law. .2 Commercial General Liability Insurance. The Vendor and all Subcontractors to the Vendor for each procurement of Meeting Space Furniture, Equipment and Services shall obtain and maintain Commercial General Liability Insurance Policies covering: injuries, including accidental death, to persons, damage to property, completed operations, and contractual liability. Minimum coverage amounts under each such Commercial General Liability insurance policy shall be One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate. .3 Modifications; Cancellation; Additional Insured. Each Participating Agency procuring Meeting Space Furniture, Equipment and Services hereunder shall be additional named insured to the Commercial General Liability insurance policies of the Vendor and its Subcontractors for each specific procurement of Meeting Space Furniture, Equipment and Services. The Workers’ Compensation insurance policy and the General Liability insurance policies of the Vendor and each Subcontractor for each specific procurement of Meeting Space Furniture, Equipment and Services shall include provisions that the policy terms will not be materially modified and the policy will not be cancelled or terminated without at least thirty (30) days advance written notice to the Participating Agency, as applicable. .4 Standard Commercial Automobile Liability Insurance covering all owned, non- owned and hired automobiles, trucks, and trailers with a combined single limit of $1,000,000. 4.2 SUBMISSION OF BIDDERS 4.2.1 Electronic Submission. Bids and any other documents required to be submitted with the Bid shall be uploaded at the Online Vendor Portal. 4.2.2 Deposit. Bids shall be uploaded at the Online Vendor Portal up to Local Time. Bids shall be received online by the time and Date for Receipt of Bids. Bids received after the Date for Receipt of Bids shall not be considered. The District reserves the right to postpone the Date for Receipt of Bids by issuance of an Addendum to the RFB Documents. 4.2.3 Timely Receipt. The Bidder assumes full and sole responsibility for timely receipt of its Bid and any other documents required to be submitted with the Bid, by the District at the Online Vendor Portal. NOTE: Pushing the submit button on the electronic system may not be instantaneous; it may take time for the Bidder’s documents to upload and transmit before the Bid is accepted. It is the Bidder’s sole responsibility to ensure their document(s) are uploaded, transmitted, and arrive in time electronically. Once a Bidder’s Bid is successfully uploaded to the Online Vendor Portal the Bidder will receive a five (5) digit “VBID” electronic confirmation number and it should be recorded by a Bidder for reference. If the Bidder does not receive an electronic confirmation “VBID” number the Bidder’s upload was not successful or submitted after the Bid date and time. The District will have no responsibility for Bids that do not arrive in a timely manner, no matter the reason. Note: Uploading a Bid requires a personal identification number (PIN). Prior to uploading, verify the PIN is available otherwise contact PlanetBids to obtain the PIN. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 13 of 14 Procurement #FE-23-04-RFB 4.2.4 4.2.5 Delivery Methods Permitted. Deposit of Bidders shall be by electronic upload only. Oral, telephonic, telegraphic, facsimile transmitted Bids shall not be considered. 4.3 WITHDRAWAL OR RESUBMISSION OF BID 4.3.1 No Withdrawal After Date for Receipt of Bids. Except as otherwise permitted by the RFB Documents, this Bid shall remain open for a period of sixty (60) Days after the Date for Receipt of Bids and during that period of time shall not, without the written consent of the District, be modified, withdrawn or canceled by the Bidder. 4.3.2 Withdrawal Prior to Date for Receipt of Bids. Prior to the time and Date for Receipt of Bids, a Bid submitted may be withdrawn by notice to the party receiving Bids at the place designated for receipt of Bids as provided in the Notice to Bidders. Such notice shall be in writing over the signature of the Bidder. Written confirmation over the signature of the Bidder shall be received, and date and time-stamped by the receiving party on or before the time and Date of Receipt of Bids. 4.3.3 Resubmission. Withdrawn Bids may be resubmitted up to the time and Date of Receipt of Bids provided that they are then fully in conformance with these RFB Documents. ARTICLE 5 CONSIDERATION OF BIDS 5.1 OPENING OF BIDS All Bids shall be received at the Online Vendor Portal no later than Local Time. Without limitation to the District's right to reissue the RFB, if two or more responsive Bidders from responsible Bidders are the same, then the successful Bidder may be chosen by the District or multiple Awards may be made. 5.2 REJECTION OF BIDS The District shall have the right to reject any or all Bids. A Bid not accompanied by Bidder submittals required by the RFB Documents, or a Bid which is in any way incomplete or irregular, is subject to rejection. 5.3 WAIVER OF IRREGULATIES. The District shall have the right to waive informalities and irregularities in a Bid received or in the RFB process. 5.4 AWARD 5.4.1 Basis of Award. It is the intent of the District to Award One Purchase Agreement per Classification to the highest overall rated responsive and responsible Bidder who have submitted their Bid in accordance with the requirements of the RFB Documents. 5.4.2 Notice of Award. Within 120 Days following the Receipt of Bids, the District will issue a Notice of Intent to Award the Purchase Agreement identifying the name of the Bidder(s) to whom the District intends to Award and such notice may be posted at the Online Vendor Portal. The District may, in its sole and exclusive discretion, elect to extend the time for its issuance of its Notice of Intent to Award. 5.4.3 Protests Procedures. Refer to Attachment 18. In the event of a conflict between any of the provisions at the Online Vendor Portal and the RFB documents, the provisions in the RFB documents shall control. District-wide Procurement Request for Bid Custodial Equipment and Supplies Page 14 of 14 Procurement #FE-23-04-RFB ARTICLE 6 CONTRACT The successful Bidder shall be required to execute the Purchase Agreement in the form included in the RFB Documents. The Purchase Agreement shall not be binding upon the District until it has been approved by the Board of Trustees and executed by the District. END OF REQUEST FOR BID EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 1 of 4 Procurement #FE-23-04-RFB Listed below are the specific minimum performance and service requirements for the Custodial Equipment and Supplies Request for Bid (RFB). This form must be completed and submitted with the RFB. The completed form of the following Minimum Performance & Service Requirements must be executed where noted by a responsible and authorized employee or officer of the Supplier submitting the RFB. Each requirement includes a specific explanation of its value to the Colleges and District, and is considered mandatory to provide. If a Supplier does not agree to all the requirements in this Exhibit, they may be found non- responsive. Criterion/ Category Item Requirement Justification -A- Manufacturer Requirements 1 All products submitted shall be of Institutional and/or Industrial quality used in demanding and harsh environments; must be designed to provide up to fifteen (15) useable life to the District. Provides the District with the assurance that the products will retain value and performance while being used in a demanding environment. 2 All products must be specifically designed for a commercial (not residential or occasional use) application. Assures the District that no product that cannot withstand the rigors of this environment will be procured. 3 All products must carry a warranty inclusive of parts (and labor) for a minimum of five (5) years, available through either the Manufacturer or the Authorized Servicing agency. Reduces potential output of resources over the life of the product and that the product will remain in operation without expending additional funds. 4 All products must be capable of being maintained by locally trained and certified personnel. Assures the District that products will be promptly serviced with minimal downtime. 5 All warranty documentation must be provided in both soft and hard copies to the District within ten (10) days of product receipt. District may withhold invoice payment if not received. Ensures that proper documentation is received in a timely manner by the District, reducing potential loss of data. 6 All products will be considered FOB Destination (the College purchasing the equipment), as directed by the District, with the Vendor managing all freight claims following shipment from the factory. Vendor will not invoice the District for replacement of freight- damaged product regardless of future invoice credit potential. Reduces labor costs for District to manage additional paperwork for details that are outside of their control, resulting in financial savings. EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 2 of 4 Procurement #FE-23-04-RFB Criterion/ Category Item Requirement Justification -A- Manufacturer Requirements (cont’d) 7 Provide local manufacturer representation (may be in addition to a dealer representative) who will facilitate product specification accuracy, technical specifications for building interface, project scheduling, shipment and warranty issues with Service Provider. Assures effective communication between factory and District, which can save money for the District during the project and in the future; requires Vendor to produce adequate documentations of technical requirements for other project Vendors, reducing potential mistakes or delays. -B- Service Requirements 1 Provide all technical information to the Relocation Project Manager (RPM) in electronic format in the timeframe required by the project, including scope of requirements by others necessary to make product functional, and timing of Purchase Orders. Reduces the potential for product being ordered at the wrong time, information being lost or misplaced, proper coordination timing for items attached to buildings, and allowing data to be easily transmitted to other service providers, as needed. 2 Vendor must inspect item(s) upon receipt at vendor location, perform incidental assembly, set in place, confirm operability of all products, remove all packaging materials, and manage freight claims, as needed, to stay within agreed upon schedule. Assume responsibility for site damage, as needed. Communicate any changes or concerns immediately in writing with RPM. Assures smooth delivery process of all items; assures the District that all services necessary to make the products function are addressed. 3 Vendor must test provided item(s) for operability, and adjust as required; remove all packaging from site. Confirms product viability at time of delivery, reducing downtime. 4 Execute Punch List review of all purchased items with RPM, and complete Punch List items within seven (7) business days, preferably prior to building occupancy. All products must be accounted for, and accepted in writing, by RPM. Assures District that all services necessary to make the products functional for the College have been addressed properly and in a timely manner. 5 Assume all financial responsibility for extra handling, storage or other required services if the product arrives ahead of identified project schedule. District agrees to confirm the project schedule and delivery timing no later than three (3) weeks prior to target date. Assures supplier ownership of Manufacturers’ performance and project success, reducing costs; sets realistic expectations for communications between the supplier and the District. EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 3 of 4 Procurement #FE-23-04-RFB Criterion/ Category Item Requirement Justification -B- Service Requirements (cont’d) 6 Vendor must provide one (1) free detailed training on the operation of the units provided to pre-determined College staff following delivery. Reduces the potential downtime for the College due to unfamiliarity with new equipment. 7 Respond to post-installation requirements within forty-eight (48) hours of request, and fulfill all replacement requirements within seven (7) business days. Reduces the potential downtime for the College in cases of product malfunction or warranty issues. 8 Provide project quotations, asset roll-ups, and invoicing per District’s established protocol. Vendor must accommodate District requirements for Quotes, Invoice Format, Timing, and other relevant order details. Reduce time delays for issuance of Purchase Orders and expedites payment to Vendor by reducing potential communication issues. 9 All warranty documentation must be provided in both soft and hard copies to the District within ten (10) days of product receipt. District may withhold invoice payment if not received. Reduces the potential for information not being provided to the District. 10 Vendor agrees to provide the appropriate material handling equipment – pallet jacks, four and two-wheel dollies, etc. – necessary for inside delivery of all products. Reduces costs to the College by reducing additional staffing to move equipment into the building. 11 Vendor agrees to deliver all products to the location or building indicated by the College representative. No deliveries are to be off-loaded at the facilities department without prior written consent of the College. NOTE: Addresses in Exhibit B – Delivery Locations are for reference and logistic considerations ONLY. The final delivery location will be provided in an Order or by the College representative. Reduces cost to the Colleges by eliminating College facilities involvement and re- delivery. EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 4 of 4 Procurement #FE-23-04-RFB Criterion/ Category Item Requirement Justification -B- Service Requirements (cont’d) 12 Using the Key Performance Requirements listed in Exhibit C – Technical Specifications, recommend only those specific manufacturer’s product solutions that best meet the District business requirements. It is the Vendor’s responsibility to make that determination and recommend only products that demonstrate those inherent qualities. Requires Manufacturer to have intimate knowledge of both District needs and manufacturing capability, increasing the probability that effective and appropriate solutions will be presented. 13 Communicate any and all changes to the schedule, requirements, or expectations in writing, addressed to the District contact and copied to purchasing contact. Agency commits to providing written confirmation of site availability for installation no later than three (3) weeks prior to scheduled date. Reduces the possibility of verbal commands that could incur expense to the District. Provides Vendor with assurance that spaces will be ready for installation in time to allow production can be delayed without financial impact to the Vendor. 14 Protect all areas of Vendor product installation, conveyances and paths of travel from damage due to transport or installation of Vendor products. Assume responsibility for site damage caused by Vendor crews and sub-contractors. Resolve issues within ten (10) days. Reduces costs to District as well as potential delays to opening new facilities. I have read and understood the expectations defined in Exhibit A: Minimum Performance and Service Requirements. Name: ___________________________________ Supplier: __________________________________ Title: ____________________________________ Date: __________________________________ Signature: DELIVERY LOCATIONS FOR THE LOS ANGELES COMMUNITY COLLEGE DISTRICT The Los Angeles Community College District consists of the following nine (9) colleges and the Educational Services Center. Deliveries for all orders purchased through the building program (“BuildLACCD”) will be at the direction of the Relocation Project Manager (“RPM”) and will be provided when a Quote is requested and included in an Order. DISTRICT MAIN COLLEGES EAST LOS ANGELES COLLEGE LOS ANGELES PIERCE COLLEGE (“ELAC”) (“LAPC”) 1301 Avenida Cesar Chavez 6201 Winnetka Avenue Monterey Park, CA 91754 Woodland Hills, CA 91371 LOS ANGELES CITY COLLEGE LOS ANGELES SOUTHWEST COLLEGE (“LACC”) (“LASC”) 840 Heliotrope Drive 1600 West Imperial Highway Los Angeles, CA 90029 Los Angeles, CA 90047 LOS ANGELES HARBOR COLLEGE LOS ANGELES TRADE-TECHNICAL COLLEGE (“LAHC”) (“LATTC”) 1111 Figueroa Place 2100 S. Flower St. Wilmington, CA 90744 Los Angeles, CA 90007 LOS ANGELES MISSION COLLEGE LOS ANGELES VALLEY COLLEGE (“LAMC”) (“LAVC”) 13356 Eldridge Avenue 5800 Fulton Ave. Sylmar, CA 91342 Van Nuys, CA 91401 WEST LOS ANGELES COLLEGE (“WLAC”) 4800 Freshman Drive Culver City, CA 90230 ADDITIONAL LOCATIONS EDUCATIONAL SERVICES CENTER BUILDLACCD PROGRAM MANAGEMENT OFFICE (“ESC”) (“PMO”) 770 Wilshire Blvd., Staff Service 7th 1055 Corporate Center Drive Los Angeles, CA 90017 Monterey Park, CA 91754 SATELLITE COLLEGE(S) SOUTHGATE EDUCATIONAL CENTER 2525 Firestone Boulevard Southgate, CA 90280 District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Delivery Locations Page 1 of 1 EXHIBIT C BID FORM District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Form 1 of 3 Name of Bidder: Address: City, State, Zip: TO: The Los Angeles Community College District, acting by and through its Board of Trustees, herein called the "District". Item No.Item Description Discount off List (Product Only) - Stated in Number Percentages Advance/ Nilfisk CleanMax IPC Eagle NSS ProTeam Sanitaire Windsor/ Karcher 0.00%0.00%0.00%0.00%0.00%0.00%0.00% Average Discount for Line 1: Advance/ Nilfisk ICE intelligent Cleaning Equipment NSS ProTeam Viper Windsor/ Karcher 0.00%0.00%0.00%0.00%0.00%0.00% Average Discount for Line 2: Kaivac/Versa MotorScrubber Square Scrub 0.00%0.00%0.00% Average Discount for Line 3: Hydro Tek Windsor/ Karcher 0.00%0.00% Average Discount for Line 4: Advance/ Nilfisk NSS Viper Windsor/ Karcher 0.00%0.00%0.00%0.00% Average Discount for Line 5: Windsor/ Karcher 0.00% Average Discount for Line 6:0.00% Unger 0.00% Average Discount for Line 7:0.00% PortaCool 0.00% Average Discount for Line 8:0.00% 0.00% 0.00% 0.00% Pursuant to the Notice to Bidders, the undersigned Bidder, having carefully examined all of the Bidding Documents, proposes and agrees to furnish, in accordance with the Bidding Documents and Modified by all Addenda issued prior to submission of this Bid (including, without limitation, the Terms and Conditions) all things necessary for the undersigned to furnish the below-listed Goods to the Los Angeles Community College District for the following discounts. 2 Floor Burnishers, Floor Scrubbers, Sweepers, Sweepers/Scrubbers, Multi-Surface Cleaners, Push/Ride on Cleaners, Orbital Auto Scrubbers, and Accessories 3 Restroom Cleaning Equipment and Accessories Vacuums - Upright, Canister, Wide Area, Lightweight Backpack, Wet-Dry, and Accessories1 Classification A: Cleaning Equipment and Accessories (Listed Brands or Equal) 0.00% 0.00% 5 Carpet Cleaning Equipment, Carpet Cleaners, Dual Cleaner/Extractor, Canister Extractor and Carpet Extractors, and Accessories 6 Gum Cleaners, Steam Cleaners, and Accessories 7 Window Cleaning Equipment, DI Pure Water System, Hydro Power Equipment, Squeegees, and Accessories 4 Pressure Washers and Accessories 8 Portable Cooler, Portable Air Conditioners, Air Purifiers, and Accessories EXHIBIT C BID FORM District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Form 2 of 3 Item No.Item Description Discount off List (Product Only) - Stated in Number Percentages Fresh Wave IAQ 0.00% Average Discount for Line 9:0.00% Nilfisk Windsor/ Karcher 0.00%0.00% Average Discount for Line 10: 3M Advance/ Nilfisk Impact Rubbermaid Safety Zone Spartan Windsor/ Karcher 0.00%0.00%0.00%0.00%0.00%0.00%0.00% Average Discount for Line 11: Overall Average Discount for Classification A: Tennant 0.00% Tennant 0.00% Overall Average Discount for Classification B: Green Machines 0.00% Green Machines 0.00% Overall Average Discount for Classification C: Nighthawk 0.00% Nighthawk 0.00% Overall Average Discount for Classification D: 0.00% 0.00% 17 General Cleaning Parts & Supplies NOTE: THE BID DISCOUNT IS THE MINIMUM COMPETITIVE DISCOUNT OFFERED ON PRODUCT ONLY FOR THE TERM OF THE CONTRACT. APPLICABLE THIRD PARTY FREIGHT, DELIVERY, ANY OTHER FEES AND SALES TAX WILL BE QUOTED SEPARATELY AT THE TIME OF THE QUOTE. 0.00% Odor Abatement Equipment and Accessories9 General Cleaning Parts & Supplies 15 General Cleaning Parts & Supplies 12 Floor Burnishers, Floor Scrubbers, Sweepers, Sweepers/Scrubbers, Multi-Surface Cleaners, Push/Ride on Cleaners, Orbital Auto Scrubbers, Carpet Extractors, Vacuums, Specialty Cleaning Equipment, Dryers, and Accessories 14 Sustainable Sweepers (Ride-on/Walk Behind) and Accessories Classification C: Sustainable Sweeping Machines and Accessories (Listed Brand or Equal) Classification D: Enclosed Road Sweepers and Accessories (Listed Brand or Equal) 16 Enclosed Road Sweepers and Accessories 10 Road Sweepers and Accessories 11 General Cleaning Parts & Supplies - Buckets, Wringers, Containers, Mops, Brooms, Dust Pan, Sprayer, Cloths, Step Ladders, Squeegee, Scrapers, Brushes, Dollies, Hoses, Signage, Toilet Bowl Cleaners, Carts, Air Mover, Chemicals, etc. 0.00% 0.00% 0.00% Classification B: Tennant Cleaning Equipment and Accessories (Listed Brand or Equal) 13 EXHIBIT C BID FORM District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Form 3 of 3 Item No.Bid Item Description No. of Units for Bidding Delivered Bid Price Stated in Figures Carry Up Labor/Regular 1 (ONE) HOUR Carry Up Labor/Over Time 1 (ONE) HOUR Installer or Technician Labor/Regular 1 (ONE) HOUR Installer or Technician Labor/Over Time 1 (ONE) HOUR Storage Rates per Cubic Foot, Beyond 30 Days 1 (ONE) CU FT Additional Training Beyond Initial Set-up 1 (ONE) HOUR Lifting or Moving Equipment Services (Rental Per Hour)1 (ONE) HOUR Bid Item Description Yes No 16 Are you able to provide preventative care on equipment if required? Contract rates for services required above and beyond those defined in the Standard Scope of Work defined in Exhibit A: Mandatory Performance and Service Requirements (attach separate page for additional rate details as needed) Additional Unit Pricing for Ancillary Products and Services 15 Preventative Care (to be priced at the time of the quote) District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Discount on Other Brands (Supplemental) 1 of 1 Brand Discount off List List Other Brands Discount off List List Other Brands Discount off List List Other Brands Discount off List Classification A:Classification B:Classification C:Classification D: All Other Brands 0.00%All Other Brands 0.00%All Other Brands 0.00%All Other Brands 0.00% 3M 0.00%3M 0.00%3M 0.00%3M 0.00% Advance 0.00%Advance 0.00%Advance 0.00%Advance 0.00% American-Lincoln 0.00%American-Lincoln 0.00%American-Lincoln 0.00%American-Lincoln 0.00% Amarsco 0.00%Amarsco 0.00%Amarsco 0.00%Amarsco 0.00% Aztec 0.00%Aztec 0.00%Aztec 0.00%Aztec 0.00% Betco 0.00%Betco 0.00%Betco 0.00%Betco 0.00% CIMEX 0.00%CIMEX 0.00%CIMEX 0.00%CIMEX 0.00% Clarke 0.00%Clarke 0.00%Clarke 0.00%Clarke 0.00% CleanMax 0.00%CleanMax 0.00%CleanMax 0.00%CleanMax 0.00% Diamabrush 0.00%Diamabrush 0.00%Diamabrush 0.00%Diamabrush 0.00% Factory Cat 0.00%Factory Cat 0.00%Factory Cat 0.00%Factory Cat 0.00% IPC Eagle 0.00%IPC Eagle 0.00%Green Machines 0.00%IPC Eagle 0.00% Impact 0.00%Impact 0.00%IPC Eagle 0.00%Impact 0.00% Kaivac Cleaning Systems 0.00%Kaivac Cleaning Systems 0.00%Impact 0.00%Kaivac Cleaning Systems 0.00% Karcher 0.00%Karcher 0.00%Kaivac Cleaning Systems 0.00%Karcher 0.00% Koblenz 0.00%Koblenz 0.00%Karcher 0.00%Koblenz 0.00% Minuteman 0.00%Minuteman 0.00%Koblenz 0.00%Minuteman 0.00% Motor Scrubber 0.00%Motor Scrubber 0.00%Minuteman 0.00%Motor Scrubber 0.00% MYTEE 0.00%MYTEE 0.00%Motor Scrubber 0.00%MYTEE 0.00% Nacecare Solutions 0.00%Nacecare Solutions 0.00%MYTEE 0.00%Nacecare Solutions 0.00% Nilfisk Advance 0.00%Nilfisk Advance 0.00%Nacecare Solutions 0.00%Nighthawk 0.00% Nobles 0.00%Nobles 0.00%Nilfisk Advance 0.00%Nilfisk Advance 0.00% NSS 0.00%NSS 0.00%Nobles 0.00%Nobles 0.00% Onyx 0.00%Onyx 0.00%NSS 0.00%NSS 0.00% Pacific Floor Care 0.00%Pacific Floor Care 0.00%Onyx 0.00%Onyx 0.00% Sanitaire 0.00%Sanitaire 0.00%Pacific Floor Care 0.00%Pacific Floor Care 0.00% Safety Zone 0.00%Safety Zone 0.00%Sanitaire 0.00%Sanitaire 0.00% SquareScrub 0.00%SquareScrub 0.00%Safety Zone 0.00%Safety Zone 0.00% Tennant 0.00%Tennant 0.00%SquareScrub 0.00%SquareScrub 0.00% VAPamore 0.00%VAPamore 0.00%Tennant 0.00%Tennant 0.00% Viper 0.00%Viper 0.00%VAPamore 0.00%VAPamore 0.00% Windsor 0.00%Windsor 0.00%Viper 0.00%Viper 0.00% 0.00%0.00%Windsor 0.00%Windsor 0.00% 0.00%0.00%0.00%0.00% 0.00%0.00%0.00%0.00% 0.00%0.00%0.00%0.00% Exhibit C - Discount on Other Brands (Supplemental) All Types of Floor Cleaning Equipment & Accessories by Brand Fill in the Minimum Discount on each Brand, or Equal, available for purchase so these brands get included in the awarded contract. List any other brands as desired. (You may attach a separate sheet if the table below is insufficient, and indicate the Classification it's for). LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM EXHIBIT D BID SHEET District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Sheet 1 of 2 A. B. C. D. Max. Points 20 Max. Points 10 Qualified CED and LSEDV Vendor - Add 10 Points Max. Points 60 Based on the lowest price per Classification,an additional maximum of 60 points will be assigned to Exhibit "C" discount by Classification, for a total of 100 possible points per Classification. 4) Price Complete the CED and LSEDV Certification Form and attach applicable documents. If qualified, worth ten (10) points; if not qualified, worth zero (0) points. To be determined by the Program Management Office ("PMO"). 3) Community Economic Development ("CED") and Local, Small, Emerging and Disabled Veteran ("LSEDV") Certification THIS FORM EXHIBIT "D” AND REQUIRED DECLARATION AS INDICATED BELOW MUST BE COMPLETED IN ITS ENTIRETY OR YOUR BID MAY BE CONSIDERED NON-RESPONSIVE. 1) Classifications Quantity of Classifications – Check all Classifications for which you are submitting a Bid: 2) Resources Key Personnel Resources – Provide the quantity of local in-house and sub-contracting staff capabilities available to the District for all project types for both initial installation and warranty work: (Provide a quantity of local personnel available: i.e. 4 customer service, 12 installation personnel, 6 delivery vehicles, etc.) Local delivery vehicles : Total:0 Customer service personnel: Service personnel : Delivery team members : Cleaning Equipment and Accessories Tennant Cleaning Equipment and Accessories Sustainable Sweeping Machines and Accessories Enclosed Road Sweepers and Accessories 5) Piggyback Acknowledgement I acknowledge this Bid is for use by the California Community Colleges and other California Public Agencies as described in the Request for Bids (RFB), Section 4.1.14 PIGGYBACK CLAUSE. Authorized Representative Initials LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM EXHIBIT D BID SHEET District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Sheet 2 of 2 Yes: No: Yes: No: Bidder: Print Name: Signed By: (Signature) TO THE BOARD OF TRUSTEES OF THE LOS ANGELES COMMUNITY COLLEGE DISTRICT: The undersigned Bidder,having become familiar with the Minimum Performance and Service Requirements (Exhibit "A"),Bid Form (Exhibit “C”),and Authorized 3rd Party Service Provider (Exhibit "F"),hereby offers to provide the Goods and Services described above and conforming to the specifications contained in the Request for Bid and the Contract requirements contined in the Purchase Agreement attached to this Requst for Bid. Title: Date: (Print Complete Legal Name of Firm) If awarded a contract as a result of this RFB it is acknowledged our firm will accept the terms and conditions of the Sample Agreement as posted or amended by Addenda at the Online Vendor Portal. 7) Contract Acceptance CONFIRMATION: All orders placed by the District are to be priced with one training (as required in Exhibit "A" B.6), exclusive of any fees such as freight, delivery, and taxes. FOB Destination (cost borne by vendor). 6) FOB Destination EXHIBIT E BIDDER’S QUESTIONNAIRE The Proposer shall furnish all the following information accurately and completely. Failure to comply with this requirement may render the response invalid and may cause its rejection. Additional sheets may be attached if necessary. “You” or “your” as used herein refers to the proposer’s firm and any of its owners, officers, directors, shareholders, parties, or principals. The District has discretion to request additional information. 1. Your company has the capability of delivering Custodial Equipment and Supplies as defined in Exhibit A to all of the nine (9) District colleges. Yes No (if your answer is no, please define your limitations): 2. List a minimum of three (3) other educational facilities to which you have sold Custodial Equipment and Supplies. 3. Has your company ever filed any written declaration for bankruptcy protection, a potential merger or acquisition, office closure, pending lawsuits, and/or financial loss that might affect your ability to perform under this contract? Yes No (if your answer is yes, please explain): 4. Has your firm ever been terminated or defaulted from a contract for any reason in the last five (5) years? Yes No (if answer is yes, please explain): District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bidder's Questionnaire Page 1 of 3 EXHIBIT E BIDDER’S QUESTIONNAIRE List the person who should be contacted regarding the bid to answer any additional questions. Name and Title Phone Cell Phone Email Address 5. Are you a sole proprietorship? If yes, please attach a copy of your business license. Yes No If you are a corporation, furnish the number issued by the Secretary of State. ID# . Verify the Entity Name and Entity Number for your firm by visiting the Secretary of State web site for your firm’s state of incorporation (Inc.), limited liability company (LLC) or limited partnership (LP). For Californian entities the website is found here: California Secretary of State. Print and submit registration information from the Secretary of State website (see attached SAMPLE). 6. Piggyback Acknowledgement: I acknowledge this bid is for use by the California Community Colleges and other California Public agencies as described in the Purchase Agreement, Section 4.5 OTHER DESIGNATED DISTRICTS AND AGENCIES Authorized Representative Initials 7. Would your firm be willing to provide trade-in value (to be negotiated at time of quote) for old equipment, with shipping being part of the Returned Materials Authorization (RMA) at no cost to the Participating Agency? Yes No District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bidder's Questionnaire Page 2 of 3 EXHIBIT E BIDDER’S QUESTIONNAIRE 8. SB854 Compliance Certification: I certify that my firm, and all contractors/subcontractors that I have identified in my proposal that will be conducting public works projects, are actively registered, or will be actively registered, with the Department of Industrial Relations (DIR) upon award, and will continue to be compliant with these registration requirements and all other requirements of SB 854 upon award of any contracts that entail public works projects. My firm, and all contractors/subcontractors that I have identified in my proposal, agree to provide a DIR number upon award. Authorized Representative Initials 9. Contract Acceptance: If awarded a contract as a result of this RFB, it is acknowledged our firm will accept the terms and conditions of the Sample Agreement as posted or amended by Addenda at the Online Vendor Portal. Name: Supplier: Title: Date: Signature: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bidder's Questionnaire Page 3 of 3 LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM (Submit to Project Manager at Time of Quote for Equipment Requiring Installation by 3rd Party Service Provider or Manufacturer) Submit this information in the following Table format and include it at the time a quote is prepared. Exhibit “F” – Authorized 3rd Party Service Provider will be attached to Purchase Orders. Required Format Name Address City/State/ Zip Code Phone Number Contact Person Locator ID The Following requirements apply to 3rd Party Service Providers: Item Requirement Justification 1 3rd Party Service Provider agrees to provide Factory Certified Installation personnel. Accept full responsibility for project delays incurred due to slow installation by installation crew. Reduces potential for costly project delays; insures installation of products in safest manner; reduces potential labor costs for repairs after installation. 2 3rd Party Service Provider receives, inspects, performs incidental assembly, sets in place, confirms operability of all equipment, handles all shipping claims, coordinates with Distributor and or Manufacturer to replace equipment damaged in transit, Coordinates with Distributor and or Manufacturer to replace equipment which arrives dead on arrival (DOA). Assures the District all equipment is operable on the building opening day and all claims are managed by the 3rd Party Service Provider saving the District money. 3 3rd Party Service Provider agrees to provide appropriate material handling equipment – pallet jacks, four and two wheel dollies, etc. – necessary for inside delivery and White Glove installation services. Reduces cost to the college by eliminating the need to add staff or sub-contractors. 4 3rd Party Service Provider agrees to provide an on-site, Project Manager (PM) with complete installation documentation and schedules at all times during installation (note: this may be a Factory Certified Lead Installer). The PM shall be proficient in the English language. Assures excellent communication during installation and prompt problem resolution during the critical, final phase of the building completion. 5 3rd Party Service Provider agrees to, at a minimum; meet once with the District PM overseeing the equipment installation no fewer than ten (10) days in advance of installation. Creates communication channel between District PM and 3rd Party Service Provider to facilitate a smooth installation and review the site prior to installation. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Authorized 3rd Party Service Provider Page 1 of 2 LOS ANGELES COMMUNITY COLLEGE DISTRICT SUSTAINABLE BUILDING PROGRAM (Submit to Project Manager at Time of Quote for Equipment Requiring Installation by 3rd Party Service Provider or Manufacturer) Item Requirement Justification 6 3rd Party Service Provider agrees to protect all areas of the site during installation including and not limited to the newly constructed space, path of travel and conveyances. 3rd Party Service Provider assumes responsibility for site damage. Any damage to be repaired within ten (10) days. Reduces costs to the District and assigns responsibility to the 3rd Party Service Provider to repair any damages during installation of equipment. 7 3rd Party Service Provider removes all trash and debris from site and leave broom clean daily. Provides a clean space at the start of each day; protects equipment already installed; and provides a clean space at the end of equipment installation. Having read and understood the expectations defined in Exhibit “F”: Authorized 3rd Party Service Provider. Name: Supplier: Title: Date: Signature: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Authorized 3rd Party Service Provider Page 2 of 2 EXHIBIT G ACKNOWLEDGEMENT OF ADDENDA I, the undersigned, certify that I am an authorized agent or officer of the entity submitting this Bid and responses to the Los Angeles Community College District’s Request for Bids (RFB) for the Project and that I am empowered to submit the Bid and Pricing responses on behalf of: ___________________________________________________; In connection with the Request for Bids process, I hereby acknowledge that my firm has received and considered the following number of addenda issued for the Project: Addendum No. Date Received Total Number Addenda issued and reviewed: __________________________________________ [insert total # of Addenda above] By: Signature: _____________________________________________ Print Name: _____________________________________________ Title: _____________________________________________ Date: _____________________________________________ Corporation Name: [Seal and Attest] State of Incorporation: Business Address: Business Address 2: Business Telephone: Business E-mail: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Acknowledgement of Addenda Page 1 of 1 Los Angeles Community Colleges City • East • Harbor • Mission • Pierce • Southwest • Trade-Technical • Valley • West COMMUNITY ECONOMIC DEVELOPMENT (CED) PROGRAM AND LSEDV BUSINESS PARTICIPATION In accordance with Los Angeles Community College District (“LACCD) Board of Trustees established Community Economic Development Program which was reaffirmed on June 25, 2003 and January 15, 2014, points will be awarded to firms that are certified and/or verified to be a local, small, emerging, or disabled-veteran owned enterprise. Applicant firm – Please check at least one of the following options and provide backup documentation: Local “Local” shall mean a business that has its principal headquarters located within Los Angeles County. A Local Business Enterprise is a business having its principal place of business in the County of Los Angeles for at least the preceding twelve months. Certification from the County of Los Angeles as a LSBE; or Copy of Certification from the City of Los Angeles as LBE Small “Small” as defined in the same terms established by the U.S. Small Business Administration www.sba.gov/content/am-i-small-business-concern Submit Certification from the U.S. Small Business Administration or California public agency. Emerging “Emerging” shall mean a small firm that has been in business in its substantially current form for up to five (5) years. Submit company formation documentation in the same name as the Applicant. Disabled Veteran “Disabled Veteran” as defined in the same terms established by the State of California Department of General Services. www.dgs.ca.gov/pd/Programs/OSDS/DVBEEligibilityBenefits.aspx Submit c urrent DVBE certification. None of the above Applicant does not qualify under any of the above LSEDV Business Criteria. Additional information being requested and will not be considered for the scoring of this submission as part of this RFQ process. Please check any of the following that are applicable: _____ Minority Business Enterprise (“MBE”) _____ Can a certification document be provided upon request? _____ Women Business Enterprise (“WBE”) _____ Can a certification document be provided upon request? _____ LGBTQ _____ Can a certification document be provided upon request? District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB CED and LSEDV Certification Page 1 of 2 Los Angeles Community Colleges City • East • Harbor • Mission • Pierce • Southwest • Trade-Technical • Valley • West COMMUNITY ECONOMIC DEVELOPMENT (CED) PROGRAM AND LSEDV BUSINESS PARTICIPATION PLEASE NOTE: Documents supporting certifications are required to be submitted with this form. Name: Title: Supplier: Date: Signature: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB CED and LSEDV Certification Page 2 of 2 NON-COLLUSION DECLARATION Regarding the Custodial Equipment and Supplies Request for Bid (RFB), the undersigned Bidder hereby declares as follows: I am the _________________________ of ___________________________________, the party or Bidder (“Bidder”) submitting the Bid submitted with this declaration for the purchases and services sought by the Request for Bid (RFB) for Custodial Equipment and Supplies. The Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The Bid is genuine and not collusive or a sham. The Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham Bid. The Bid has not directly or indirectly colluded, conspired, connived, or agreed with any Bid or anyone else to put in a sham Bid, or to refrain from bidding on the Procurement. The Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Bid price of the Bidder or any other Bidder, or to fix any overhead, profit, or cost element of the Bid price, or of that of any other Bid. All statements contained in the Bid are true and correct. The Bidder has not, directly or indirectly, submitted his or her or its Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company association, organization, Bid and/or Bid depository, or to any member or agent thereof to effectuate a collusive or sham Bid, and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a Bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the Bidder. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on __________ [date], at _____________________ [city], ____ [state]." _____________________________________________ [Name of Bidder (Company)] _____________________________________________ [Signature of Bidder (if individual) or its Officer] _____________________________________________ [Typed Name of Person Signing] _____________________________________________ [Office or Title] District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Non-Collusion Declaration Page 1 of 1 CONFLICT OF INTEREST CERTIFICATION Regarding the Custodial Equipment and Supplies, the undersigned Bidder hereby certifies that: 1.No officer, director, agent, employee, or affiliate of the Bidder has, and none of the sub- consultants that Bidder contemplates retaining to perform the services covered by the RFB have, a financial interest in any consultant or contractor currently under agreement to perform work or services for the PMO, any of its consultants or sub-consultants, the District or any of the District’s colleges, excepting the following firms: . 2.No officer, director, agent, employee, or affiliate of the Bidder has received or given, and none of the sub-consultants that Bidder contemplates retaining to perform the services covered by the Bid have received or given, either directly or indirectly through an intermediary, any gift or gratuity to any consultant or contractor currently under agreement to perform work or services for the PMO, any of its consultants or sub-consultants, the District or any of the District’s colleges, except for the following: _________________________________________________________________________. 3.No officer, director, agent, employee, or affiliate of the Bidder has, and none of the sub- consultants that Bidder contemplates retaining to perform the services covered by the Bid have any affiliation or business relationship with any official, officer, agent, or employee of PMO, any of its consultants or sub-consultants, the District or any of the District’s colleges, or of any consultant or contractor retained by the District, who makes recommendations to the District with respect to the expenditure of money, except for the following affiliation or business relationship: ______________________________________________________________________. 4.No officer, director, agent, employee, or affiliate of the Bidder has, and none of the sub- consultants that Bidder contemplates retaining to perform the services covered by the Bid have any affiliation or business relationship with any official, officer, agent, or employee of the PMO, any of its consultants or sub-consultants, the District or any of the District’s colleges, except for the following affiliation or business relationship: ________________________________________________________________________. 5.No portion of the services covered by the Bid is anticipated to be performed by a person or entity that is already providing, or that Bid has reason to believe may provide in the future, services, advice, or consultation to (1) the District or any of its nine colleges in connection with the District’s Bond Program, (2) any consultant or contractor retained by the District in connection with the District’s Bond Program, or (3) the PMO, any of its consultants or sub- consultants, or (4) any sub-consultant or subcontractor of any consultant or contractor retained by District and/or the PMO, except for the following: ______________________________________________________________________________________. 6. The Bidder does not know of any other circumstances, not described above, that create or could be reasonably interpreted as creating, a conflict of interest, except for the following: _______________________________________________________________________. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Conflict of Interest Certification Page 1 of 2 7. The Bidder agrees to assume continuing duty to disclose to the District any circumstances that may arise in the future within the scope of the requests for disclosure of conflicts of interests stated above. Applicant/Proposer: Signature: Name and Title: Date: District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Conflict of Interest Certification Page 2 of 2 NON-DISCRIMINATION DECLARATION Regarding the Custodial Equipment and Supplies Request for Bid (RFB), Bidder hereby certifies that: 1.in performing work or providing services for the District, there shall be no discrimination in its hiring or employment practices because of age, sex, race, color, ancestry, national origin, religious creed, physical handicap, medical condition, marital status, or sexual orientation, except as provided for in Section 12940 of the California Government Code; and 2.it shall comply with applicable federal and California anti-discrimination laws, including but not limited to the California Fair Employment and Housing Act, beginning with Section 12900 of the California Government Code. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on ___________ [date], at ________________________ [city], _____ [state]. Date: ___________________ _____________________________________________ [Name of Bidder (Company)] _____________________________________________ [Signature of Bidder (if individual) or its Officer] _____________________________________________ [Typed Name of Person Signing] _____________________________________________ [Office or Title] District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Non-Discrimination Declaration Form Page 1 of 1 PAYEE DATA RECORD NEW UPDATE (Required in lieu of IRS W-9 when doing business with the State of California) Accounting Use Only Vendor No.___________ STD.204 (Build-LACCD Rev. 5. 12/14/17) NOTE: Government entities, federal, state, and local (including school districts) are not required to submit this form. SECTION 1 must be completed by the requesting state agency before forwarding to the payee 1. PLEASE RETURN TO: DEPARTMENT/OFFICE BUILD-LACCD PURPOSE: Information contained in this form will be used by state agencies to prepare information Returns (Form 1099) and for withholding on payments to non resident payees. Prompt return of this fully completed form will prevent delays when processing payments. (See Privacy Statement on Page 2) STREET ADDRESS 1055 CORPORATE CENTER DR. 5TH FLOOR CITY, STATE, ZIP CODE MONTEREY PARK, CA 91754 TELEPHONE NUMBER (323)981-7200 2. PAYEE’S BUSINESS NAME 3. CONTACT INFORMATION LAST NAME, FIRST NAME MAILING ADRESS (Number and Street or P.O. Box Number) TITLE (CITY, STATE, AND ZIP CODE) TELEPHONE NUMBER 4. VENDOR ENTITY INFORMATION PLEASE CHECK ONE BOX ONLY LEGAL CORPORATION C CORPORATION MEDICAL CORPORATION S CORPORATION EXEMPT CORPORATION ESTATE OR TRUST GENERAL CORPORATION LIMITED PARTNERSHIP GENERAL PARTNERSHIP LIMITED LIABILITY PARTNERSHIP of Individual Corporations OTHER Enter tax Classification ( C=C Corp., S=S Corp., P=Partnership) ENTITY NO.: ALL OTHER CORPORATIONS (Federal Employers Identification number/ FEIN) NOTE: State and local government entities, including school districts are not required to submit this form. NOTE: Payment will not be processed without an accompanying taxpayer I.D. number INDIVIDUAL OR SOLE PROPRIETOR SOCIAL SECURITY NUMBER OF OWNER OWNER’S FULL NAME (Print) _______________________________________ _______________________________________ 5. PAYEE RESIDENCY STATUS CHECK APPROPRIATE BOX(ES) California Resident-Qualified to do business in CA or a permanent place of business in CA Nonresident (See Page 2) Payment to nonresidents for services may be subject to withholding WAIVER OF STATE WITHHOLDING FROM FRANCHISE TAX BOARD ATTACHED SERVICES PERFORMED OUTSIDE OF CALIFORNIA/ GOODS SOLD TO CALIFORNIA NOTE: a. An estate is a resident if decedent was a California resident. b. A trust is a resident if at least one trustee is a California resident. (See page 2) 6. CERTIFYING SIGNATURE I hereby certify under penatly of perjury that the information provided on this document is true and correct. If my residency status should be changed, I will promptly inform you. AUTHORIZED PAYEE REPRESENTATIVES NAME (Type or Print) TITLE SIGNATURE DATE TELEPHONE NUMBER Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Payee Data Record STD.204 (REV. 22-2000) (REVERSE) ARE YOU A RESIDENT OR A NONRESIDENT? Each corporation, individual/ sole proprietor, partnership, estate or trust doing business with the state of California must indicate their residency status along with their taxpayer identification number. A corporation will be considered a “resident” if it has a permanent place of business in California. The corporation has a permanent place of business in California if it is organized and existing under the laws of this state or, in a foreign corporation has qualified to transact intrastate business. A corporation that has not qualified to transact intrastate business (e.g., corporation engaged exclusively in interstate commerce) will be considered as having a permanent place of business in this state only if it maintains a permanent office in this state that is permanently staffed by its employees. For individual/ sole proprietors, the term “resident” includes every individual who is in California for other than a temporary or transitory purpose and any individual domiciled in California who is absent for a temporary or transitory purpose. Generally, an individual who comes to California for a purpose which will extend over a long or indefinite period will be considered a resident. However, an individual who comes to perform a particular contract of a short duration will be considered a nonresident. For withholding purposes, a partnership is considered a resident partnership if it has a permanent place of business in California. An estate is considered a California estates if the decedent was a California resident at the time of death and a trust is considered a California trust if at least one trustee is a California resident. More information on residency status can be obtained by calling the Franchise Tax Board at the numbers listed below: From within the United States, call………. 1.800.852.5711 From outside the United States, call ……… 1.916.845.6500 For hearing impaired with TDD, call………. 1.800.822.6268 ARE YOU SUBJECT TO NONRESIDENT WITHHOLDING? Payments made to nonresident payees, including corporations, individuals, partnerships, estates and trusts, are subject to withholding. Nonresident payees performing services in California or receiving rent, lease or royalty payments from property (real or personal) located in California will have 7% of their total payments withheld for state income taxes. However, no withholding is required if total payments to the payee are $1500 or less for the calendar year. A nonresident payee may request that income taxes be withheld at a lower rate or waived by sending a completed form FTB 588 to the address below. A waiver will generally be granted when a payee has a history of filing California returns and making timely estimated payments. If the payee activity is carried on outside of California or partially outside of California, a waiver or reduced withholding rate may be granted. For more information, contact: Franchise Tax Board Nonresident Withholding Section Attention: State Agency Withholding Coordinator P.O. Box 651 Sacramento, CA 95812-0651 Telephone (916) 845-4900 FAX: (916) 845-4831 If a reduced rate of withholding or waiver has been authorized by the Franchise Tax Board, attach a copy to this form. Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Payee Data Record SUBSTITUTION REQUEST FORM Los Angeles Community College District Sustainable Building Program Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Substitution Request Form 1 of 1 DISTRICT-WIDE PROCUREMENT: PROCUREMENT NO.:FE-23-04-RFB BID SPECIFICATION - Copy from Exhibit "C" Item # SUBSTITUTION SPECIFICATION - Enter Proposed Product Substitution Details Brand Name Submitted By: Bidder:Title: By: Date: SPACE RESERVED FOR DISTRICT USE ONLY: Grant Deny Completed By: District Position: Date: Only one (1) request for Substitution for each product will be considered. Use a separate Substitution Request Form for each proposed Substitution per Product Classification/Item. (Signature) (Type or Print Complete Legal Name of Firm) Bidder requests substitution of the following material, product, or item (as found on Exhibit "C"). All Substitutions must include the Minimum Performance & Service Specifications on Exhibit "A". TO:LOS ANGELES COMMUNITY COLLEGE DISTRICT CUSTODIAL EQUIPMENT AND SUPPLIES Substitution Product Description Attach product data, comparing Key Performance Requirements defined in Exhibit C to the requested Substitution item on one page in the format provided. Decision on Request(s): Baseline Product - BrandItem Description Yes: No: Supplier agrees to provide originally specified item in the event substitution request is denied?Yes: No: Does the Substitution affect dimensions defined in the original specifications, if applicable? If yes, clearly indicate changes below. PROVIDE A RESPONSE TO EACH QUESTION. Classification SUBSTITUTION REQUEST FORM Los Angeles Community College District Sustainable Building Program District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Substitution Request Form Substitution Comparison 1 of 1 Supplier Name Procurement Bid Proc. # Classification Item # Baseline Product (Insert Brand Name Here) (Indicate Yes/No to each) Additional Key Advanced Features List each Key Performance Requirement on a separate line Equal or Better Product for Consideration (Indicate Yes/No to each) (Insert Brand Name Here) Key Performance Requirements (Copy from Exhibit C and add additional criteria as desired) CUSTODIAL EQUIPMENT AND SUPPLIES FE-23-04-RFB CHECKLIST OF REQUIRED BID SUBMITTALS Minimum Performance & Service Requirements (Exhibit “A”) Bid Form (Exhibit “C”) Bid Sheet (Exhibit “D”) Bidder’s Questionnaire (Exhibit “E”) Authorized 3rd Party Service Provider (Exhibit “F”), if none, please indicate so on the form, sign the document, and include with your submission Acknowledgment of Addenda (Exhibit “G”) Community Economic Development ("CED") and Local, Small, Emerging and Disabled Veteran ("LSEDV") Certification Non-Collusion Declaration Conflict of Interest Declaration Non-Discrimination Certification W-9 or Payee Data Insurance Certificate(s) All of the above documents must be completed, signed where applicable, and uploaded to the Online Vendor Portal by the specified Bid deadline. District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Checklist of Required Bid Submittals Page 1 of 1 District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 1 of 41 PURCHASE AGREEMENT Contract No.: Supplier: Contact: Name Telephone: Email Address: Address: Financial ID: 40J.5J55 / 50J.4J55.05 Bid No.: FE-23-04-RFB THIS MASTER PROCUREMENT AGREEMENT BETWEEN DISTRICT AND SUPPLIER FOR CUSTODIAL EQUIPMENT AND SUPPLIES (“Purchase Agreement”) is entered into on this 4th Day of May, 2023 by and between the LOS ANGELES COMMUNITY COLLEGE DISTRICT, a community college district organized under the laws of the State of California (“District”) and the undersigned Supplier (“Supplier”) / Vendor (“Vendor”). ARTICLE 1 GENERAL PROVISIONS 1.1. BASIC DEFINITIONS Capitalized terms used in the contract documents shall have the meanings assigned to them below. Capitalized terms not defined shall have the meanings assigned to them in, or if none is assigned as reasonably understood to apply to them by the context of, the portion of the contract documents where such terms are used. 1.1.2. Addendum means written or graphic information prepared and issued prior to the receipt of Supplier's Bid, which modifies or interprets the Bidding Documents by additions, deletions, clarifications, or corrections. 1.1.3. Alternate means a proposed alternative described in the Bidding Documents for adding, deleting or replacing a particular item of Goods Applicable Laws means all statutes, ordinances, rules, regulations, policies and guidelines enacted by Governmental Authorities (including, without limitation, Environmental Laws and Disability Laws), codes adopted or promulgated by Governmental Authorities (including, without limitation, building and health and safety codes), lawful orders of Governmental Authorities and common law, including, but not limited to, principles of equity applied by the courts of the State of California, which are in effect at any time during performance of the Purchase Agreement or any Order. 1.1.4. Application for Payment (Invoice) means Supplier’s certified application for payment or Invoice in accordance with the Contract Documents. 1.1.5. Award means the action of the Board of Trustees duly approving by resolution District’s entering into the Purchase Agreement with Supplier. 1.1.6. Base Bid means the sum of money stated in a Bid for which the Bidder proposes to perform the obligations described in the Bidding Documents, exclusive of adjustments for Alternates. 1.1.7. Bid means the bid price submitted by Supplier to District in accordance with the Bidding Documents. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 2 of 41 1.1.8. Bidder means a person or entity submitting a Bid. Bid Classification means a grouping of Goods of various Product Types, for the purpose of facilitating bidding and Award to the successful Bidder of a Purchase Agreement for all of the Goods within that Bid Category. 1.1.9. Bid Form means the form prescribed by the Bidding Documents to be completed and signed by the Bidder and submitted as the Bid. 1.1.10. Bid Price means the Bid Price for one (1) unit of Goods of a particular Product Type, based upon the unit of measurement applicable to such Product Type as set forth in the Bidding Documents. 1.1.11. Bidding Documents means the following collection of documents prepared and issued for the purpose of soliciting Bids for Award of a Purchase Agreement: (1) Notice to Bidders; (2) Instructions to Bidders; (3) Bid Form; (4) Form of Purchase Agreement;; (5) Performance Specifications; (7) Addenda; and (8) those documents, or those portions or provisions of documents that, although not listed among the documents described in Clauses (1) through (7) hereinabove, are expressly cross-referenced therein or attached thereto. 1.1.12. Board of Trustees means the governing board of the Los Angeles Community College District. 1.1.13. Bond Program means the Los Angeles Community College Propositions A and AA and Measure J Bond Programs. 1.1.14. CADD Drafting Manual (sometimes referred to “BIM/CADD Standards“) means the manual and standards developed by District or its Program Manager setting forth the basic requirements for production and use of electronic files and documents. 1.1.15. Chancellor means the Chancellor of District. 1.1.16. Chief Facilities Executive means District’s Chief Facilities Executive, Facilities Planning & Development, or his/her designee designated by District in writing to act on his/her behalf. 1.1.17. Claim is as defined in Article 16 of this Purchase Agreement. 1.1.18. Claims Dispute Resolution Process means the process of resolution of Claims set forth in Article 16 of this Purchase Agreement. 1.1.19. College means a college, or satellite college, of District, acting by and through the College President or his/her designee. 1.1.20. College Construction Health, Safety and Environmental Program means the plan prepared by College Project Director setting forth the policies, procedures and forms to be followed and used by Supplier and others in connection with safety, health and environmental conditions at a Site. 1.1.21. College President means the person duly appointed by the Board of Trustees as President for a College. 1.1.22. College Project Director means the District’s Consultant primarily responsible for management, oversight and supervision of the implementation of the Bond Program as they relate to particular management of improvements being performed for a College. 1.1.23. Community Economic Development Program Outreach Forms means the forms, so titled, that are referenced in the Bidding Documents. 1.1.24. Completed Delivery means the point at which the entirety of a Lot of Goods covered by an Order that has been issued, has been delivered, placed and set-up in conformance with the requirements of the Contract Documents. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 3 of 41 1.1.25. Compliant Goods means the Goods described in Exhibit “D” hereto in strict accordance with the requirements of this Purchase Agreement and the other Contract Documents, including, without limitation, the Performance Specifications attached hereto as Exhibit “D” 1.1.26. Contract Documents means the following collection of documents governing Supplier’s performance associated with an Order: (1) the Purchase Agreement between District and Supplier, Addenda issued prior to execution of the Purchase Agreement; (2) the Order; and (3) those documents, or those portions or provisions of documents that, although not listed among the documents described in Clauses (1) through (2) hereinabove, are expressly cross-referenced therein or attached thereto. 1.1.27. Date for Receipt of Bids means the date and time specified in the Notice to Bidders as the deadline for receipt of Bids, as amended by Addendum. 1.1.28. Day, whether capitalized or not, and unless otherwise specifically provided, means calendar day, including weekends and Holidays. 1.1.29. Defective Goods means any portion of the Goods, or the services provided by Supplier in connection therewith, that is unsatisfactory, faulty, omitted, incomplete, and deficient or does not conform to Applicable Laws, the Contract Documents or the requirements of any inspection, reference standard, test, code or approval specified in the Contract Documents. 1.1.30. Delay, whether capitalized or not, means any circumstances involving delay, disruption, hindrance or interference in the delivery of Goods. 1.1.31. Delivery Date means the Day designated in an Order for Completed Delivery of all or a portion of the Goods to a Destination, as adjusted for changes in the Delivery Date communicated to Supplier in accordance with District’s rights under the Contract Documents and for extensions of time authorized by the Purchase Agreement. 1.1.32. Design Consultant means a person or entity under contract with District primarily responsible to provide design, engineering and related construction administration services to District for a project in which some or all of the Goods furnished by Supplier will be placed or incorporated. 1.1.33. Design Documents means all plans, drawings, tracings, specifications, programs, reports, calculations, models, presentation materials and other materials or documents containing designs, specifications or engineering information prepared by or at the request of District, including, without limitation, computer aided design materials, electronic data files and paper copies. The term “Design Documents” includes, without limitation, all building and other designs depicted therein, as well as the physical documents themselves. 1.1.34. Destination means the destination at a College campus designated in an Order for delivery of Goods. 1.1.35. Disability Laws means applicable federal, state, local or municipal laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements of any Government Authority, which regulate, relate to or impose liability or standards of conduct with respect to, or accessibility for, persons with disabilities, including, without limitation, the Americans with Disabilities Act (42 USCA §§ 12101 et seq.) and the Fair Housing Amendments Act of 1988 (42 USCA §§ 3604 et seq.). 1.1.36. Discovery Date, used in reference to Supplier’s obligation to give written notice of certain facts, conditions or circumstances, means the earlier of the dates that Supplier either: (1) discovered such facts, conditions or circumstances, or (2) should have discovered such facts, conditions or circumstances in the exercise of reasonable care practiced by the those furnishing materials of the same or similar type to those provided for purchase under the Purchase Agreement. 1.1.37. District means the Los Angeles Community College District, a community college district organized under the laws of the State of California, acting through its Chancellor, Executive Director or their designees designated by him/her to act on his/her behalf. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 4 of 41 1.1.38. District Consultant means a consultant engaged by District to provided professional advice. 1.1.39. District Website means the website maintained by District at http://www.laccd.edu, including, without limitation, any related websites for which links are provided on the District Website. 1.1.40. Environmental Laws means all applicable federal, state, local or municipal laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements of any government authority, which regulate, relate to, or impose liability or standards of conduct concerning any Hazardous Substance (including, without limitation, the use, handling, transportation, production, disposal, discharge or storage thereof), occupational or environmental conditions on, under, or about a Site (including, without limitation, soil, groundwater, and indoor and ambient air conditions), or occupational health or industrial hygiene (but only to the extent related to Hazardous Substances on, under, or about a Site), as now or may at any later time be in effect, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 [42 U.S.C.A. §§ 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 [42 U.S.C.A. §§ 6901 et seq.]; the Clean Water Act (also known as the Federal Water Pollution Control Act) [33 U.S.C.A. §§ 1251 et seq.]; the Toxic Substances Control Act [15 U.S.C.A. §§ 2601 et seq.]; the Hazardous Materials Transportation Act [49 U.S.C.A. §§ 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 U.S.C.A. §§ 136 et seq.]; the Superfund Amendments and Reauthorization Act [42 U.S.C.A. §§ 6901 et seq.]; the Clean Air Act [42 U.S.C.A. §§ 7401 et seq.]; the Safe Drinking Water Act [42 U.S.C.A. §§ 300f et seq.]; the Solid Waste Disposal Act [42 U.S.C.A. §§ 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 U.S.C.A. §§ 1201 et seq.]; the Emergency Planning and Community Right to Know Act [42 U.S.C.A. §§ 11001 et seq.]; the Occupational Safety and Health Act [29 U.S.C.A. §§ 655 and 657]; the Residential Lead-Based Paint Exposure Act (Title X of the Housing and Community Development Act of 1992) [15 U.S.C.A. §§ 2681 et seq.]; the Lead-Based Paint Poisoning Prevention Act [42 U.S.C.A. §§4821 et seq.] the California Underground Storage of Hazardous Substances Act [Cal. Health & Safety Code §§ 25280 et seq.]; the California Hazardous Substances Account Act [Cal. Health & Safety Code §§ 25300 et seq.]; the California Hazardous Waste Control Act [Cal. Health & Safety Code §§ 25100 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [Cal. Health & Safety Code §§ 24249.5 et seq.]; the Porter- Cologne Water Quality Act [Water Code §§ 13000 et seq.], and all similar federal, state or local laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements. 1.1.41. Evidence of Insurance means the statement, completed by Bidder as specified in the Instruction to Bidders, evidencing the Bidder’s compliance with the insurance requirements of the Bidding Documents. 1.1.42. Excusable Delay means a Delay to Supplier’s ability to achieve Completed Delivery of Goods by the Delivery Date and that is: (1) not caused in whole or in part by the failure of Supplier or its Sub-Suppliers to comply with any obligation under the Contract Documents (including, without limitation, the furnishing of Defective Goods by Supplier or its Sub-Suppliers); and (2) unforeseeable, unavoidable and beyond the control of Supplier and its Sub- Suppliers. Without limitation to the foregoing, neither the bankruptcy, insolvency nor financial inability of Supplier or any of its Sub-Suppliers, of any Tier, to perform any obligation imposed by Purchase Agreement or Applicable Law shall constitute grounds for Excusable Delay. 1.1.43. Existing Improvements means improvements on a Site, including, but not limited to, buildings, utilities, infrastructure improvements and other facilities. 1.1.44. Goods means collectively generally the materials, items or equipment that are the subject of purchase under the Purchase Agreement, including any incidental services or other documentation required to be furnished by Supplier under the terms of the Contract Documents. 1.1.45. Governmental Authority means the United States, the State of California, and any local, regional, state or federal political subdivision, agency, department, commission, board, bureau, court, judicial or quasi-judicial body, and any legislative or quasi-legislative body, or instrumentality of any of them, which exercises jurisdiction over the Goods, Site, Supplier or District. 1.1.46. Guaranteed Minimum means the minimum dollar value the District has guaranteed will be purchased from Supplier. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 5 of 41 1.1.47. Hazardous Substance means: (1) any chemical, material or other substance defined as or included within the definition of "hazardous substances," "hazardous wastes," "extremely hazardous substances," "toxic substances," "toxic material," "restricted hazardous waste," "special waste", “contamination” or words of similar import under any Environmental Law, including, without limitation, the following: petroleum (including crude oil or any fraction thereof), asbestos, asbestos-containing materials, polychlorinated biphenyls ("PCBs") and PCB-containing materials, whether or not occurring naturally; or (2) any substance that because of its quantity, concentration or physical or chemical characteristics poses a significant present or potential hazard to human health and safety or to the environment, and which has been determined by any Governmental Authority to be a hazardous waste or hazardous substance. 1.1.48. Holidays means: (1) Martin Luther King Day; Presidents’ Day; Cesar Chavez Day; Memorial Day; Fourth of July; Labor Day; Veteran’s Day; Thanksgiving (two Days); Christmas (two Days); and New Year’s (two Days); and (2) any other holidays hereafter declared by the executive or legislative branches of the United States or State of California as legal holidays and recognized as such by District. 1.1.49. Indemnitees means those persons or entities listed in Paragraph 5.13.1, below, as the “Indemnitees”. 1.1.50. Instructions to Bidders (AKA Request for Bids) means the portion of the Bidding Documents setting forth the requirements to be followed by Bidders in preparing and submitting Bids. 1.1.51. Los Angeles Community College District or LACCD mean the Los Angeles Community College District. 1.1.52. Loss, Losses mean any and all economic and non-economic injuries, losses, costs, liabilities, claims, cost escalations, damages, actions, judgments, settlements, expenses, fines and penalties. "Losses" do not include attorney's fees or court costs, whether arising as an expense or cost of legal proceedings to which Supplier is a party or as a consequential damage claimed against Supplier by any third person or entity. 1.1.53. Lot means a quantity of Goods, of any amount and from one or any combination of Product Types that is designated by District in an Order. 1.1.54. Purchase Agreement means the written Purchase Agreement between District and Supplier for Purchase of Goods contained in the Bidding Documents and executed between District and Supplier. 1.1.55. Master Files Archives System means the master filing system prepared by or at the request of District whereby all documents (electronic and hard copy) are stored for ready access by District, auditors of District or other authorized persons. 1.1.56. Modification means a written agreement between District and Supplier that amends, adds to or revises the provisions of the Purchase Agreement or other Contract Documents. 1.1.57. Non-Collusion Declaration means the form, so titled, required by the Bidding Documents to be submitted by Bidder. 1.1.58. Notice of Completed Delivery means a written notice issued by the College Project Director or District Consultant confirming Completed Delivery. 1.1.59. Notice of Delivery means a written notice required to be issued by Supplier notifying District placing an Order of the date of anticipated delivery of the Goods covered by such Order. 1.1.60. Notice of Intent to Award means a written notice issued by or on behalf of District stating its intent to Award the Purchase Agreement to Supplier. 1.1.61. Notice to Bidders means a written notice issued by or on behalf of District inviting submission of Bids. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 6 of 41 1.1.62. Order means a written request by District to Supplier for the purchase and delivery of Goods. 1.1.63. Performance Specifications means the performance standards set forth in or attached to the Purchase Agreement applicable to Supplier’s performance under the Contract Documents. 1.1.64. Policy on Local, Small and Emerging Businesses means District’s policy on affording opportunities for local, small and emerging businesses as set forth in District’s Board Rule 7103.17, which is available on the District Website. 1.1.65. Post-Award Submittals means the collection of documents described in the Request for Bid that is required to be submitted by the successful Bidder following its receipt of the Notice of Intent to Award. 1.1.66. Pre-Bid Conference means the conference, specified in the Notice to Bidders as either mandatory or optional, held prior to the Date for Receipt of Bids for the purpose, without limitation, of introducing the Bidders generally to the scope of the purchases being proposed under the terms of the Bidding Documents. 1.1.67. Price Schedule means the list of unit prices and discounts, based upon the Bid submitted by Supplier, that are used to calculate the Purchase Price for the Goods covered by the Purchase Agreement. 1.1.68. Product Data means illustrations, standard schedules, charts, instructional brochures, diagrams and other information furnished by Supplier to illustrate a portion of the Goods. 1.1.69. Product Type means a specific type of Goods described in the Bidding Documents for purposes of bidding and purchasing. 1.1.70. Program Manager means the District Consultant primarily responsible for management, oversight and supervision of the implementation of all aspects of the Bond Program. 1.1.71. Project Safety Program means the plan, if any, prepared by or at the request of District setting forth the safety policies, procedures and forms to be followed and used by Supplier and Sub-Suppliers when they are on a Site. 1.1.72. Proprietary Information means (in lieu of any other definitions applicable to proprietary information or trade secrets that may exist or apply under Applicable Laws) technical or pricing information in the form of design details, manufacturing techniques, procedures, means and methods and other technical design and manufacturing information that: is (1) patented; or (2) is (a) only known to those persons within Supplier’s company in whom such technical information is confided; or (b) has unique or special qualities (including, without limitation, a unique or special assembly) not generally known in the industry among competing manufacturers or suppliers furnishing materials of the type to be provided under the Purchase Agreement. 1.1.73. Purchase Price means the total compensation payable to Supplier for the Goods, exclusive of Applicable Sales Taxes. 1.1.74. Receipt of Order means either: (1) the date of actual receipt of any Order by Supplier if sent by facsimile, personal delivery or electronic transfer; or (2) in the case of an Order sent by mail, the third (3rd) Working Day after the Order is deposited for mailing in regular mail. 1.1.75. Request for Extension means a formal written notice and request required to be submitted by Supplier pursuant to Paragraph 9.2.2, below, setting forth the justification and support for Supplier’s request for adjustment to a Delivery Date due to Excusable Delay. 1.1.76. Samples means physical examples that, when approved as required by the Contract Documents, illustrate the standards by which the Goods requested in an Order are to be evaluated and judged. 1.1.77. Separate Contractor means a person or entity under contract with District to perform construction of, or furnish labor, materials or equipment to a Site. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 7 of 41 1.1.78. Services means additional Services as requested in the Bidding Documents which are required beyond the cost of Goods as defined in the Bidding Documents. 1.1.79. Shop Drawings means drawings, diagrams, schedules and other data specially prepared by Supplier or a Sub-Supplier to illustrate some portion of the Goods. 1.1.80. Site means: (1) a parcel(s) of land that is (are) owned or leased by District for use by a College; and (2) all areas adjacent to such parcel(s) that may be used by Supplier or Sub-Suppliers for preparation, drop off or delivery of Goods. 1.1.81. Sub-Supplier means a person or entity that has a contract to perform some portion of the obligations of Supplier under the Contract Documents, including without limitation, suppliers, manufacturers and vendors, of any and every Tier. Sub-Supplier does not include suppliers of raw materials that are furnished to Supplier for processing or manufacture by Supplier or a Sub-Supplier. 1.1.82. Submittal means Shop Drawings, Product Data, Samples and other detailed designs, exemplars, fabrication and installation drawings, lists, graphs, owner’s instructions and similar documents required to be submitted by Supplier under the Contract Documents. 1.1.83. Substitution means an item of Goods proposed by the Bidder or Supplier in place of that specified in the Bidding Documents and Contract Documents. 1.1.84. Substitution Request Form means the form, so titled, that is part of the Bidding Documents and that the Bidders are required to use when requesting a Substitution. 1.1.85. Supplier (aka Vendor) means the person or entity under contract with District pursuant to the Purchase Agreement. 1.1.86. Supplier’s Own Expense, when used in the Contract Documents with regard to a stated circumstance, means that Supplier agrees to pay for any Loss associated with such circumstance without reimbursement by District and without extension of a Delivery Date. References to Supplier’s Own Expense in relation to a set of circumstances stated in one portion the Contract Documents shall not be interpreted as implying that such circumstances are the sole or exclusive circumstances under which Supplier is responsible to bear, at its own expense, risk or cost without compensation or reimbursement by District. 1.1.87. Tier means the contractual level of a Sub-Supplier with respect to Supplier. For example, a "first- tier" Sub-Supplier is a supplier that has a direct contract with Supplier. A supplier that has a direct contract with a first- tier Sub-Supplier is in the "second tier," and so on. Use of the phrase “of every Tier”, or similar phraseology, in the Contract Documents shall not be interpreted as implying that other provisions of the Contract Documents, where such phrases are not used, are intended to be limited application to only the first Tier or to only certain Tiers of Sub-Suppliers. 1.1.88. Unexcused Delay means any Delay that is not an Excusable Delay, including, without limitation, Delays for which Supplier is not permitted an adjustment to a Delivery Date due to Supplier’s failure to comply with the requirements of the Purchase Agreement pertaining to proper and timely notice and proof of entitlement to an extension of time for Excusable Delay. 1.1.89. Worker’s Compensation Certificate means the statement, completed by Bidder in the form specified in the Instruction to Bidders, evidencing the Bidder’s compliance with the worker’s compensation insurance requirements of the Bidding Documents and Applicable Laws. 1.1.90. Working Day means any Day other than Saturdays, Sundays and Holidays. 1.2. PARTIES 1.2.1. District and Supplier. The parties to the Purchase Agreement are Supplier and District. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 8 of 41 1.2.2. No Third Party Contracts. The Contract Documents shall not be construed to create a contractual relationship, of any kind, between: (1) a Design Consultant or District Consultant, on the one hand, and Supplier or a Sub-Supplier of any Tier, on the other hand; (2) the College Project Director and Supplier or a Sub-Supplier of any Tier; (3) the Program Manager and Supplier or a Sub-Supplier of any Tier; (4) a Design Consultant and the College Project Director; (5) a Design Consultant and the Program Manager; (6) District and a Sub-Supplier of any Tier; or (7) the College Project Director and the Program Manager. The enumeration of parties set forth in this Paragraph 1.2.2 shall not be interpreted as implying the existence of any direct or indirect contractual relationship between District and any other third party not mentioned. 1.3. CORRELATION, INTERPRETATION AND INTENT OF CONTRACT DOCUMENTS 1.3.1. Intent. Unless specifically indicated in the Contract Documents to the contrary, the intent of the Contract Documents is for Supplier to provide all items necessary to furnish the Goods, complete in all of parts, suitable for use for their intended purpose. 1.3.2. Complementary. Contract Documents are complementary, and what is called for by one shall be as binding as if called for by all. All the obligations of Supplier mentioned or indicated in the Contract Documents shall be performed by Supplier unless specifically indicated in the Contract Documents to be done by others. 1.3.3. Technical Words. Unless otherwise stated in the Contract Documents, technical words and abbreviations contained in the Contract Documents are used in accordance with commonly understood industry meanings and non-technical words and abbreviations are used in accordance with their commonly understood meanings. 1.3.4. Trade Names. It is not the intention of the Contract Documents to go into detailed descriptions of any materials and/or methods commonly known to the trade under a "trade name" or "trade term." The mere mention or notation of such "trade name" or "trade term" shall be considered a sufficient notice to Supplier that it will be required to provide the Goods so named with all its appurtenances and incidentals included. 1.3.5. Dimensions. Figured, derived or numerical dimensions on shall govern over designs without such dimensions. 1.3.6. Applicable Laws. Compliance with Applicable Laws shall be considered as a part of Supplier’s obligations under the Contract Documents. 1.3.7. Modifiers. The Contract Documents may omit modifying words such as "all" and "any," and articles such as "the" and "an." If a modifier or an article is not included in one statement and appears in another it is not intended to affect the interpretation of either statement. The use of the word "including," when following any general statement, shall not be construed to limit such statement to specific items or matters set forth immediately following such word or to similar items or matters whether or not non-limiting language (such as "without limitation," "but not limited to," or words of similar import) is used with reference thereto, but rather shall be deemed to refer to all other items or matters that could reasonably fall within the broadest possible scope of such general statement. 1.3.8. Singular, Gender, Captions. W hen appropriate to the context, the use of the singular number shall be deemed to include the plural and vice versa. Each gender shall be deemed to include any other gender, and each shall include corporation, partnership, trust or other legal entity whenever the context so requires. The captions and headings of the various subdivisions of the Contract Documents are intended only as a matter of reference and convenience and in no way define, limit, or prescribe the scope or intent of the Contract Documents or any subdivision thereof. 1.3.9. Cross-References. Any cross-references indicated between various paragraphs or other portions of the Contract Documents are provided for the convenience of Supplier and shall not be deemed to be all-inclusive. 1.3.10. Omissions. Items missing from the Contract Documents shall nevertheless be provided by Supplier, without additional compensation or extension to a Delivery Date, to the extent reasonably inferable from the Contract Documents as being necessary to complete performance of Supplier’s obligations under the Contract District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 9 of 41 Documents. Any obligations performed by Supplier under circumstances in which Supplier was obligated, but failed, to timely seek such clarification shall be at Supplier’s own risk. 1.3.11. Conflicts. All conflicts in the Contract Documents shall be reported to District, in writing before proceeding with the preparation or performance affected thereby. Notwithstanding the order of precedence provisions set forth in this Paragraph 1.3.11, in the event of conflict between any provision of the Contract Documents, the provision placing a more stringent requirement or greater burden on Supplier or requiring the greater quantity or higher quality shall prevail, unless otherwise directed by District in writing. Conflicts that cannot be so resolved shall be interpreted in accordance with the following order of precedence (the first being the highest order of precedence): .1 Applicable Laws (provided, however, that where the Contract Documents require standards higher than those of Applicable Laws, the Contract Documents shall control). .2 Orders. .3 Addenda. .4 Purchase Agreement and Exhibits. 1.4. OWNERSHIP AND USE OF DESIGN DOCUMENTS 1.4.1. Rights of District. With the exception of Proprietary Information, all Design Documents, Contract Documents and Submittals (including, without limitation, all electronic versions and paper copies thereof), including, without limitation, all designs and building designs depicted therein, are and shall remain the sole and exclusive property of District on whose behalf they were prepared. With respect to Proprietary Information, Supplier hereby grants to District an irrevocable, non-exclusive license to use and reproduce such Proprietary Information for the purposes solely related to the use, maintenance or replacement of the Goods covered by such Order. 1.4.2. Supplier License. Without derogation of District’s rights under this Paragraph 1.4, Supplier and the Sub-Suppliers are granted a limited, non-exclusive license, revocable at will of District, to use and reproduce applicable portions of the Contract Documents and Submittals owned by it as appropriate to and for use in the performance of Supplier’s obligations under the Contract Documents and for no other purpose. 1.4.3. Document Availability. Supplier shall at all times during performance of its obligations under the Contract Documents keep and make available at a location in the County of Los Angeles, for inspection by District and such others as requested by District, a complete set of the Design Documents, Contract Documents and Submittals. 1.4.4. Delivery to District. All Design Documents, Contract Documents and Submittals (including electronic versions and paper copies) in the possession of Supplier or the Sub-Suppliers pertaining to Goods covered by an Order shall be returned to District upon the earlier of Completed Delivery of the Goods covered by the Order or termination of the Purchase Agreement; provided, however, that Supplier and the Sub-Suppliers shall have the right to retain one (1) copy of the Contract Documents and Submittals as a permanent record. 1.4.5. Reproduction. Supplier shall, at Supplier’s Own Expense, from reproducible prints provided by District, provide all reproduction and distribution of copies of Design Documents, Contract Documents and Submittals as necessary for the complete performance by Supplier. 1.4.6. Sub-Suppliers. Supplier shall take all necessary steps to ensure that a provision is included in all contracts with the first-Tier Sub-Suppliers, establishing, protecting and preserving District’s rights as set forth in this Paragraph 1.4. ARTICLE 2 TERM The term of the Agreement is three (3) base years and two (2) one-year options at the sole discretion of the District. The base year term begins to run from the date of approval of this Purchase Agreement by the Board of Trustees of the Los Angeles Community College District or until the earlier of either of the following occurrences: (1) purchases are made District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 10 of 41 under this Purchase Agreement equal to the Maximum Authority set forth in Paragraph 4.2, below; or (2) or termination of this Purchase Agreement by District in accordance with the provisions of Article 14, below. Vendor does hereby agree that Orders may be issued by the District under this Agreement for a term of no less than three (3) years from the date of execution of this Agreement, after that period, no additional Orders may be issued by the District. However, this Agreement and any incomplete Order will remain in effect until all Order(s) are completed. The DISTRICT, at its option, may extend the Agreement for up to two (2) years beyond the initial three (3) year term in which case additional Orders can be authorized during the period of any such extension. The first optional additional year (4th year) shall be considered effective at the end of the three (3) year term unless you receive notice from the DISTRICT that it is exercising its sole right not extend the current term. The second optional additional year (5th year) shall be considered effective at the end of the four (4) year term unless you receive notice from the DISTRICT that it is exercising its sole right not extend the current term. None of the foregoing impacts the DISTRICT’s rights to Terminate for Cause or Terminate for Convenience this Contract as defined throughout this Contract. ARTICLE 3 DISTRICT 3.1. COMMUNICATIONS District shall forward to supplier all communications that it receives addressed to supplier and pertaining to an order. 3.2. DISTRICT’S RIGHT TO STOP PERFORMANCE With respect to Goods covered by an Order, if Supplier fails to correct Defective Goods or fails to perform in accordance with the Contract Documents or violates any Applicable Law, District may, without limitation to District’s other rights under Article 14, below, or elsewhere in the Contract Documents immediately direct Supplier to stop performance thereof, or any portion thereof, until the cause for such order has been eliminated by Supplier. Supplier shall immediately comply with such notice and not be entitled to any adjustment of the Delivery Date or additional compensation as a result of any such direction. District shall have no duty or responsibility to Supplier or any other party to exercise the right to stop the performance. 3.3. DISTRICT’S RIGHT TO CARRY OUT PERFORMANCE If Supplier defaults or neglects to perform in accordance with the Contract Documents and fails after receipt of written notice from District as provided for under Article 14, below, to commence and continue correction of such default or neglect with diligence and promptness, District may after expiration of the period of time provided for in Article 14, below, for curing of such default by Supplier, without prejudice to other remedies District may have, correct such deficiencies. In such case an appropriate deduction shall be made from payments then or thereafter due Supplier for the cost of correcting such deficiencies, including compensation for the additional services and expenses of the District Consultants, Separate Contractors or others to whom District may be liable, made necessary by such default, neglect or failure. 3.4. DISTRICT’S AUDIT RIGHTS 3.4.1. Maintenance of Records. Supplier shall, using accounting and control systems that comply with Applicable Laws and prevailing custom and practice, provide for the financial management of its performance under the Contract Documents. As part of the foregoing obligation, Supplier shall keep, and shall require its Sub-Suppliers to keep, full and detailed books, records, information, materials and data, of every kind and character, as such are created in the normal course of business, and in the form or format created or used in the normal course of business, that pertain to any matters, rights, duties or obligations directly relating to the furnishing of the Goods or the performance of the Purchase Agreement, including, without limitation, agreements, bills of lading, shipping sheets, inventories, purchase orders, leases, contracts, commitments, arrangements, notes, estimates, schedules, diaries, logs, reports, shop drawings, samples, exemplars, drawings, specifications, invoices, delivery tickets, receipts, vouchers, cancelled checks, memoranda; accounting records; cost reports (including complete documentation covering negotiated settlements); back charges; general ledgers; documentation of cash and trade discounts earned; insurance rebates and dividends, and other documents relating in any way to Claims or other charges or time extensions asserted by Supplier or any of the Sub-Suppliers. Supplier shall preserve such records for a period of no less than four (4) years after expiration of the Term of the Purchase Agreement. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 11 of 41 3.4.2. Access, Inspection, Copying. Supplier shall allow, and shall be responsible for requiring its first-Tier Sub-Suppliers to allow, District, and its authorized representative(s), auditors, attorneys and accountants, upon two (2) Working Days’ notice, full access to inspect and copy all books and records that Supplier is required to maintain pursuant to Paragraph 3.4.1, above, at a location within the State of California. 3.4.3. Confidentiality. It is understood that any such books and records that contain Proprietary Information and that are marked by Supplier or its Sub-Supplier as follows: “CAUTION: This Document Contains Proprietary Information Subject to Disclosure Conditions Contained in Paragraph 3.4 of the Purchase Agreement to the Purchase Agreement dated _______, 20__ [date of Purchase Agreement must be inserted] executed by _____________ [Name of Supplier must be inserted]”, shall be treated as confidential. District assumes no obligation of confidentiality with respect to any Proprietary Information that is not so marked. Disclosure of such marked, Proprietary Information shall not be made to any employee or representative of District or their auditors, attorneys and accountants without a need to know for purposes of exercising or fulfilling District’s rights and obligations under the Contract Documents or Applicable Laws, nor shall Proprietary Information be disclosed to any third party except as required by Applicable Laws. In the event that such marked, Proprietary Information is required to be disclosed pursuant to any Applicable Law or pursuant to any order of any court of competent jurisdiction, District will: (1) immediately notify Supplier of such request or demand; and (2) as soon as possible, but at least ten (10) Days prior to making any such disclosure of such Proprietary Information, provide Supplier with a written, detailed description of the matter pertaining to the demand for disclosure, thereby allowing the opportunity to defend against such disclosure. The confidentiality of Proprietary Information that is received and marked as provided herein must be preserved as provided in this Paragraph until such time as such Proprietary Information is returned or destroyed in accordance with this Paragraph or if not returned or destroyed such confidentiality shall be preserved in perpetuity for so long as such Proprietary Information exists in the possession and control of District. 3.4.4. Return and Destruction. District assumes no obligation with respect to preservation, return or destruction of books and records provided to it by Supplier other than those books and records that constitute Proprietary Information that has been marked in the manner provided for in Paragraph 3.4.3, above. Supplier shall have the right at any time within one (1) year after expiration of the Term of the Purchase Agreement to request that originals and all copies such marked, Proprietary Information be returned to Supplier. Provided that District, in the exercise of its sole and absolute discretion, determines that it no longer has a need for such Proprietary Information, it shall be returned to Supplier. Otherwise, District shall return it to Supplier within a reasonable time after District determines, in its sole and absolute discretion that such need no longer exists. If return of such Proprietary Information is not so requested by Supplier within one (1) year after the expiration of the Term of the Purchase Agreement, it may be destroyed by District. 3.4.5. Pricing Data. Except and unless ordered to do so by a court or arbitrator for good cause and as part of a pending legal or arbitration proceeding, under no circumstances shall Supplier or its Sub-Suppliers be required or obligated to disclose the pricing, costing, or other financial information regarding raw materials or off-the-shelf components. 3.4.6. Specific Enforcement by District. Supplier agrees that the obligation of Supplier and of the Sub- Suppliers to provide access to its books and records as required by this Paragraph 3.4 shall be specifically enforceable, by issuance of a preliminary and/or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court and without the necessity of oral testimony, to compel Supplier to permit access, inspection, audit and/or reproduction of such books and records. ARTICLE 4 COMPENSATION 4.1. PURCHASE PRICE 4.1.1. Purchase Price Amount. Supplier’s compensation for performance in accordance with the Contract Documents is the Purchase Price, which is comprised of the unit price for the Goods as set forth in the Supplier’s Bid on the Bid Form for Discount Off-List Price attached hereto as Exhibit “C”, plus Applicable Sales Taxes shown as a separate line item on quotes and invoices. 4.1.2. All-Inclusive Price. Without limitation to the foregoing, the Purchase Price for the Goods delivered by UPS Ground includes compensation for all costs of shipment, delivery and set-up of the Goods to the Destination at the District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 12 of 41 college specified on the Order, and as such are deemed free of any “destination in” charges to District, and all similar charges (including, without limitation, charges for delivery, shipping, drayage, express, storage, parcel post, packing, cartage, insurance, license fees, permits, and bonds).The costs of shipment, delivery and set-up of the Goods delivered by LTL carrier and expedited delivery will be prepaid by the Supplier and added as a separate line item on invoices. 4.1.3. Exclusive Compensation. The Purchase Price constitutes the Supplier’s sole, exclusive and full compensation, excluding sales taxes, for the performance by Supplier of its obligations under the Contract Documents and is deemed to cover all Losses to the Supplier arising out of or related to the performance of such obligations, the acts of the elements or any unforeseen difficulties or obstructions upon the Supplier’s performance, all risks (including, without limitation, cost and market price escalation, from any cause whatsoever) connected with the manufacture, shipment, delivery and storage of the Goods and any and all expenses incurred due to Delay. 4.1.4. Applicable Sales Taxes. Applicable Sales Taxes shall be computed on the basis of the sales tax percentage imposed by Applicable Laws on the sale of Goods multiplied times the unit price in Exhibit “C” attached hereto. Unless otherwise required by Applicable Laws, Applicable Sales Taxes as a part of the Purchase Price for Goods covered by an Order shall be computed as of the date of Receipt of Order applicable to such Order and shown as a separate line item on quotes and invoices. 4.2. MINIMUM CONTRACT VALUE Save and except as otherwise provided in Article 14, District guarantees to Supplier that during the Term of this Purchase Agreement, the District will purchase Goods under this Purchase Agreement in the Guaranteed Minimum Contract Value of five hundred dollars ($500.00). District’s guarantee as set forth in this Section 4.2 does not constitute a representation, guarantee or promise that Goods will be purchased under this Purchase Agreement that exceed the Guaranteed Minimum Contract Value. Goods purchased, even if they are later returned or rejected, that constitute Defective Goods shall be included in the calculation of the Purchase Prices of Goods purchased for purposes of determining whether the District’s obligation set forth in this Section 4.2 has been met. 4.3. MAXIMUM CONTRACT AUTHORITY District shall not purchase nor be entitled to purchase from Supplier, and Supplier shall not provide or be required to sell, Goods in quantities that exceed the Maximum Contract Value of two million dollars ($2,000,000.00). Supplier is obligated to furnish for the purchase price, if, as and when order(s) is/are placed by District in accordance with this Purchase Agreement, Goods from each bid classification in quantities up to but not exceeding the maximum authority stated in the Bid Documents. Except as otherwise provided in Paragraph 4.2, above, District makes no promise or representation that it will purchase Goods in any particular quantity under this Purchase Agreement, including, without limitation, quantities approximating or equaling the Maximum Authority set forth in the Bid Documents. Goods purchased that are later returned or rejected or that constitute defective work shall be included in the calculation of the dollar value of Goods purchased for purposes of determining whether the Maximum Authority has been reached. 4.4. ORDERING AND CANCELLATION 4.4.1. Content of Order. Supplier’s obligations with respect to Goods covered by an Order shall commence upon Receipt of an Order setting forth the following: (1) a reference to this Purchase Agreement; (2) a description of the Goods ordered; (3) a statement of the quantity of the Goods ordered; (3) the Delivery Date; (4) the name and address of the District placing the Order; and (5) the Destination. 4.4.2. Order Authorizations. The District’s Chief Facilities Executive, or a Purchasing Agent, authorized by the Chief Facilities Executive in writing (collectively “Purchasing Agent”), is the sole person or entity authorized on behalf of the District to issue Orders for purchases of Goods under this Purchase Agreement. The Purchasing Agent’s authority is limited to issuing Orders for purchases of Goods, including, without limitation, issuing Supplementary Ordering Instructions and such other authority as is expressly conferred upon the Purchasing Agent under the terms of the Contract Documents. All other rights and obligations of the District relating to purchases of Goods, including, without District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 13 of 41 limitation, payment of compensation to Supplier and ordering of Changes to Work, are rights and obligations that are to be exercised or performed by the District only and not by the Purchasing Agent. Orders for Goods under the Purchase Agreement shall only be permitted if made, and shall not be honored by Supplier unless requested, pursuant to an Order issued by the Purchasing Agent to the Supplier. Purchases by the District or Designated Districts and Agencies of Goods under this Purchase Agreement by any other means is prohibited. 4.4.3. Separate Destinations. A separate Order shall be issued for each Lot of Goods ordered by District for delivery to a different Destination. 4.4.4. Supplier Proposals. With respect to any Order placed by District, the District will not be bound by any provisions contained in any of Supplier’s proposals, purchase orders, acknowledgements, counter-offers, invoices, acceptances or other documents prepared by Supplier (whether or not attached, referenced or incorporated in the terms of the Order) that contain terms or conditions that in any way differ from or are an addition to the terms and conditions of the Order and this Purchase Agreement and District’s failure to object to such different or additional provisions will not be deemed an acceptance of such different or additional terms and conditions nor a waiver of the terms and conditions set forth in the Order and this Purchase Agreement. 4.4.5. Cancellation without Charge. The District shall have the right to cancel an Order, without incurring any responsibility or liability to Supplier, in the following circumstances: (1) District shall have the right to cancel any Order, or portion of an Order, of Goods, at no cost to the District and without any charge or cancellation fee of any kind, provided that the District gives written notice to the Supplier of such cancellation within one (1) Working Day of Receipt of Order by the Supplier; and (2) District shall have the right, at no cost to the District and without any charge or cancellation fee of any kind, in the event of a termination of an Order due to Supplier default pursuant to Article 14 of the Purchase Agreement, to cancel the Order directly affected by such default as well as any other outstanding Order that involves the purchase of Goods that, because of their relationship to the Goods covered by the terminated Order, are rendered substantially less useful or valuable to the District as a result of the such termination. 4.5. OTHER DESIGNATED DISTRICTS AND AGENCIES ACCEPT 4.5 ☒ REJECT 4.5☐ If Supplier or Vendor agrees, Districts or Agencies that qualify under Public Contract Code Section 20652 for purchases of Goods under this Purchase Agreement (Designated Districts and Agencies”), shall have the same rights as the Los Angeles Community College District to request performance of Work during the Term of this Purchase Agreement, without the necessity of further competitive bidding or other competition; provided, however, that any such requests must be made through the Purchasing Agent, who is the sole person or entity authorized to issue Orders under the terms of this Purchase Agreement. The Vendor agrees to perform the Work and Changes to the Work as ordered and requested by the Designated Districts and Agencies on and under the same terms and conditions as are available to District under the Contract Documents; provided however, that: (1) each such Order and request shall be deemed financially separate; (2) the Designated District or Agency making such Order or request shall be solely and separately responsible to Supplier for its financial and other commitments under the Contract Documents; and (3) no fiduciary responsibility, contractual obligation nor performance liability shall exist between the District and any of the Designated Districts or Agencies or between or among any of the Designated Districts and Agencies. Orders by Designated Districts and Agencies shall be complied with by the Supplier in accordance with the Supplier’s obligations under this Purchase Agreement and the other Contract Documents. In addition, Supplier agrees to comply with such other customary contracting requirements of any Designated Districts and Agencies (including, without limitation, execution of any affidavits, certifications, bond requirements or other required documentation) that are consistent with the contracting rules, regulations or practices adopted and approved by the governing board or council for such Designated District or Agency. 4.6. TRADE IN PROGRAMS Pursuant to Education Code Section 81454 the governing board of any community college district may dispose of personal property belonging to the District for the purpose of replacement by providing in the notice calling for bids for furnishing new materials, articles, or supplies that each bidder shall agree in his bid to purchase the property being replaced and to remove it from the school grounds and shall state in his bid the amount which he will deduct from the District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 14 of 41 price bid for furnishing new materials, articles, or supplies as the purchase price for the personal property being purchased from the District. 4.6.1. Discounts. Although discounts offered for trade-in will not be considered in the Award of the Purchase Agreement, District shall be entitled to receive trade-in discounts from the Purchase Price that are then offered by supplier. In the event that more than one discount is offered, District will be entitled to the most favorable discount offered. 4.6.2. Offer. Provided the Supplier offers a trade-in program the Supplier, at the time of the Bid, shall include the trade-in program details available to the District. The District may, at its discretion, choose to exercise the trade-in option offered by the Supplier. ARTICLE 5 SUPPLIER 5.1. SUPPLIER STATUS 5.1.1. Duty. With respect to any Order placed by District, Supplier shall apply its best and highest skill and attention to performing its obligations under the Contract Documents in an expeditious and economical manner, consistent with the best interests of District. 5.1.2. Independent Contractor. Supplier is, and shall at all times be deemed to be, an independent contractor and is wholly responsible for the manner in which it performs the obligations required of it by the terms of the Contract Documents. Supplier wholly and without reservation assumes the responsibility for the acts of its agents and employees in the performance of the Purchase Agreement and all Orders. Supplier, its agents and employees, shall not be entitled to any rights or privileges of District’s employees and nothing contained in the Contract Documents and no course of conduct shall be construed as creating the relationship of employer and employee, or principal and agent, between District and any agent or employee of Supplier or any of the Sub-Suppliers. 5.1.3. Licenses. Supplier shall maintain, and shall require all Sub-Suppliers, of any Tier, who furnish Goods or any portion thereof to maintain, such licenses, if any, as may be required by Applicable Laws for the duration of time that Supplier is performing under the Contract Documents, including the period of any warranty provided covering all or any portion of the Goods. 5.1.4. Responsibility for Sub-Suppliers. The failure on the part of any Sub-Supplier, of any Tier, to perform any duty, responsibility or obligation, contractual or otherwise, to Supplier or to any other Sub-Supplier, of any Tier, shall under no circumstances be construed as relieving or excusing Supplier from its responsibility and liability for the full performance of all of the obligations assumed by Supplier under the Contract Documents. References in the Contract Documents to obligations assumed by “first-Tier Sub-Suppliers” shall not be interpreted as an express or implied limitation upon the provisions of this Paragraph 5.1.4. 5.1.5. Responsibility Not Relieved by Approvals. Supplier shall not be relieved of its obligations to perform in accordance with the Contract Documents either by the activities or duties of District, Design Consultants, the College Project Directors, Program Manager, District Consultants or Separate Contractors so long as such activities are not negligent, illegal, or willful misconduct, or by tests, inspections or approvals required or performed by persons other than Supplier. 5.2. REVIEW OF DOCUMENTS AND SITE 5.2.1. Review of Bidding Documents. Supplier acknowledges and agrees that its submission of its Bid and execution of the Purchase Agreement constitutes a representation that it has had the opportunity, prior to submitting its Bid, to thoroughly and carefully review and compare the Bidding Documents to its satisfaction. Based upon such careful review, Supplier agrees that it shall not be entitled to, and hereby conclusively waives, any right to additional compensation or extension to any Delivery Date due to additional or unforeseen Losses or Delays relating to information in Bidding Documents constituting errors, omissions, conflicts, ambiguities, lack of coordination or noncompliance with Applicable Laws, if prior to submission of its Bid such information was either: (1) discovered by Supplier or any Sub- Supplier and Supplier failed to seek clarification prior to submitting its Bid; or (2) reasonably discoverable by Supplier or District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 15 of 41 any Sub-Supplier in the exercise of care and diligence in the capacity as an experienced supplier, dealer, supplier, manufacturer or distributor of the types of products, materials, goods to be provided by Supplier under the Contract Documents. Without limitation to any other provisions of the Contract Documents, Supplier shall take steps to ensure that the provisions of this Paragraph 5.2.1 are incorporated into in all contracts entered into by Supplier with its first-Tier Sub-Suppliers. 5.2.2. Review of Contract Documents. Upon receiving an Order, Supplier is responsible to promptly, thoroughly and carefully review and compare the Contract Documents (including, without limitation, the Order) to its satisfaction. Based upon such careful review, Supplier agrees that it shall not be entitled to, and hereby conclusively waives, any right to additional compensation or extension to any Delivery Date due to additional or unforeseen Losses or Delays relating to information therein constituting errors, omissions, conflicts, ambiguities, lack of coordination or noncompliance with Applicable Laws, if Supplier fails to seek clarification thereof in its Acknowledgment of Shipping Date and if such information was either: (1) discovered by Supplier or any Sub-Supplier in the course of such review; or (2) reasonably discoverable by Supplier or any Sub-Supplier in the exercise of care and diligence in the capacity as an experienced supplier, dealer, supplier, manufacturer or distributor of the types of products, materials, goods to be provided by Supplier under the Contract Documents. Failure by Supplier to send its Acknowledgement of Shipping Date within ten (10) Days after Receipt of Order shall be conclusively deemed to be a representation by Supplier that no such clarification is required and shall constitute a waiver of Supplier’s right to additional compensation or extension of the Delivery Date. Without limitation to any other provisions of the Contract Documents, Supplier shall take steps to ensure that the provisions of this Paragraph 5.2.2 are incorporated into in all contracts entered into by Supplier with its first-Tier Sub-Suppliers. 5.2.3. Review of Conditions at Site. Supplier shall be deemed charged with knowledge of all facts, circumstances and other information that was available or provided to Bidders at any Pre-Bid Conference (whether optional or mandatory). Supplier shall, upon receipt of an Order, visit and inspect the Site and Existing Improvements where the Goods are to be delivered in order to fully acquaint itself with the conditions affecting access to the Site and delivery of the Goods, including, without limitation, the following: (1) the stage of completion and condition of the Existing Improvements and other construction at the Site where the Goods covered by the Order will be delivered; (2) the availability of facilities for access, delivery, transportation and staging at such Site; and (3) any other physical and environmental restrictions affecting Supplier’s furnishing of the Goods at such Site. Supplier shall correlate its observations with the requirements of the Contract Documents and promptly report any discrepancies to District. 5.3. PACKING, SHIPPING, TRANSPORTATION 5.3.1. Transportation. Unless otherwise stated in the Contract Documents, all shipments, deliveries and set- up of the Goods to or at the Destination specified in the Order are deemed free of any “destination in” charges to District, and all such charges (including, without limitation, charges for delivery, shipping, drayage, express, storage, parcel post, packing, cartage, insurance, license fees, permits, and bonds) are included in the Purchase Price. 5.3.2. Acknowledgement of Shipping Date. No earlier than five (5) Days after Supplier’s receipt of an Order, Supplier shall provide to District an Acknowledgement of Shipping Date. The Supplier shall contact the District representative to coordinate the desired delivery date and then shall deliver the Goods according to confirmed delivery date. 5.4. DELIVERY, INSTALLATION, ACCEPTANCE, REJECTION AND RETURN 5.4.1. Costs. Unless otherwise expressly provided for in the Contract Documents, Supplier shall provide and pay for labor, materials, tools, equipment, machinery and transportation necessary for proper preparation and performance. 5.4.2. Notice of Delivery. Supplier shall provide written Notice of Delivery to District not fewer than seven (7) Days prior to actual delivery, as to the time for delivery of Goods at the Site. District shall have the right, at no additional charge to District, to specify or change the Destination drop off point within a Site at any time. 5.4.3. Delivery. Supplier shall deliver Goods to the location on the Site identified in the Order or as otherwise directed in accordance with Paragraph 5.4.2, above. Supplier is obligated, at no additional charge to District, to make District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 16 of 41 deliveries on any Working Day between the hours of 8 am to 3 pm. Deliveries shall not be made on Saturday, Sundays or Holidays without prior written approval by District. Supplier shall consult with District to identify in advance of each delivery a route to be used for delivery. District shall have the right to require that Supplier comply with its requirements for restriction of deliveries to specified locations or only within defined time frames. Goods shall be furnished in ample quantities and at such times as required by the Order, unless otherwise directed in writing by District. If Supplier delivers in excess of the quantities required by the Contract Documents, District shall not be required to accept or make any payment for the excess quantities and assumes no obligation to notify Supplier thereof or to protect, preserve or return any portion of such excess quantities to Supplier. 5.4.4. Title. Without limitation to District’s right to reject Goods as provided for elsewhere in the Contract Documents, title to the Goods, risk of loss and attendant risk and liability for their protection and safety, shall remain with Supplier until the earlier of payment by District or acceptance of the Goods in accordance with Paragraph 5.4.9, below; provided, however, that District shall assume no risk or loss with respect to, and shall have no obligation to accept any Goods that do not conform to the Contract Documents, that are delivered prior to or after the Delivery Date, or that are in excess of quantities required by the Contract Documents. No portions of the Goods shall be accepted or purchased subject to any chattel mortgage or under a conditional sale or other agreement by which an interest therein or in any part thereof is retained by a seller or supplier. Supplier warrants good title to all portions of the Goods and agrees to deliver the Goods to District free from any claims, liens, or charges. Supplier further agrees that neither it nor any person, firm, or corporation furnishing any of the Goods shall have any right of lien upon the Site, or any Existing Improvement or appurtenance thereon. 5.4.5. Preliminary Inspection. District shall have the right, exercised in its sole discretion, to conduct a preliminary inspection of the Goods upon delivery for the purpose of confirming delivery and quantities delivered. Such preliminary inspections shall not constitute acceptance of, taking charge over or a waiver of right to reject the Goods, or any portion thereof. 5.4.6. Quality Assurance. Supplier and its Sub-Suppliers will: (1) provide and maintain a quality assurance system covering all Goods to be provided by Supplier under the Purchase Agreement and will tender only those items of Goods that have been inspected by Supplier and found to conform to the Contract Documents; (2) keep records evidencing these inspections and make these records available to District upon request by any of them; and (3) permit District upon request by either of them to review procedures, practices, processes and related documents. 5.4.7. Conduct of Personnel. District shall have the right to require that Supplier: (1) at all times maintain good discipline and order among its employees and the Sub-Suppliers at the Site; and (2) remove from a Site any person in the employ of Supplier or any of the Sub-Suppliers whom District may deem, in their separate and sole discretion, incompetent, unfit, intemperate, troublesome or otherwise undesirable and not again employ such person on any except with written approval of District. District shall provide to Supplier a notice in writing of its decision to bar any employee of Supplier or a Sub-Supplier from a Site, including the reason therefor. 5.4.8. Inspection for Completed Delivery. Supplier shall notify District in writing when it considers that it has achieved Completed Delivery of a Lot of Goods designated in an Order. District shall conduct an inspection of the Goods, including, without limitation, a review of any documents that Supplier is obligated to furnish as a condition of Completed Delivery under the Contract Documents. 5.4.9. Notice of Completed Delivery. Following Completed Delivery of a Lot of Goods described in an Order, District will issue a Notice of Completed Delivery to Supplier. Such Notice of Completed Delivery shall be issued within a reasonable time, not fewer than seven (7) Days after inspection of the Goods by District or by such others as requested by District. Such Notice of Completed Delivery shall be considered acceptance of the Goods by District. No other acts or course of conduct on the part of District, College Project Director, District Consultants, Separate Contractors or others acting on behalf of District shall be considered acceptance of the Goods, or any portion thereof. If it is determined after the inspection of the Goods that Supplier has not achieved Completed Delivery of any portion of the Goods, then District shall issue to Supplier within a reasonable period of time a written statement of the reasons for the rejection. Notwithstanding any payment by District, no portion of the Goods shall be considered as accepted unless and until the Notice of Completed Delivery is issued in the manner provided for in this Paragraph 5.4.9. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 17 of 41 5.4.10. Acceptance. Acceptance of the Goods (including issuance of Notice of Completed Delivery) shall not (1) waive any rights District may have under the Contract Documents or Applicable Laws with respect to any failure of the Goods to conform to the requirements of the Contract Documents; (2) be considered as a waiver by District of any right to recover for any Loss caused, in whole or in part, on account of Defective Goods, whether or not such Defective Goods was known or suspected prior to District’s acceptance of or payment for the Goods; and (3) District shall have the right, but not the obligation, to revoke any acceptance of the Goods, or any portion thereof, based on its determination that the Goods, or any portion thereof, do not comply with the Contract Documents. 5.4.11. Right to Cure. Supplier’s right to cure a breach of the Contract Documents due to performance of Goods that does not conform to the Contract Documents shall be limited to its rights to cure set forth in Article 14, below. 5.4.12. No Limitation of Rights. The rights and remedies of District set forth in this Paragraph 5.4 are in addition to, and not a limitation on, District’s other rights and remedies under Applicable Laws. 5.4.13. Coordination. Supplier shall cooperate in scheduling the delivery of the Goods to avoid conflict, delay in or interference with the work of Separate Contractors or the construction or operations of District's own forces. 5.5. SUPPLIER'S WARRANTY 5.5.1. General Warranty. Supplier shall, and hereby does, warrant and guarantee, with respect to the Goods and each portion thereof, that: (1) the Goods are new; (2) the Goods shall be free of liens, claims and security interests of third parties; (3) the Goods shall be free of defects and deficiencies in workmanship and/or materials under conditions of normal use and care for a period of not less than one (1) year following Completed Delivery and such longer period(s) of time as may be provided for in the Contract Documents, including, without limitation, the extended warranty provisions of the Bid and Contract Documents; (4) the Goods conform with the requirements of the Contract Documents and Applicable Laws; (5) the Goods are suitable and fit for their intended use; and (6) the Goods shall not be altered or misbranded within the meaning of any Applicable Laws. If required by District, Supplier shall furnish satisfactory evidence as to the kind and quality of Goods and their compliance with the requirements of this warranty. Neither the foregoing warranty nor any other warranty or guarantee contained elsewhere in the Contract Documents shall be interpreted as covering negligent installation or placement of the Goods by District or its Separate Contractors, alterations to the Goods made by District or its Separate Contractors, or misuse or abuse of the Goods by District or its Separate Contractors following Completed Delivery. Any Goods found to be defective within the first ninety (90) days of service shall, at the District’s option, be returned for a full refund or exchange at no cost to the District. Goods found to be defective after the first ninety (90) days of service may be either repaired or replaced at the District’s option. The warranty must include all costs of repair, including transportation costs, during the warranty period. 5.5.2. Repair, Replacement. Without limitation upon District’s other rights or remedies under the Contract Documents or Applicable Laws, any and all Goods that are not in conformance with the foregoing general warranty or other warranties or guaranties shall be repaired or replaced, together with the replacement of any other District property or improvements (including, without limitation, products or work installed by Separate Contractors, District’s own forces or others), which may be removed, displaced or damaged by such replacement activities. Supplier shall notify District in writing upon completion of such repair or replacement. In the event of failure by Supplier to commence and pursue with diligence said repair or replacement within ten (10) Days after being notified in writing by District, District is hereby authorized to proceed, with such repair of replacement as District deems necessary and expedient. 5.5.3. No Limitation. Nothing stated in this Paragraph 5.5 shall in any way limit the guaranties or warranties on any Goods for which a guarantee or warranty is required under any other provision of the Contract Documents or on any Goods for which a manufacturer gives any guarantee or warranty on terms that afford District greater rights than that provided for in this Paragraph 5.5. Supplier acknowledges and agrees that no exclusion of or limitation to warranties or guarantees contained in any proposal, product literature or other submittal, whether or not approved by District, College Project Director, Design Consultants, District Consultant or others, shall affect the warranties or guarantees provided pursuant to this Paragraph 5.5. 5.5.4. Delivery. Unless sooner requested by District, Supplier shall furnish to District, as a condition precedent to payment, all guaranties or warranties as are required by the terms of the Contract Documents. All such guaranties and warranties shall be in writing and in such form and accompanied by such certifications and instruction materials as District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 18 of 41 may be required by the Contract Documents. In the event that the Purchase Agreement is terminated pursuant to Article 14, below, all guaranties and warranties for Goods for which Supplier has achieved Completed Delivery or that are in the process of preparation or delivery and are specially requested and accepted by District for delivery following such termination shall be promptly delivered to District, which delivery shall be considered a condition precedent to payment for such Goods. 5.5.5. Acceptance of Nonconforming Work. Notwithstanding any other provisions of the Contract Documents to the contrary, District shall have the option, exercised in its sole and absolute discretion in the event that Supplier fails after notice to remedy Defective Goods, and in lieu of correcting the Defective Goods itself, to effect a reduction in the Purchase Price to reflect the reduced value of performance received by District. District’s exercise of such option shall not be implied from any act or omission by District. If there are no remaining payments of the Purchase Price to be made to Supplier, or if the remaining payments and retention are insufficient to cover the amount of the reduction of the Purchase Price, Supplier shall promptly pay to District the amount of any such deficiency. 5.6. TAXES 5.6.1. General. The Purchase Price includes and the Supplier shall pay all local, state and federal taxes, including, without limitation, all sales, consumer, business license, operations, excise, transaction, use and similar taxes on or related to the Goods or portions thereof, and all benefits, insurance, taxes and contributions for social security and unemployment insurance which are measured by wages, salaries or other remuneration paid to employees. 5.6.2. Tax Exempt Status. If purchase of the Goods is tax-exempt, then Supplier shall comply with Applicable Laws concerning tax-exempt transactions or projects. 5.6.3. Documentation of Tax Exempt Status. If under federal excise tax law any transaction hereunder constitutes a sale on which a federal excise tax is imposed, and the sale is exempt from such excise tax because it is a sale to a state or local government for its exclusive use, then District, upon request, will execute documents necessary to show: (1) that District is a political subdivision of the State for the purposes of such exemption; and (2) that the sale is for the exclusive use of District. No such exempted excise tax shall be included in any price (including, without limitation, the Bid) submitted by Supplier. 5.6.4. Records of Taxes. Supplier and the Sub-Suppliers shall keep sufficient records to verify the amount of sales and use taxes paid. Failure by Supplier to keep or submit such records, resulting in the inability of District to claim a refund for taxes for such materials, shall entitle District to recover from Supplier the amount of such tax refund. 5.7. APPLICABLE LAWS 5.7.1. Applicable Laws. Supplier shall comply with, and give notices required by, Applicable Laws applicable to Supplier’s performance. 5.7.2. Notice of Violations. Supplier shall immediately notify District and in writing of any instruction received from District, College Project Director, a Design Consultant, a District Consultant, a Separate Contractor or any other person or entity that, if implemented, would cause a violation of any Applicable Law. If Supplier fails to provide such notice, then District shall be entitled to assume that such instruction is in compliance with Applicable Laws. 5.8. KEY PERSONNEL Supplier, during the Contract Term, shall make available to the District Key Personnel for effective communication between the District and Supplier in regards to all Orders and problem resolution. 5.9. SUBMITTALS 5.9.1. Not Contract Documents. Shop Drawings, Product Data, Samples and other Submittals are not Contract Documents. Their purpose is to demonstrate for those portions of the Goods for which Submittals are required the way Supplier proposes to conform to the designs and other information in the Contract Documents. Review of District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 19 of 41 Submittals on behalf of District by the Design Consultants, District Consultants and College Project Director is subject to the limitations of Paragraph 5.9.5 and Paragraph 5.9.6, below. 5.9.2. Supplier Approval. Supplier shall review, stamp "approved" and submit all Submittals to the College Project Director. Supplier's approval and submission of Submittals constitutes a representation that Supplier has checked and coordinated the information contained within such Submittals with the requirements of the Contract Documents and with other related Submittals. Submittals without evidence thereon of Supplier’s approval shall be returned, without further consideration, for resubmission in accordance with these requirements. Supplier shall cooperate in the coordination of its Shop Drawings, Product Data, Samples and other Submittals with related documents submitted by Separate Contractors. Submittals made by Supplier which are not required by the Contract Documents may be returned without action. 5.9.3. Submission to College Project Director. All Shop Drawings, Product Data, Samples and other Submittals shall be submitted to the College Project Director. Submittals shall be prepared in accordance with the CADD Drafting Manual. Submittals shall be submitted allowing such time as may be specified in the Contract Documents to allow review without causing Delay to Supplier’s performance. Except where the preparation of a Submittal is dependent upon the approval of a prior Submittal, all Submittals pertaining to the same class or portion of the Goods shall be submitted simultaneously. Supplier is responsible to pay, at Supplier’s Own Expense, additional services fees and costs incurred by District to a Design Consultant, College Project Director or a District Consultant in order to expedite review of Submittals which are not submitted in a timely fashion. Submittals shall consist of the appropriate combination of catalog sheets, material lists, manufacturer’s brochures, technical bulletins, specifications, diagrams or product samples, necessary to describe a system, product or item. Submittals shall show in detail the size, sections and dimensions of the Goods; the arrangement and construction of all connections, joints and other pertinent details; and all holes, straps and other fittings for attaching the Goods. When required by the Contract Documents, supporting computations shall be submitted. All Submittals shall be accompanied by an accurately completed transmittal in the form required by District. The transmittal shall give a list of the numbers of the sheets submitted. All sheets shall be marked with the name of the Purchase Agreement and the name of Supplier shall be numbered consecutively. A separate transmittal form shall be used for each specific item or class of material or equipment for which a Submittal is required. Transmission of Submittals of various items using a single transmittal form will be permitted only when the items taken together constitute a manufacturer's "package" or are so functionally related that expediency dictates review of the group or package as a whole. Any Submittal not accompanied by such transmittal form, or where all applicable items on the form are not completed, will be returned for re-submittal without review. Supplier shall deliver duplicates of Submittals to all other persons whose work or performance is dependent thereon. 5.9.4. Delivery of Goods. Supplier shall deliver no portion of the Goods requiring submittal and review of Shop Drawings, Product Data, Samples or other Submittals until the respective Submittal has been approved in the manner required by the Contract Documents. Such Goods shall be in accordance with approved Submittals. 5.9.5. Supplier Representations. By approving and submitting Shop Drawings, Product Data, Samples and other Submittals, Supplier represents that Supplier has checked and coordinated the information contained within such Submittals with the requirements of the Contract Documents. 5.9.6. Supplier Responsibility. Supplier is, notwithstanding any review or approval thereof by College Project Director, Design Consultants or District Consultants acting on behalf of District, solely responsible for the content of all Shop Drawings, Product Data, Samples and other Submittals. Without limitation to the foregoing, deviations in Submittals from requirements of the Contract Documents shall remain the sole responsibility of Supplier unless Supplier has specifically informed District in writing of such deviation at the time of submission of the Submittal and the College Project Director has approved thereof. 5.9.7. Notation of Revisions. Supplier shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or other Submittals, to revisions other than those requested of Supplier on previous Submittals. 5.9.8. Informational Submittals. Informational submittals upon which responsive action is not expected may be so identified in the Contract Documents. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 20 of 41 5.9.9. Additional Compensation. Subject to Supplier’s rights and obligations under Article 9, below, revisions indicated on Shop Drawings, Product Data, Samples or other Submittals shall not be considered as a basis for additional compensation or extension to any Delivery Date. 5.10. CLEANING UP 5.10.1. Supplier Responsibility. Supplier at all times shall keep the Site free from debris such as waste, rubbish and excess materials and equipment caused by Supplier’s activities or the activities of its Sub-Suppliers. Supplier shall not leave debris under, on or about the Site but shall promptly remove same to a location located off-Site. Refuse generated by Supplier shall be reclaimed and recycled as required by the terms of the Contract Documents. Supplier shall not deposit refuse in the trash containers located on the Site for use by District, College or their employees, staff or students or provided by Separate Contractors for use in connection with the performance of other work on the Site. 5.10.2. Cleanup by District. If Supplier fails to clean up as provided in the Contract Documents, the District may arrange to do so, and the cost thereof shall be charged to Supplier or, at District's option, may be withheld from payments due to Supplier. 5.11. ACCESS BY DISTRICT 5.11.1. By District. District, Program Manager, College Project Director, Design Consultants and District Consultants, and their representatives, and such other persons as authorized by District or the College Project Director, shall at all times have access to inspect the Goods, either in preparation or in progress and whether located on-Site or off-Site at plants, manufacturing facilities or warehouse facilities. Supplier shall provide safe and proper facilities for such access so that such inspections may be performed safely. 5.11.2. By Separate Contractors, District’s Forces. Supplier shall cooperate with District, the District's forces and Separate Contractors and not interfere with other work being done by them or on their behalf on a Site. 5.11.3. DELIVERY ROUTES. Supplier shall arrange for delivery of goods over routes designated by the college project director or other District representatives. 5.12. ROYALTIES AND PATENTS Supplier shall pay all royalties and license fees associated with the furnishing the Goods. Supplier shall upon written request by District defend suits or claims for infringement of copyright, trademark, patent rights or trade secret violation and shall indemnify and hold District, Program Manager, College Project Director, Design Consultants, Separate Contractors, District Consultants and the other Indemnitees harmless from Loss on account thereof; provided, however, that such obligation by Supplier to defend and indemnify shall not apply if such infringement is the result of or caused by the modification or alteration of the Goods from their condition at the point of Completed Delivery by District, College Project Director, or their contractors, consultants, employees, agents, or volunteers. If Supplier has reason to believe that the furnishing of the Goods is an infringement of a patent, Supplier shall promptly notify the College Project Director. Without limitation to any of District’s other rights or remedies, should the Goods, or any portion thereof, become or be likely to become the subject of a claim of infringement or violation of a copyright, trademark, patent rights or trade secret, Supplier may, at Supplier’s Own Expense, either procure for District the right to continue using the Goods or replace the portion of the Goods with a substitute product, material or item that District determines, in the exercise of its sole discretion, is equal to the Goods required and that is non-infringing. 5.13. INDEMNIFICATION 5.13.1. General Indemnity. To the fullest extent permitted by law, Supplier agrees upon written demand by District to indemnify, defend and hold harmless, District, Board of Trustees, District’s Colleges, and each of their members, officers, employees, agents, and insurers ("Indemnitee(s)"), through legal counsel reasonably acceptable to District, from any and all Losses, regardless of whether caused in part by the acts or omissions of such Indemnitee, arising out of or relating to any of the following: (1) any act or omission of Supplier or any Sub-Supplier, of any Tier; (2) the activities of Supplier or any Sub-Supplier, of any Tier, related to performance of the obligations under the Contract District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 21 of 41 Documents or related to the preparation for performance of under the Contract Documents; (3) the payment or nonpayment of any Sub-Supplier, of any Tier, for the Goods; (4) the existence of any Hazardous Substances on a Site as a result of Supplier’s or a Sub-Supplier’s, of any Tier, failure to comply with the requirements of the Contract Documents; or (5) the infringement or violation by Supplier or a Sub-Supplier of any Tier, of any patent, copyright, trademark or trade secret as provided in Paragraph 5.12, above; provided, however, that nothing contained herein shall be construed as obligating Supplier to indemnify an Indemnitee for Losses resulting from that Indemnitee's sole negligence, that Indemnitee’s active negligence or that Indemnitee’s willful misconduct, where such sole negligence, active negligence or willful misconduct has been determined by agreement of Supplier and that Indemnitee or has been adjudged by the findings of a court of competent jurisdiction. In instances where an Indemnitee’s active negligence or willful misconduct counts for only a percentage of the Loss involved, the obligation of Supplier will be for that portion of the Loss not due to that Indemnitee’s active negligence or willful misconduct. 5.13.2. Insurance, Employment Benefits. The indemnification, defense and hold harmless obligations of Supplier under this Paragraph 5.13, as well as any such obligations stated elsewhere in the Contract Documents: (1) shall not be limited by the amounts or types of insurance (or the deductibles or self-insured retention amounts of such insurance) which Supplier or any Sub-Supplier is required to carry under the terms of the Contract Documents or that is provided by District; (2) are independent of and in addition to the Indemnitees’ rights under the insurance to be provided by Supplier or any Sub-Supplier; and (3) shall not be limited, in the event of a claim against an Indemnitee by an employee of Supplier, a Sub-Supplier, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, by a limitation on amount or type of damages, compensation or benefits payable by or for Supplier or Sub-Supplier under any worker’s compensation act, disability benefit act or other employee benefit program. 5.13.3. Implied Indemnity Rights. Notwithstanding anything stated in this Paragraph 5.13 or elsewhere in the Contract Documents to the contrary, an Indemnitee’s right to seek equitable indemnity and contribution from Supplier is in no way diminished or precluded by any agreement by Supplier to provide express contractual indemnity to such Indemnitee. Supplier’s obligations under this Paragraph 5.13 shall be deemed to completely eliminate and preclude any right by Supplier to seek contractual or equitable indemnity or contribution from any Indemnitee for any Loss covered by Supplier’s express indemnification obligations under this Paragraph 5.13. 5.13.4. Obligation to Defend. Supplier’s obligation to defend under this Paragraph 5.13 includes, without limitation, the obligation to immediately reimburse an Indemnitee for any attorney’s fees, court costs (statutory and non- statutory), arbitration and mediation expenses, professional, expert and consultant fees, investigative costs, postage costs, document copying costs, telecopy costs and any and all other costs and expenses associated with defense of such Indemnitee as and when incurred by any Indemnitee in defense of a claim by any third person or entity as a result of Supplier’s failure or refusal to comply with its immediate defense obligation to such Indemnitee. Nothing stated in this Paragraph 5.13 or elsewhere in the Contract Documents shall be interpreted as providing or implying that the obligation of Supplier to defend an Indemnitee against an alleged Loss that is within the scope of Supplier’s indemnification obligation under Paragraph 5.15 or under any other provision of the Contract Documents is to any extent released, excused, limited or relieved by a finding, determination, award or judgment by a court or arbitrator that the alleged Loss was due to circumstances not within the scope of such indemnification obligation. 5.13.5. Sub-Supplier Indemnity Agreements. Supplier agrees to obtain or cause to be obtained executed defense and indemnity agreements with provisions identical to those set forth in this Paragraph 5.13 from each and every Sub-Supplier, of every Tier. In the event Supplier fails to do so, Supplier agrees to be fully responsible to provide such defense and indemnification according to the terms of this Paragraph 5.13. ARTICLE 6 ADMINISTRATION 6.1. DESIGN CONSULTANTS, DISTRICT CONSULTANTS Notwithstanding anything else set forth in the Contract Documents, Design Consultants and District Consultants do not have authority to: (1) obligate or commit District to any payment of money; (2) obligate District to any additional compensation or extensions of any Delivery Date; (3) relieve Supplier of any of its obligations under the Contract Documents; (4) approve or order any Goods; (5) accept any Goods; or (6) stop the performance of Supplier or terminate an Order or the Purchase Agreement. District may, in its sole discretion, substitute another person or entity, or add District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 22 of 41 persons or entities, to perform the functions of the Design Consultant or to exercise some or all of the authority of the Design Consultant provided for in the Contract Documents. All rights and authority conferred upon the Design Consultant and District Consultants constitute rights that District may, in its discretion, directly exercise on its own behalf. 6.2. COLLEGE PROJECT DIRECTOR The College Project Director has the authority to act and communicate on behalf of District in respect to all matters involving performance by Supplier; provided, however, and notwithstanding anything else set forth in the Contract Documents, that the College Project Director does not have authority, whether by its approval, decisions, certification or other actions, to: (1) obligate or commit District to any payment of money; (2) obligate District to any additional compensation or extension to any Delivery Date; (3) relieve Supplier of any of its obligations or liabilities under the Contract Documents (including, without limitation, obligations and liabilities relating to Defective Goods, whether or not such Goods have been specifically approved by College Project Director); (4) make decisions on Claims; or (5) act or communicate on behalf of any College other than the College on whose behalf the College Project Director has been retained. District may, in its sole discretion, substitute another person or entity, or add persons or entities, to perform the functions of the College Project Director or to exercise some or all of the authority of the College Project Director provided for in the Contract Documents. All rights and authority conferred upon the College Project Director constitute rights that District may, in its discretion, directly exercise on its own behalf. 6.3. ADMINISTRATION 6.3.1. Observations. District, Design Consultants, Separate Contractors, Program Manager, College Project Director and District Consultants may observe the performance by Supplier or its Sub-Suppliers. Such observations shall not constitute inspection or acceptance of the Goods and shall be separate from any inspections which may be provided by others. 6.3.2. Communications Facilitating Administration. Supplier shall communicate with District and its College Project Director, Program Manager, Design Consultants, District Consultants and Separate Contractors through District. Supplier shall not rely on oral communications. 6.3.3. Review of Invoices. District will review and certify all Invoices for Payment to Supplier. 6.3.4. Rejection of the Goods. District will have authority to reject any portion of the Goods which does not conform to the Contract Documents and to require additional inspection or testing of the Goods in accordance with Article 11, below, whether or not such Goods are fabricated, installed or completed. Neither the authority to act under this Paragraph 6.3.4 nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility to Supplier, the Sub-Suppliers, their agents or employees, or other persons performing under the Contract Documents. 6.3.5. Submittal Review by College Project Director. The College Project Director acting on behalf of District will receive from Supplier and transmit to the Design Consultant and/or appropriate Design Consultant those recommended for review. The College Project Director's actions will be taken with such promptness as to cause no unreasonable Delay. Any review or approval by the College Project Director is solely for the purpose of determining if a Submittal has been assembled to include those documents required by the Contract Documents to be included in such Submittal and does not constitute a review or approval of the design or other technical information contained therein. 6.3.6. Submittal Review by Design Consultants, District Consultants. Review, approval or other action upon Supplier's Submittals such as Shop Drawings, Product Data, Samples and other Submittals, is for the limited purpose of checking for conformance with information given in the Contract Documents. Such action will be taken with such promptness as to cause no unreasonable Delay, while allowing sufficient time in the adequate review. Review of such Submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of Supplier as required by the Contract Documents. Such review of Supplier's Submittals shall not relieve Supplier of the obligations under Paragraph 5.9, above, and any such approval of a specific item shall not indicate approval of an assembly of which the item is a component. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 23 of 41 6.3.7. Completed Delivery. District will conduct inspections of the Goods to determine the dates of Completed Delivery and will receive written warranties and related documents required by the Contract Documents and assembled by Supplier. ARTICLE 7 SUB-SUPPLIERS 7.1. SUB-SUPPLIER RELATIONS Supplier shall make available to all sub-suppliers of any tier the contract documents. Regardless of contract documents availability to sub-suppliers the supplier shall be responsible for sub-suppliers’, of any tier, adherence to the contract documents. 7.1.1. By appropriate written agreement Supplier shall require the Sub-Suppliers to be bound to and by terms of the Contract Documents and to assume all the obligations and responsibilities which Supplier, by the Contract Documents, assumes toward District. Each such agreement shall preserve and protect the rights of District, and others acting for or on behalf of District, under the Contract Documents with respect to the Goods to be furnished so that delegation thereof will not prejudice such rights, and shall allow the Sub-Suppliers, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress that Supplier, by the Contract Documents, has against District. Without limitation to the foregoing, each such agreement shall, without limitation, require the Sub- Supplier: .1 to perform its obligations in accordance with the terms of the Contract Documents; .2 to assume all the obligations and responsibilities which Supplier assumes toward e District by the Contract Documents; .3 to preserve and protect the rights of District under the Contract Documents with respect to the obligations to be performed by the Sub-Supplier so that subcontracting thereof will not prejudice such rights; .4 to waive all rights (including, without limitation, rights of subrogation) that the Sub-Supplier or its insurers may have against District and others required by the Contract Documents to be named as additional insureds, except for such rights that the Sub-Supplier may have to the proceeds of such insurance held by District or such other additional insureds; .5 to afford District the same rights and remedies afforded to them under the Contract Documents with respect to access to and the right to audit and copy at District's cost books, records, contracts, correspondence, instructions, drawings, receipts, vouchers, purchase orders, memoranda and other records and documents relating to the Sub-Supplier’s performance and requiring the Sub-Supplier to preserve such records and other items that relate to an Order for a period of at least four (4) years after Completed Delivery of the Goods comprising the Order; .6 to recognize the rights of District under Section 7.2, below (Contingent Assignment of Contracts), including, without limitation, District’s right to elect to accept assignment of the Sub-Supplier’s contract and to retain the Sub-Supplier pursuant to the terms of its contract to complete the unperformed obligations under its contract and, if requested by District, to execute a written agreement on terms acceptable to District confirming that the Sub-Supplier is bound to District under the terms of its contract; .7 to submit applications for payment, extensions of time and claims, and to comply with all other notice and submission requirements of the Contract Documents, sufficiently in advance to allow Supplier time to comply with its obligations under the Contract Documents; .8 to purchase and maintain insurance in accordance with the requirements of the Contract Documents; District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 24 of 41 .9 to defend and indemnify the Indemnitees on the same terms as provided in Section 5.13, above; .10 to comply with the nondiscrimination (Article 15) provisions below; .11 to provide for a right of termination for convenience by Supplier that limits the Sub-Supplier’s right to compensation to an allocable share of the contract sum; and .12 to provide that time is of the essence to each of the Sub-Supplier’s obligations. 7.1.2. Copies. Supplier shall, promptly after their execution, furnish to District true, complete, and executed copies of all contracts with the Sub-Suppliers and amendments and modifications thereto. Payments shall not be made for Goods for which District has not received such documents. 7.1.3. No Brokering. Supplier shall not permit any portion of the Goods to be contracted to a firm acting as broker, factor or other entity not actually itself furnishing a substantial portion of the Goods. 7.2. CONTINGENT ASSIGNMENT OF SUB-SUPPLIER CONTRACTS Each agreement between Supplier and its Sub-Suppliers pertaining to an Order is assigned by Supplier to District or its designee, provided that such assignment is effective only after termination of the Order by District and only for those agreements which District or its designee accepts by notifying the Sub-Supplier in writing. Such assignment, if accepted, shall be limited to Supplier’s rights as pertain to such Order only. District’s and its designee’s sole obligation in the event it accepts such assignment shall be to pay in accordance with the terms of such agreement for Goods furnished after District’s or its designee’s acceptance of such assignment. 7.3. COMMUNICATIONS BY DISTRICT District and the College Project Director shall have the right to communicate with the Sub-Suppliers with respect to matters that are related to Supplier’s performance of its obligations under the Contract Documents. Supplier shall be provided with a copy of all such written communications. Such communications shall not create, or be interpreted as creating, any contractual relationship between District and any Sub-Supplier. 7.4. NO THIRD-PARTY RIGHTS Nothing contained in the Contract Documents shall create any contractual relationship between any Sub-Supplier and District, except when, and only to the extent that District elects to accept the assignment of a contract between Supplier and such Sub-Supplier pursuant to Paragraph 7.4, above. 7.5. DOCUMENT AVAILABILITY Supplier shall make available to each proposed Sub-Supplier with whom it enters into a contract for furnishing of any portion of the Goods, prior to the execution of the contract, copies of the Contract Documents to which the Sub-Supplier will be bound so as to ensure that all matters disclosed thereby are taken into consideration and included in the terms of such contracts and shall identify to such Sub-Supplier the terms and conditions of the proposed contract which may be at variance with the Contract Documents. 7.6. NO LIABILITY OF DISTRICT Nothing set forth in this Article 7, and no action taken by District or behalf of District with respect to review or approval of the Sub-Suppliers or their contracts shall impose any liability or responsibility upon District nor relieve Supplier of its responsibilities under the Contract Documents or Applicable Laws. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 25 of 41 ARTICLE 8 DISTRICT’S OWN FORCES AND SEPARATE CONTRACTORS 8.1. DISTRICT’S RIGHT TO PERFORM WITH OWN FORCES AND TO AWARD SEPARATE CONTRACTS Supplier shall ascertain to its own satisfaction the existence and nature of any other contracts that have been or may be awarded by District that may affect or impact Supplier’s performance. Supplier shall look solely to such Separate Contractors, and District shall not be responsible, for any Losses suffered by Supplier or the Sub-Suppliers, of any Tier, resulting directly or indirectly from the conduct of work by the Separate Contractors. 8.2. MUTUAL RESPONSIBILITY 8.2.1. Coordination. Nothing contained in the Contract Documents shall be interpreted as granting Supplier exclusive use or occupancy of a Site. Supplier shall not take any action that would deny District's own forces and the Separate Contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities. Supplier shall not Delay the work of the Separate Contractors or District’s forces and shall coordinate Supplier's operations with the activities of District's forces and the Separate Contractors as required for the prompt and expeditious performance of Supplier’s obligations under the Contract Documents. 8.2.2. Delay. Supplier shall coordinate its deliveries of the Goods with the construction and operations of District’s forces and the Separate Contractors so as to eliminate interference and shall do so without Delay to the performance of Supplier or the construction or operations of such others. Costs caused by improperly timed activities or defective construction shall be borne by the party responsible therefor. 8.2.3. Damage. Supplier shall promptly remedy damage caused by Supplier or its Sub-Suppliers to completed construction or partially completed construction or to property of District or Separate Contractors. 8.2.4. Disputes. Supplier shall notify District in writing within three (3) Days if it believes it has experienced or is experiencing any Delay or Loss due to the activities of District's forces or Separate Contractors or in the event of any dispute with District's forces or Separate Contractors. 8.3. DISTRICT'S RIGHT TO CLEANUP If a dispute arises among Supplier, Separate Contractors and/or District as to the responsibilit y for maintaining the Site and surrounding area free from waste materials and rubbish, District may clean up and allocate the cost among those responsible as the District determines to be just. ARTICLE 9 TIME 9.1. COMMENCEMENT AND COMPLETION 9.1.1. Completion. Supplier shall proceed expeditiously with the furnishing of Goods requested in an Order and shall achieve Completed Delivery on the Delivery Date set forth in the Order. The Delivery Date shall be subject to adjustment for extensions of time duly permitted, authorized and noticed pursuant to Paragraph 9.2, below. Inspection for the purpose of confirming Completed Delivery and issuing a Notice of Completed Delivery shall be conducted by the College Project Director or a District Consultant and notice of such determination shall be issued as provided in Paragraph 5.4.9, above. 9.1.2. Adjustments. Subject to the limitations set forth in this Article 9 and elsewhere in the Contract Documents, the Delivery Date shall only be extended for Excusable Delay. 9.1.3. Early Completion. Nothing stated in the Purchase Agreement or elsewhere in the Contract Documents shall be interpreted as creating any contractual right, express or implied, on the part of Supplier to deliver any Lot of Goods earlier than the Delivery Date set forth in the Order issued by District with respect to such Lot. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 26 of 41 9.2. DELAYS AND EXTENSIONS OF TIME 9.2.1. Adjustments Extending Delivery Date. Provided that Supplier has complied with the provisions of this Paragraph 9.2 (including, without limitation, the requirements of this Paragraph 9.2 pertaining to timely delivery of a Request for Extension), if Supplier is delayed in its achieving Completed Delivery of a Lot on the Delivery Date by an Excusable Delay, then the Delivery Date for such Lot shall be extended for such reasonable time as the College Project Director may determine. The Delivery Date will not be adjusted for Unexcused Delays 9.2.2. Request for Extension. Within fourteen (14) Days after the Discovery Date of the circumstances giving rise to an Excusable Delay, Supplier shall submit to District a Request for Extension. Each Request for Extension shall include a detailed explanation of the circumstances of such Delay, the Lot(s) and Delivery Date(s) that are affected and the precise number of Days of extension to such Delivery Date(s) being requested. A Request for Extension that seeks an extension for more than one Delay shall be supported by a separate explanation and request for extension for each separate Delay. District shall thereafter investigate the facts concerning the cause and extent of such Delay, and depending upon whether such Request for Extension is justified, will notify Supplier of its approval or disapproval of all or a portion of Supplier’s request. Extensions of time approved by District shall apply only to that portion of the Goods affected by the Delay, and shall not apply to other portions of the Goods not so affected. 9.2.3. Formal Notice of Essence. Supplier recognizes and acknowledges that timely submission of formal Request for Extension, whether or not the circumstances of such Delay are known to District or discoverable by District through other means, is not a mere formality but is of crucial importance to the ability of District to promptly identify, prioritize, evaluate and mitigate the potential effects of Delay. Any form of informal notice, whether verbal or written (including, without limitation, statements at meetings or entries on reports, daily logs or meeting minutes), that does not strictly comply with the formal requirements of Paragraph 9.2.2, above, shall therefore be deemed insufficient. 9.2.4. Time of Essence. Time is of the essence to the Completed Delivery of the Goods. District shall have the right to refuse to accept and pay for a tender of Goods delivered after the Delivery Date. 9.2.5. District Options. The District and the Supplier acknowledge and agree that if the Supplier fails to achieve Completed Delivery of a Lot of Goods on the Delivery Date specified in the Order that the District will suffer substantial Losses which are both extremely difficult and impracticable to ascertain. In recognition thereof, it is agreed that if the Supplier fails to achieve Completed Delivery on the Delivery Date (as adjusted for extensions permitted by the Paragraph 9.2, above) designated in an Order for Completed Delivery of a Lot of Goods, that the District shall have the right, exercised in its sole discretion, to accept tender by Supplier in accordance with Paragraph 9.2.6, below, of Leased Goods. District shall have the right to exercise the foregoing rights with respect to all or any portion of the Goods or with respect to all or any portion of a period of time for which a delivery of Goods is delayed beyond the Delivery Date. 9.2.6. Leased Goods. The District shall have the right, in the exercise of its sole discretion, to accept tender by Supplier of temporary replacement Leased Goods for the whole or any portion of period of time for which the District. Leased Goods are provided, placed and removed at the Supplier’s Own Expense. Tender of Leased Goods by the Supplier means delivery, at the Destination designated by the District in its Order, of Leased Goods that are equivalent in all material respects to the Goods identified in the applicable Order and that are wholly suitable for use by the District as a replacement for the Goods. Supplier is solely responsible for the delivery, placement and removal of Leased Goods and for any repairs to Existing Improvements caused by the move in, placement or removal of the Leased Goods. Supplier remains solely responsible for any Loss caused to Leased Goods while they are in use by the District, other than a Loss that Supplier demonstrates was caused by abuse or neglect on the part of the District, District Suppliers or Separate Contractors. 9.2.7. Other Remedies. District shall have the right to refuse to accept and pay for a tender of Goods delivered after the Delivery Date and to refuse tender of Leased Goods. The District’s exercise of its rights to refuse to accept and pay for any Goods shall not limit any right or remedy of the District in the event of any other default by the Supplier (including, without limitation, failure to provide timely Notice of Shipment or Notice of Delivery) other than a failure to meet a Delivery Date. 9.2.8. Supplier Noncompliance, Waiver. Any failure by Supplier to strictly comply with the requirements of Paragraph 9.2.2, above, relative to Request for Extension under circumstances in which a Request for Extension is District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 27 of 41 required, shall, notwithstanding actual knowledge of such circumstances by District, College Project Director, or others acting on behalf of District, constitute a waiver by Supplier of the right to an adjustment to the Delivery Date on account of such circumstances. 9.2.9. Concurrent Delays. If an Unexcused Delay occurs concurrently with an Excusable Delay, the maximum extension of the affected Delivery Date shall be the number of Days, if any, by which such Excusable Delay exceeds the number of Days of such Unexcused Delay. 9.2.10. Exercise of District Rights. Notwithstanding any other provision of the Contract Documents to the contrary, any Delay to Supplier's performance that is the result of District’s proper exercise of its rights or remedies under the Contract Documents or Applicable Laws in response to a failure of Supplier to perform its obligations under the Contract Documents shall be deemed an Unexcused Delay and shall not, under any circumstances, entitle Supplier to an adjustment to a Delivery Date. 9.3. DELAY TO SUPPLIER Supplier’s sole and exclusive right in the event of an Excusable Delay consists of an extension of time to the applicable Delivery Date. The Supplier agrees to accept such extension of time as its sole and exclusive right and remedy for Delay, regardless of cause (including, without limitation, any act or omission by the District constituting negligence or breach of contract) in lieu of any and all other rights to recovery of Losses for Delay. ARTICLE 10 PAYMENTS 10.1. Payment. Payment on behalf of District of sums to the Supplier that are undisputed by the District placing the Order shall be made not later than thirty (30) Days after receipt of a properly prepared and submitted invoice requesting payment and issuance of payment in accordance with the requirements of the Contract Documents. 10.2. Decisions to Withhold Payments. District shall have the right to withhold payment, in its sole discretion, including but not limited to, incomplete shipments or deliveries, defective equipment or material or other causes deemed by the District constituting an incomplete shipment, delivery or non-conformance with the Contract Documents. Sums properly withheld pursuant to Paragraph 10.2, may be used by District without a prior judicial determination of District's actual rights with respect to recovery of any Loss on which such withholding is based. Supplier agrees and hereby designates District as its agent for such purposes, and agrees that such payments shall be considered as payments made under the Purchase Agreement by District to Supplier. District shall submit to Supplier an accounting of such funds disbursed on behalf of Supplier 10.2.1. Grounds for Withholding. District may decide not to certify payment and may withhold a Certificate for Payment, in whole or in part, as provided herein and elsewhere in the Contract Documents. If District is unable to certify payment in the amount of the Application for Payment, District will promptly issue a Certificate for Payment for the amount for which is determined to be earned and undisputed. District may also decide not to certify payment or, because of subsequently discovered evidence or subsequent observations, may nullify the whole or a part of a Certificate for Payment previously issued, to such extent as may be necessary, in District’s opinion, to protect District from Loss or threatened Loss because of any of the following: .1 Defective Goods. Defective Goods not remedied. .2 Violation of Applicable Laws. Failure of Supplier or the Sub-Suppliers to comply with Applicable Laws. .3 Penalty. Any claim or penalty asserted against District by virtue of Supplier's failure to comply with Applicable Laws. .4 Failure to Meet Delivery Date. Any Loss which may accrue as a result of Supplier failing to meet a Delivery Date. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 28 of 41 .5 Setoff. Any reason specified elsewhere in the Contract Documents as grounds for a withholding, offset or setoff or that would legally entitle District to a setoff or recoupment. .6 Consultant Services. Additional professional, consultant or inspection services required due to Supplier’s failure to comply with the Contract Documents. .7 Damage. Loss caused by Supplier or the Sub-Suppliers to District, the Separate Contractors or any other person or entity under contract with District. .8 Cleanup. Cleanup performed by District and chargeable to Supplier pursuant to Paragraph 5.10.2. .9 Required Documents. Failure of Supplier to submit on a timely basis, proper and sufficient documentation required by the Contract Documents, including, without limitation, schedules, Submittals, inventories, information on the Sub-Suppliers, certifications and other required reports or documentation. .10 Other Breach. A breach by Supplier of any obligation or provision of the Contract. 10.3. REPORTS AND REVIEWS 10.3.1. Quarterly Sales Reports. The Supplier shall provide, at the District’s request, to the District’s Program Manager quarterly statements, which shall include: an aggregate sales report of (1) the total quantities and dollar sales of Goods covered by all Applications for Payments submitted under the Purchase Agreement; (2) the quantities and dollar sales of Goods in Clause (1) further segregated by Product Type; (3) the quantities and dollar sales of Goods in Clause (2) further segregated by Destination. 10.3.2. Performance Reviews. Supplier shall, if requested by the District, participate in business meetings to review Supplier’s performance and to establish a best practices approach to customer satisfaction that satisfies the requirements of the Contract Documents and the needs of the District and its users. Supplier shall designate appropriate representatives of its executive and managerial staff to participate in such meetings. Such meeting shall be held via remote online conference mutually agreed to by both parties or location within Los Angeles County as may be designated by LACCD. 10.4. CONTINUOUS PERFORMANCE No dispute or disagreement with respect to the amount of any payment claimed due by Supplier shall relieve or excuse Supplier from the obligation to proceed with and maintain continuous, expeditious and uninterrupted performance of its obligations under the Contract Documents. 10.5 ACCEPTANCE OF PAYMENT Acceptance of Final Payment by Supplier or a Sub-Supplier shall constitute a waiver of all rights by that payee against District for recovery of any Loss, excepting only those Claims that have been submitted by Supplier in the manner required by Article 14, below, prior to or at the time of Supplier’s submission of its Application for Payment. ARTICLE 11 INSPECTIONS, HAZARDOUS SUBSTANCES AND SAFETY 11.1 INSPECTIONS 11.1.1. Supplier Responsibility. Inspections or observations by or on behalf of District or others shall not in any way relieve Supplier from its responsibility for full compliance with all of the terms and conditions of the Contract Documents, nor be construed to lessen, to any degree, Supplier’s responsibility for furnishing Goods which conform to the Contract Documents. 11.1.2. Access to the Goods. District and such others as designated by District shall have free access to any or all parts of the Goods, whether located on or off the Site, at any time and at any stage in the preparation, fabrication or installation of the Goods being manufactured, fabricated or assembled. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 29 of 41 11.1.3. No Duty of District. No authority of District or others authorized to inspect the Goods at the request of District that is conferred by the Contract Documents, nor any decision made in good faith either to exercise or not exercise such authority, nor any recommendation by District or such others shall give rise to a duty or responsibility to Supplier or the Sub-Suppliers, of any Tier. 11.2. HAZARDOUS SUBSTANCES Supplier warrants Goods are free of any Hazardous Substances. 11.3. SAFETY OF PERSONS AND PROPERTY 11.3.1. Protection, Safety. Supplier shall take all necessary precautions for safety of, and shall provide all necessary protection to prevent Loss due to the activities of Supplier or the Sub-Suppliers, of every Tier: .1 persons in and around a Site, as well as their personal property and vehicles; .2 the Goods under care, custody or control of Supplier or a Sub-Supplier, of any Tier, including, without limitation, providing temperature control, covering and enclosures necessary to prevent Loss due to adverse weather conditions; .3 other property at a Site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, curbs, roadways, structures (including, without limitation, protection from settlement or loss of lateral support) and utilities not designated for removal, relocation or replacement in the course of performance by Supplier; and .4 construction or operations by District, District forces or the Separate Contractors. 11.3.2. Compliance with Safety Orders. Supplier shall correct any violations of safety laws, rules, orders, standards or regulations occurring or threatened by conditions on a Site that are caused or created by the activities of Supplier or its Sub-Suppliers. Upon the issuance of a citation or notice of violation by any Government Authority resulting from the activities of Supplier or its Sub-Suppliers, including, without limitation, the Division of Occupational Safety and Health, such violation shall be corrected promptly at Supplier’s Own Expense. 11.3.3. Responsibility for Loss. Supplier shall promptly remedy Loss (other than Loss insured under property insurance required by the Contract Documents) to property referred to in Subparagraph 11.3.1.1 through Subparagraph 11.3.1.4 caused in whole or in part by the activities of Supplier, the Sub-Suppliers, of any Tier, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which Supplier is responsible under Subparagraph 11.3.1.1 through Subparagraph 11.3.1.4, except Loss attributable solely to negligent acts or omissions of District, College Project Director, Design Consultants, District Consultants or anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable, and not attributable to the fault or negligence of Supplier or the Sub-Suppliers, of any Tier, or the failure by Supplier to comply with the Contract Documents. The foregoing obligations of Supplier are in addition to Supplier's obligations under Paragraph 5.13, above. ARTICLE 12 INSURANCE 12.1 SUPPLIER INSURANCE 12.1.1. General Provisions. Supplier shall obtain and maintain, and shall require the Sub-Suppliers delivering Goods to a Site to obtain and maintain, the insurance coverages specified below: .1 Standard Commercial Automobile Liability Insurance covering all owned, non-owned and hired automobiles, trucks, and trailers with a combined single limit of not less than $1,000,000. .2 Statutory Workers’ Compensation and Employer’s Liability insurance with statutory limits as required by law, including Maritime coverage, if appropriate, and Employer’s Liability limits of not less than $1,000,000 each accident/$1,000,000 each employee/$1,000,000 policy limit. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 30 of 41 .3 Commercial General Liability Insurance in a form providing coverage not less than the standard ISO Commercial General Liability insurance policy CG 0001 (“Occurrence Form”), with the following minimum limits (including excess or umbrella liability insurance if required to achieve limits) of $1,000,000 per occurrence and $2,000,000 in the general aggregate. .4 Other Insurance as may be required by District to protect Supplier, the Sub-Suppliers and/or District, Colleges and other Indemnitees from hazards related to the delivery or storage of the Goods or Supplier’s performance under the Contract Documents. 12.1.2. Additional Requirements for Supplier-Provided Coverage. The following requirements and provisions shall apply to insurance provided by Supplier and/or its Sub-Suppliers pursuant to Paragraph 12.1.1, above: .1 Such insurance may be provided through a combination of primary and excess policies, including the umbrella form of policy. All required insurance shall be maintained without interruption from the date of execution of the Purchase Agreement until the expiration of the Term unless otherwise specified elsewhere in the Contract Documents. .2 Each such policy, except the workers’ compensation policy, shall include or shall be endorsed to include the Indemnitees, and each of their respective officers, agents, shareholders and employees as additional insureds. .3 Each policy shall state, or be endorsed to state, that the coverage provided to the additional insureds is primary and non-contributing with respect to any other insurance available to the additional insureds. .4 Insurance required by Paragraph 12.1.1, above, shall be written by a company or companies lawfully authorized to do business in the State of California and having a current A.M. Best’s rating of no less than B + unless otherwise approved in writing by District. Notwithstanding the foregoing, workers’ compensation insurance may be provided by the State Compensation Insurance Fund. .5 The insurance required by Paragraph 12.1.1, above, shall be written on forms acceptable to District. .6 Supplier shall provide to District prior to execution of the Purchase Agreement by Supplier, and at any time thereafter within three (3) Days of a request by District, and upon any renewal, change or replacement of coverage, the following: certificates of insurance and any additional insured endorsements evidencing coverage required to be provided by Supplier or its Sub-Suppliers. Upon request, a Certificate of Insurance as confirmation of such policies and endorsements shall be provided to District. .7 All insurance coverage required of or provided by Supplier or its Sub-Suppliers are intended to apply to the full extent of the policies. Nothing contained in this Paragraph 12.1 or elsewhere in the Contract Documents relating to District or its operations is intended to limit the application of such insurance coverage. .8 Supplier acknowledges and agrees that any actual or alleged failure on the part of District to inform Supplier of non-compliance with any insurance requirement in no way imposes any additional obligations on District nor does it waive any rights hereunder in this or any other regard. .9 Any type of insurance or any increase of limits of liability not described in this Paragraph 12.1, which Supplier requires for its own protection or on account of any statute, shall be Supplier’s responsibility and at Supplier’s Own Expense. .10 During the period following issuance of the Notice of Completed Delivery and prior to expiration of all warranty periods under the Contract Documents, Supplier shall maintain in full force and effect all insurance as specified in Paragraph 12.1.1, above. .11 District shall have no responsibility for arranging coverage or for payment of premiums for any insurance coverage required of any Supplier or Sub-Supplier under Paragraph 12.1.1, above. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 31 of 41 12.1.3. MISCELLANEOUS PROVISIONS. .1 Withholding of Payments. In addition to any other rights of withholding that District may have under the Contract Documents, District has the right to withhold any payments otherwise due to Supplier in the event of a failure by Supplier or any Sub-Supplier to comply with the requirements of this Paragraph 12.1. Such withholding by District shall not be deemed to be a default under the Purchase Agreement or under the terms of any Order. .2 Notice. All policies of insurance that Supplier or the Sub-Suppliers are required to secure and maintain shall be endorsed to provide that their insurance company shall notify District and the named insured at least ten (10) Days in advance of any cancellation due to nonpayment of premium and thirty (30) Days in advance of any modification or cancellation for any reason other than nonpayment of premium. .3 Remedies. Without limitation upon any of District’s other rights or remedies, any failure by Supplier or any Sub-Supplier to comply with any provision of this Paragraph 12.1 shall be deemed a material breach of the Purchase Agreement, thereby entitling District, at its option and without limitation to District’s other rights or remedies under the Contract Documents or Applicable Laws, upon notice to Supplier and in accordance with Article 14, below, to: (1) suspend performance by Supplier, without any additional compensation or extension of the Delivery Date, until there is full compliance, or (2) terminate the Purchase Agreement or any Order for cause. .4 Claims Cooperation. Supplier and the Sub-Suppliers shall assist and cooperate in every manner possible in connection with the adjustment of all claims arising out of their operations conducted in connection with the furnishing of the Goods and shall cooperate with District in respect to the adjustment, settlement, mediation, arbitration or litigation of all said claims, including, without limitation, providing, appearances in mediation, arbitration or court proceedings and/or participating in settlement meetings, as may be required. .5 Waiver of Rights of Recovery and Subrogation. Supplier hereby waives all rights of recovery for any Loss with respect to which insurance, other than workers’ compensation insurance, is required to be provided by Supplier (including, without limitation, any Loss that is not covered because of deductible clauses, inadequacy of limits of any insurance policy, limitations or exclusions of coverage, or any other reason) against the Indemnitees and any other supplier, contractor or consultant performing work or rendering services that relate to, affect or are affected by Supplier’s obligations under the Contract Documents including without limitation, the officers, directors, agents, shareholders and employees of each of them. Supplier shall require that its Sub-Suppliers of every Tier require that all insurance policies provided, with the exception of workers’ compensation, that relate to Supplier’s obligations under the Contract Documents include clauses providing that each insurer waives all of its rights of recovery against the same parties referenced immediately above in this Subparagraph 12.1.3.5. Additionally, Supplier shall cause its insurers on all policies required to be obtained by Supplier, including, without limitation, workers’ compensation insurance, to provide for a waiver of the insurer’s rights of subrogation that is coextensive with the waiver of right of recovery by Supplier set forth in this Subparagraph 12.1.3.5 or that consent to Supplier’s waiving its rights of recovery as set forth herein. The waivers of right of recovery and right of subrogation provided for in this Subparagraph 12.1.3.5 shall be deemed effective as to any individual or entity even if such individual or entity: (1) would otherwise have a duty of indemnification, contractual or otherwise; (2) did not pay the insurance premium directly or indirectly; or (3) has or does not have an insurable interest in the property damaged. 12.2. DISTRICT'S LIABILITY INSURANCE District shall be responsible for purchasing and maintaining District's usual liability insurance. Optionally, District may purchase and maintain other insurance for self-protection against claims which may arise from operations under the Contract Documents. Supplier shall not be responsible for purchasing and maintaining District's liability insurance unless specifically required by the Contract Documents. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 32 of 41 ARTICLE 13 MISCELLANEOUS PROVISIONS 13.1 GOVERNING LAW The interpretation and enforcement of the Purchase Agreement and other Contract Documents and of the performance by the parties hereunder shall be governed by the internal laws of the State of California. 13.2 TIME OF ESSENCE All time limits stated in the Contract Documents relative to Supplier’s performance of its obligations under the Contract Documents are of the essence. 13.3 ASSIGNMENT Supplier shall not transfer, convey or assign any right or obligation under or interest in the Contract Documents or any Order and any attempt to do so will be deemed void from its inception. District shall have the right to assign its rights under any Order or under the Purchase Agreement upon written notice to Supplier. 13.4 WRITTEN NOTICE Any notice from one party to the other or otherwise under the Contract Documents shall be in writing and shall be dated and signed by the party giving such notice or by a duly authorized representative of such party. Any such notice shall be deemed to have been duly served if served in the following manner: 13.4.1 Notice to District. If notice is given to District, it shall be by personal delivery thereof or by depositing same in United States mail, enclosed in a sealed envelope addressed to District at its address shown in the Bidding Documents. 13.4.2 Notice to Supplier. If notice is given to Supplier, by personal delivery thereof to Supplier, or by depositing same in United States mails, enclosed in a sealed envelope addressed to Supplier at its last known address for its regular place of business and sent by registered or certified mail with postage prepaid. 13.5 RIGHTS AND REMEDIES 13.5.1 District duties and obligations imposed by the Contract Documents and District rights and remedies available hereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by Applicable Law. 13.5.2 Provisions of the Contract Documents may be waived by District only in writing signed by the Executive Director stating expressly that it is intended as a waiver of the specified provision(s) of the Contract Documents. 13.5.3 A waiver by either party of any breach of any term, covenant, or condition contained in the Contract Documents shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained therein whether of the same or a different character. 13.6 NO NUISANCE Supplier shall not maintain, commit or permit the maintenance or commission of any nuisance at the Site in connection with the performance of its obligations under the Contract Documents. 13.7 EXTENT OF AGREEMENT The Contract Documents represent the entire agreement between District and Supplier and supersede all prior negotiations, representations or agreements, either written or oral. The Contract Documents may be amended only by written instrument signed by both District and Supplier and formally approved or ratified by the Board of Trustees in accordance with the requirements of the Contract Documents and Applicable Laws. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 33 of 41 13.8 NO THIRD-PARTY RIGHTS Nothing contained in the Contract Documents is intended to make any person or entity who is not a signatory to the Purchase Agreement a third-party beneficiary of any right created by the Contract Documents or by operation of Applicable Laws. 13.9 SEVERABILITY Should any part, term, portion or provision of the Contract Documents, or the application thereof to any party or circumstance, be held to be illegal, invalid or in conflict with any Applicable Laws, or otherwise be rendered unenforceable or ineffectual, the validity of the remaining parts, terms, portions or provisions, or the application thereof to any party or circumstances, shall be deemed severable and the same shall remain enforceable and valid to the fullest extent permitted by Applicable Laws. 13.10 PROVISIONS REQUIRED BY APPLICABLE LAWS Each and every provision of law and clause required by Applicable Laws to be inserted in the Purchase Agreement or other Contract Documents shall be deemed to be inserted in the Purchase Agreement and the Contract Documents shall be read and enforced as though it were included herein, and if through mistake or otherwise any such provision is not inserted or if inserted and requires correction, then upon request of either party these Purchase Agreement shall forthwith be amended by the parties to the Purchase Agreement to make such insertion or correction. 13.11 CONFLICTS OF INTERESTS Supplier agrees not to accept any employment or representation which will, is or likely to, make Supplier "financially interested" (as provided in California Government Code Sections 1090 and 87100) in any decision made by the College or District on any matter in connection with which Supplier has been retained. 13.12 SURVIVAL All provisions of the Contract Documents that either expressly, or by their nature, require performance or assumption by Supplier of an obligation that extends beyond the Term of the Purchase Agreement, or beyond termination of the Purchase Agreement or completion of performance by Supplier of an Order or other performance under the Contract Documents, including, without limitation, Supplier’s obligations of, or relating to, indemnification, insurance, confidentiality, ownership of documents, review, audit and retention of books and records, warranties and guaranties, and dispute resolution shall be deemed to survive expiration of the Term, termination of the Purchase Agreement and/or completion of performance by Supplier. 13.13 FEDERAL GRANTS In the event of a federal grant or other federal financing participation in the funding of the purchases of the Goods, Supplier shall permit access to and grant the right to examine its books covering its services performed and expenses incurred under the Purchase Agreement or other Contract Documents. Supplier shall comply with all applicable federal agency requirements including, without limitation, those pertaining to work hours, overtime compensation, non- discrimination, and contingent fees. 13.14 PROHIBITED INTERESTS AND GRATUITIES No official or employee of District who is authorized in such capacity and on behalf of District to negotiate, make, accept, or approve, or to take part in negotiating, making, accepting or approving any contract or any subcontract in connection with the purchase of the Goods, shall become directly or indirectly interested financially in the Purchase Agreement, any Order or in any part thereof. No officer, employee, architect, attorney, engineer or inspector of or for District who is authorized in such capacity and on behalf of District to exercise any executive, supervisory or other similar functions in connection with the Purchase Agreement shall become directly or indirectly interested financially in the Purchase Agreement, any Order or in any part thereof. Supplier shall receive no compensation and shall repay District for any compensation received by Supplier hereunder, should Supplier or any of the Sub-Suppliers aid, abet or knowingly participate in a violation of this Paragraph 13.14. Supplier warrants that no gratuities (in the form of entertainment, trips District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 34 of 41 or otherwise) were offered or given by Supplier, or any agent or representative of Supplier, to any officer or employee of District with a view toward securing the Purchase Agreement, any Order or securing favorable treatment with respect to any determinations concerning performance under the Purchase Agreement or any Order. For breach or violation of this warranty and without limitation to District’s other rights or remedies Applicable Laws, District shall have the right to terminate for cause the Purchase Agreement or any Order, either in whole or in part. 13.15 ASSIGNMENT OF ANTI-TRUST ACTIONS Supplier offers and agrees to assign to District 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 (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the Purchase Agreement. This assignment shall be made and become effective at the without further acknowledgement by the parties. 13.16 CONFIDENTIALITY Supplier shall treat all information and data furnished to it by a College, the Program Manager, the College Project Director, District, a Design Consultant, a District Consultant or a Separate Contractor, or otherwise obtained or prepared by Supplier concerning the subject matter of the Purchase Agreement or any Order, as strictly confidential and shall not disclose any of the same to any other person or entity unless required to do so in connection with Supplier's performance of the Purchase Agreement or an Order or in connection with filings or applications submitted to Governmental Authorities. Supplier’s obligation of confidentiality hereunder shall not apply: (1) to information which is in the public domain through no action or inaction of Supplier; or (2) to Proprietary Information that was in the possession of Supplier prior to its preparing its Bid entirely independent of its rights, duties or obligations under the terms of the Contract Documents, or (3) if, but only to the extent that, any other provision of the Contract Documents expressly states that Supplier’s obligation of confidentiality shall not apply. Supplier shall not engage in or permit any public references or statements to the Purchase Agreement, Orders, the Colleges, District or to Supplier's obligations or performance, including, without limitation, referring to the same in advertising or promotional brochures or materials or granting interviews to broadcast, print or other media, without the prior written consent of District, which may be granted or withheld in the sole discretion of District. Supplier shall instruct all of Supplier’s employees and the Sub-Suppliers of this obligation and shall be responsible for their full compliance with this Paragraph 13.16. 13.17 JOINT AND SEVERAL RESPONSIBILITY If the Purchase Agreement is the result of a joint bid by more than one bidder, supplier, dealer or manufacturer, it shall be deemed one indivisible contract. Each such joint bidder, supplier, dealer or manufacturer will be deemed jointly and severally responsible and liable for the performance of the entire Purchase Agreement and any Order thereunder. District assumes no obligation for the division of purchases of Goods among joint bidders, suppliers, dealers or manufacturers. 13.18 NON-EXCLUSIVITY The Purchase Agreement is non-exclusive and shall not in any way preclude District from entering into a similar agreement and/or arrangements with other suppliers or from acquiring similar, equal or like products, goods or services from other entities or sources. 13.19 ADEQUATE ASSURANCE OF PERFORMANCE If at any time District in good faith and based on reasonable business concerns, has material concerns with respect to Supplier’s or a Sub-Supplier’s ability or intent to fully perform, then Supplier agrees to provide District with reasonable written assurance, fully satisfactory to District in District’s reasonable discretion, of Supplier’s ability to fully perform. Such assurance shall be provided within the time and in the manner specified by District. Upon District’s good faith determination that Supplier cannot or will not perform, then District may deem the Purchase Agreement breached by Supplier, thereby entitling District to exercise its rights under Paragraph 14.1, below. Supplier shall notify District in writing if it believes that circumstances have arisen that are reasonably likely cause Supplier or Sub-Supplier to be unable to perform any material obligation of the Contract Documents. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 35 of 41 ARTICLE 14 REMEDIES FOR DEFAULT, TERMINATION, SUSPENSION 14.1 REMEDIES FOR SUPPLIER DEFAULT 14.1.1 Notice of Default. District shall have the right to exercise any or all of the remedies set forth in this Paragraph 14.1 in the event of any of the following: (1) Supplier is adjudged bankrupt; (2) Supplier makes a general assignment for the benefit of its creditors; (3) a receiver is appointed on account of Supplier’s insolvency; or (4) Supplier fails or refuses to perform any obligation set forth in the Purchase Agreement, an Order or the other Contract Documents and fails to cure such default in the manner required hereafter. 14.1.2 Opportunity to Cure. Supplier shall cure any default in performance of its obligations under the Contract Documents within three (3) Working Days after service of written notice of such default to Supplier asserting the occurrence of such default; provided, however, that if the breach cannot reasonably be cured within such time then Supplier shall commence to cure the breach within three (3) Working Days after service of such written notice and shall diligently and continuously prosecute such cure to completion within a reasonable time, not longer than thirty (30) Days after receipt of such written notice. 14.1.3 District's Rights and Remedies. In the event that Supplier fails to cure any of the defaults enumerated in Paragraph 14.1.1, above, within the applicable time periods set forth in Paragraph 14.1.2, above, then, while reserving all rights for Losses caused by such default, the following remedies, may be pursued: .1 Perform and Withhold. Whether or not there is a termination of the Purchase Agreement or any Order, District may engage others to furnish any portion of the Goods that have not been furnished by Supplier or that are Defective Goods and withhold the cost thereof from future payments to Supplier, reserving to itself all rights to recover all Losses related thereto. .2 Suspension of Purchase Agreement. District may suspend performance under the Purchase Agreement or any portion thereof. .3 Suspension of Order. Whether or not there is a termination of the Purchase Agreement or any Order, District may suspend all or any portion of Supplier’s performance under an Order, for as long a period of time as appropriate, without thereby assuming any obligation to pay to Supplier any additional compensation or extend the Delivery Date of any Order affected thereby. .4 Cancellation of Orders. Whether or not there is a termination of the Purchase Agreement, and without thereby incurring any liability or responsibility to Supplier and without releasing Supplier from its obligation to complete performance of any other Order that is not terminated, District may terminate for cause all or a part of any outstanding Order directly affected by such default, as well as any other outstanding Order that involves the purchase of Goods that, because of their relationship to the Goods covered by the terminated Order, are rendered substantially less useful or valuable to District as a result of such termination. .5 Terminate Further Ordering. Whether or not there is a termination of the Purchase Agreement or any Order, District may order that Supplier accept no further Orders from District. .6 Terminate Purchase Agreement. District may terminate for cause the Purchase Agreement or any portion thereof. .7 Rights Cumulative. All of District’s foregoing rights and remedies under the Contract Documents are cumulative, and shall be in addition to any other rights and remedies available under the Contract Documents or Applicable Laws. .8 Materiality of Default. Designation in the Contract Documents of a certain breach or default as “material” or as affording e District the right to terminate shall not be construed as implying that other breaches or defaults not so designated are not material nor shall such designations be construed as limiting District’s rights or remedies for default (including, without limitation, termination) to only material breaches. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 36 of 41 .9 Recovery of Losses. No termination or other action taken by District, either before or after a termination of an Order or the Purchase Agreement, in response to a default by Supplier shall prejudice or limit District’s right to proceed against Supplier to recover all Losses suffered by District as a result of such default by Supplier. 14.1.4 Payment to Supplier. In the event of a termination of the Purchase Agreement or of an Order due to Supplier default, Supplier shall be entitled to receive such portion of the compensation as calculated in accordance with Paragraph 14.3.3, below, that remains, if any, after deduction for any Losses paid, incurred or threatened and reasonably likely to occur as a result of Supplier’s default. In the case of a termination of the Purchase Agreement by District, upon such termination all further payments by District shall cease and may be withheld and no further amount shall be payable to Supplier until all Claims relating to the Purchase Agreement and all Orders placed by District have been resolved or finally adjudged by a court or by binding arbitration conducted in accordance with the Contract Documents. In the case of a termination of an Order, upon such termination all further payments by District shall cease and may be withheld and no further amount shall be payable to Supplier until all Claims relating to said Order have been resolved or finally adjudged by a court or by binding arbitration conducted in accordance with the Contract Documents. 14.1.5 Damages to District. If District’s Losses paid, incurred or threatened and reasonably likely to occur as a result of Supplier’s default exceed the amount withheld, Supplier shall be liable to District for the difference and shall promptly remit same to District upon demand by District. 14.1.6 Supplier Obligations. Upon receipt by Supplier of a notice of termination for default, in whole or in part, of the Purchase Agreement or an Order, Supplier shall, unless the notice states otherwise, perform each of the following obligations: .1 immediately discontinue performance to the extent specified in the notice of termination and continue all other performance; .2 take all actions necessary, or that District may direct, for the protection and preservation of the Goods covered by Orders that have not been cancelled and that are in production or transit; .3 with respect to any Order that is terminated, provide to District directing such termination no later than three (3) Working Days after receipt of the notice of termination the following: (1) a complete list of all subcontracts, purchase orders and contracts with Sub-Suppliers who are involved in the performance of such Order, including any amendments and modifications thereto; (2) a summary of status of payments and balance owing under such subcontracts, purchase orders or contracts; (3) the status of performance and claims by such Sub-Suppliers; and (4) such other information as District may determine necessary in order to enable District to decide whether to accept assignment of the unperformed portions of such subcontracts, purchase orders or contracts pursuant to Paragraph 7.2, above; .4 with respect to any and all Orders that are terminated, promptly: (1) assign to District on whose behalf such Order was placed, or its designee, those subcontracts, purchase orders or contracts, or portions thereof, between Supplier and its Sub-Suppliers that District elects pursuant to Paragraph 7.2, above, to accept by assignment; and (2) cancel, on the most favorable terms reasonably possible, any such subcontracts, purchase orders or contracts, or portions thereof, that District does not elect to accept by assignment; .5 not terminate any insurance required by the Contract Documents; and .6 deliver to District all Design Documents and Contract Documents that relate to Orders that are being terminated and that have been accumulated by Supplier in performing its obligations under the Contract Documents, excepting therefrom only those documents as may pertain to an Order that has not been terminated. 14.1.7 Cross Default, Set Off. Supplier agrees that: (1) a default by Supplier of its obligations to District under an Order that is not cured by Supplier in the manner provided for by Paragraph 14.1.2, above, shall constitute a breach of the Purchase Agreement; (2) a material default by Supplier of any other agreement or contract between Supplier and District shall constitute a default by Supplier of its obligations under the Purchase Agreement thereby entitling District to exercise, without prior adjudication of District’s rights and without limitation to District’s other rights or remedies, the right of set-off against amounts owing by District to Supplier under any Order placed by District; and (3) a material default by Supplier of its obligations to District under the Purchase Agreement or in connection with any Order shall constitute a District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 37 of 41 breach of each and every other agreement or contract that Supplier may then have with District thereby entitling District to exercise, without prior adjudication of its rights and without limitation to District’s other rights or remedies, the right of set-off against amounts owing by District to Supplier under such other agreement or contract. 14.2 SUSPENSION BY DISTRICT FOR CONVENIENCE District may, at any time and from time to time, without cause, order Supplier, in writing, to suspend, delay or interrupt performance by Supplier, in whole or in part, of any Order. If a suspension order issued by District pursuant to this Paragraph 14.2 is canceled in writing or expires pursuant to its terms, Supplier shall resume and continue with performance. An suspension order issued by District pursuant to this Paragraph 14.2 shall not be required in order to stop the performance by Supplier where permitted or required under any other provision of the Contract Documents. Under no circumstances shall the issuance of such a suspension order give rise to any right of Supplier to additional compensation or adjustment to the Purchase Price. 14.3 TERMINATION OF PURCHASE AGREEMENT FOR CONVENIENCE 14.3.1 Termination for Convenience. Without limitation upon any of District’s other rights or remedies under the Contract Documents or Applicable Laws (including, without limitation the right of cancellation of an Order) and without limiting the right of District to cancel an Order, District shall have the option, at its sole discretion and without cause, to terminate the Purchase Agreement, in whole or in part, by giving fourteen (14) Days' written notice to Supplier. 14.3.2 Supplier Obligations. Upon receipt of notice of termination by District of the Purchase Agreement for convenience pursuant to Paragraph 14.3.1, above, Supplier shall, unless such notice directs otherwise, do the following: .1 immediately discontinue performance to the extent specified in the notice of termination; .2 take actions necessary, or that District may direct, for the protection and preservation of the Goods delivered or in transit; .3 accept no further Orders for Goods, except as otherwise directed by District; .4 with respect to any Order that is terminated, provide to District directing such termination no later than three (3) Working Days after receipt of the notice of termination the following: (1) a complete list of all subcontracts, purchase orders and contracts with Sub-Suppliers who are involved in the performance of any Order, including any amendments and modifications thereto; (2) a summary of status of payments and balance owing under such subcontracts, purchase orders or contracts; (3) the status of performance and claims by such Sub-Suppliers; and (4) such other information as District may determine necessary in order to enable District to decide whether to accept assignment of the unperformed portions of such subcontracts, purchase orders or contracts pursuant to Paragraph 7.2, above; .5 with respect to any and all Orders that are terminated, promptly: (1) assign to District on whose behalf such Order was placed, or its designee, those subcontracts, purchase orders or contracts, or portions thereof, between Supplier and its Sub-Suppliers that District elects pursuant to Paragraph 7.2, above, to accept by assignment; and (2) cancel, on the most favorable terms reasonably possible, any such subcontracts, purchase orders or contracts, or portions thereof, that District does not elect to accept by assignment; .6 not terminate any insurance required by the Contract Documents; .7 thereafter continue such performance as may be directed by District that is necessary to preserve and protect the Goods already delivered or in the process of production pursuant to an outstanding Order issued by District; and .8 deliver to District all Design Documents and Contract Documents that relate to the Orders that are being terminated that have been accumulated by Supplier in performing its obligations under the Contract Documents, excepting therefrom those documents as may pertain to any portion of an Order that is not terminated. 14.3.3 Supplier Compensation. Following such termination of this Purchase Agreement without cause and within thirty (30) Days after receipt of a complete and timely billing from Supplier seeking payment of sums authorized District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 38 of 41 by this Paragraph 14.3.3, Supplier shall be entitled to receive as compensation for an Order that is terminated for the convenience of District the following compensation: .1 the Purchase Price for the Order, or portion of an Order, which has not been cancelled; .2 less, sums withheld by District pursuant to Paragraph 10.2.1, above, or other provisions of the Contract Documents; and .3 less, sums previously paid to Supplier by District. 14.3.4 Exclusive Compensation. In the event of a termination by District of the Purchase Agreement or any Order for convenience, Supplier agrees to accept such sums as allowed under Paragraph 14.3.3, above, as its sole and exclusive compensation and waives any claim for other compensation or Losses, including, without limitation, any right or claim for loss of prospective profits or unabsorbed overhead associated resulting from District’s failing to purchase Goods under the Purchase Agreement that meet or exceed the Guaranteed Minimum Contract Amount. 14.3.5 Sub-Suppliers. Supplier shall include provisions in all of its subcontracts, purchase orders and other contracts with its first-Tier Sub-Suppliers permitting termination for convenience by Supplier on terms that are consistent with, and that afford no greater rights of recovery against Supplier for termination than are afforded to Supplier under, this Paragraph 14.3. 14.4 TERMINATION BY SUPPLIER 14.4.1 Supplier's Remedies. .1 Termination of Purchase Agreement. Supplier shall have no right to terminate the Purchase Agreement, including without limitation, on account of any default or material default by District. Supplier’s sole and exclusive right in the event of a default by District shall be its right to terminate an Order in accordance with Subparagraph 14.4.1.2, below. .2 Termination of Orders. Provided that Supplier has first given written notice in accordance with Paragraph 14.4.2, below, Supplier may terminate an Order, for cause only, if Supplier’s performance of the Order under the Contract Documents is suspended by Supplier for a continuous period of sixty (60) Days due to a failure by District to comply with its obligations under the Contract Documents relating to payment of undisputed amounts due upon an Order. Such right to terminate an Order shall be limited to terminating only that particular Order for which payment has not been made by District. 14.4.2 Notice of Intention to Terminate. Upon the occurrence of grounds to terminate an Order, Supplier may upon seven (7) Days’ written notice to District terminate the Order. Following such termination, Supplier may recover from District such sums as permitted under Paragraph 14.3, above; provided, however, that such compensation shall be limited to the compensation due for the Goods for which Completed Delivery has been achieved under the terms of such terminated Order. 14.4.3 Continuous Performance. Provided that Supplier is paid sums due upon an Order that are undisputed by District, Supplier shall not: (1) stop, delay or interrupt continuous performance of its obligations by reason of any dispute or disagreement with District, including, without limitation, any disputes or disagreements over payments of money that are disputed in good faith by District; nor (2) stop, delay or interrupt performance under any Order placed by District. 14.4.4 Exclusive Right of Termination. Supplier’s right to terminate is limited to the grounds set forth in this Paragraph 14.4. 14.5 CONTINUING OBLIGATIONS All obligations of Supplier under the Contract Documents that would survive completion of performance by Supplier under the Contract Documents, including, but not limited to, all warranties, guarantees and indemnities, will apply to the District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 39 of 41 portions of the Goods that are delivered, stored or in transit at the time of a termination by District or Supplier and that District takes possession of upon or after such termination. ARTICLE 15 NON-DISCRIMINATION Non-discrimination is governed by the Non-Discrimination Declaration in the Bid Documents and submitted by the Supplier in response to the Bid. Supplier agrees to comply all District policies including but not limited to the Supplier shall not discriminate in the provision of services hereunder because of race, color, religion, national origin, ancestry, sex, age, sexual orientation, marital status, AIDS or disability, in accordance with the requirements of Applicable Laws. ARTICLE 16 MAND ATORY DISPUTE RESOLUTION PROCEDURES The parties agree that in the event a dispute or claim arises in the performance of this Agreement, that the claimant shall provide written notice of such claim and the parties shall first attempt to meet in good faith and negotiate such dispute. If the dispute cannot be resolved by such negotiations, then, prior to commencing litigation the parties shall submit the dispute to non-binding mediation. The parties shall mutually agree upon the selection of the mediator of any and all disputed claims. If the dispute remains unresolved after non-binding mediation, either party may initiate litigation. ARTICLE 17 ACCESSIBILITY REQUIREMENTS 17.1 Accessibility Requirements. Vendor hereby warrants that the products and services to be provided under this Agreement will comply with the accessibility requirements of Section 508 of the Rehabilitation Act of 1973, as amended (29 U.S.C. Section 794d) and its implementing regulations set forth at Title 36, Code of Federal Regulations, parts 1193 and 1194. Vendor agrees to test and validate its product, and any related website or online content it produces, with sufficient regularity in order to ensure the product and associated content meet conformance with all applicable Revised 508 Standards and Web Content Accessibility Guidelines (WCAG) 2.1 Level AA standards (see https://www.w3.org/TR/WCAG21/), in accordance with the required testing methods. The vendor shall maintain and retain full documentation of the measures taken to ensure compliance with the applicable requirements stated above, including records of any testing or demonstrations conducted. Vendor shall provide the District with copies of all Accessibility Conformance Reports (ACR) and Supplemental Accessibility Conformity Reports (SACR) that are produced related to the product or service. Further, Vendor agrees to promptly respond to and fully resolve any complaint regarding accessibility of its products or services which is brought to its attention. All resolutions provided by the vendor in response to complaints regarding information and communications technology (ICT) accessibility of its product(s) shall meet conformance with established WCAG 2.1 Level AA requirements. Vendor further agrees to indemnify and hold harmless the Los Angeles Community College District, including any of its nine colleges using the vendor's products or services from any claim arising out of its failure to comply with the aforesaid requirements. Failure to comply with these requirements shall constitute a breach and be grounds termination of this Agreement. Throughout the life of the agreement, the District reserves the right to independently perform any necessary testing on vendor's product or service to verify conformance or any representation of conformance made by the vendor with this section. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 40 of 41 ARTICLE 18 ENUMERATION OF CONTRACT DOCUMENTS 18.1 LIST OF CONTRACT DOCUMENTS The Contract Documents, except for Orders, issued after execution of this Purchase Agreement, include, without limitation, the following: 18.1.1 Purchase Agreement. The Purchase Agreement is this executed Purchase Agreement between District and Supplier for the Custodial Equipment and Supplies, including the following Exhibits attached hereto and incorporated herein by this reference: .1 Exhibit “A” Minimum Performance & Service Requirements .2 Exhibit “B” Delivery Locations .3 Exhibit “C” Bid Form .4 Exhibit “D” Bid Sheet .5 Exhibit “E” Bidder’s Questionnaire .6 Exhibit “F” Authorized 3rd Party Service Provider .7 Exhibit “G” Acknowledgement of Addenda .8 Exhibit “H” Vendor Bid .9 Exhibit “I” RFB and Addenda Addenda. The Addenda, if any, are as follows: Number Title DATE Pages Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 18. District-wide Procurement Purchase Agreement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Page 41 of 41 WHEREFORE, this Purchase Agreement is entered into as of the day and year first written above. LOS ANGELES COMMUNITY «Firm_Name» SUPPLIER, a «Inc_State2» COLLEGE DISTRICT By: By: Rueben C. Smith, D.C.Sc. Title: Vice Chancellor & Chief Facilities Executive Name: Title: Date: Date: Initial: Director of Bond Capital Construction District-wide Procurement Exhibit H – Vendor Bid Custodial Equipment and Supplies Page 1 of 1 Procurement #FE-23-04-RFB [Vendor Bid will be inserted here after Award] District-wide Procurement Exhibit I - RFB and Addenda Floor Cleaning Equipment, Accessories, and Supplies Page 1 of 1 Procurement #FE-23-04-RFB [RFB and Addenda will be inserted here after Award] -1- PP-04-09 BID PROTESTS AND APPEALS I. OVERVIEW It is the intent of the District to provide an efficient administrative process to bidders and proposers (including in the District’s Bond Program) that have participated in a competitive procurement process and believe that the intended award of a contract does not comply with the procurement’s terms, conditions, and/or applicable law. This section also establishes the rules and procedures for vendors and/or suppliers to protest a recommended award resulting from requests for quotes, requests for qualifications, invitations for bids, requests for proposals and other formal procurements. (This section does not apply to non-competitive or informal purchases.) Bidders, proposers, vendors and suppliers are collectively referred to hereinafter as “Bidders.” The District previously had separate procedures for protests relating to Bond Program procurements and for non-Bond Program purchases. This procedure replaces both prior procedures, providing a single process for general procurements above the statutory bid threshold and for contracts procured through the Bond Program. These procedures extend to bids that are deemed non -responsive and Bidders that are deemed to be non-responsible. Different rules and procedures apply to procurements below and above the statutory bid threshold. Since most procurements below the statutory bid threshold are delegated to the colleges and procurement regions and are transacted informally, the corresponding protest procedures are abbreviated and college-based. Because procurements equal to or above the bid threshold are transacted in a more formal manner, with resulting contracts requiring approval from the Board of Trustees prior to award, the protest process is correspondingly more formal. Compliance with these protest procedures is mandatory for all challenges to District awards. Bidders who do not strictly follow these procedures waive any right to challenge the contract award. II. PROCESS A. Procurements and purchases above statutory bid threshold 1. Application This section applies to solicitations that are either (1) estimated to equal or exceed the statutory bid threshold or (2) issued by the Bond Program (Measures A, AA, CC, and/or J) DocuSign Envelope ID: 6201F12E-688D-42C2-8A51-E70D9DB7CFC6 -2- 2. Filing of protest A Bidder that has timely submitted a bid to the District under a solicitation and wishes to file a protest against an intended award shall comply with the following: a. Submit the protest in writing to either: (i) If the solicitation was issued by the Bond Program, then to the Chief Facilities Executive at the District’s offices at 770 Wilshire Boulevard, Los Angeles, California 90017 (District Office), with a copy to the Program Management Office, at 1055 Corporate Center Drive, Monterey Park, CA 91754; or (ii) If the solicitation was issued by District’s Procurement Unit, then to the Director of Business Services at the District Office at 770 Wilshire Boulevard, Los Angeles, California 90017 . (iii) If the solicitation was issued by the District’s Facilities Planning and Development Office, then to the Director of Facilities Planning and Development at the District Office at 770 Wilshire Boulevard, Los Angeles, California 90017. b. Protests must be received by the District within five (5) business days of notification to the Bidder in writing of any of the following: 1) of the proposed award 2) that the bid is nonresponsive 3) that the bidder has been determined to be non-responsible or 4) that the bid has or will otherwise be rejected, whichever occurs earlier. In the event that there is no notification then the protest must be submitted within five (5) business days prior to the Board’s action approving the award. (i) If District staff determines or intends to recommend that the Board determine a Bidder to be not responsible, then the Bidder shall be given written notice containing the reason(s) for the proposed non-responsibility finding prior to the award of the contract. If a bidder submits a protest of such a proposed non-responsibility finding and requests a hearing on the Bidder’s responsibility, it must be submitted within five (5) business days of such notice. District staff shall review any such protest and if a hearing is required, it shall be subject to the hearing procedures set forth in District Administrative Regulation B-29. DocuSign Envelope ID: 6201F12E-688D-42C2-8A51-E70D9DB7CFC6 -3- c. The protest must state in writing the basis for the protest, all facts and information in support thereof, and the remedy sought. The protest must be signed under penalty of perjury under the laws of the State of California, and be accompanied by any documents that support the basis of the protest. d. The protest must include the e-mail address where further correspondence and notice regarding the protest shall be sent. 3. Initial action on protest a. The Chief Facilities Executive or Director of Business Services (whichever is applicable to the procurement) must take one of the following actions within ten (10) business days of timely receipt of a protest: (i) Cancel the notice of intended award and refer the matter back the unit handling the procurement for further action; (ii) Cancel the procurement; or (iii) Reject the protest. b. Unless the Chief Facilities Executive or Director of Business Services extends to the time to take action, a failure to act within the time shall be deemed a rejection of the protest at the close of business on the tenth business day. c. The Chief Facilities Executive or Director of Business Services may, but shall not be obligated to, request additional information from the protestor or request a response or information from the intended awardee prior to taking action on the protest, in which case the time for acting on the protest shall be extended to ten (10) business days from receipt of the requested information. 4. Appeal a. If the action is to reject the protest, the protestor may file a written appeal within three (3) business days from notice of the rejection or the failure to take action on the protest. The appeal must be filed at the same location as the initial protest, and must clearly reference the underlying protest and the request for an appeal hearing. DocuSign Envelope ID: 6201F12E-688D-42C2-8A51-E70D9DB7CFC6 -4- b. At any time prior to the appeal hearing, the Chancellor may cancel the notice of intended award or refer the matter back the unit handling the solicitation for further proceedings or cancel the solicitation. 5. Appeal hearing a. Notice of the hearing date and time and place of the appeal shall be given in writing within fifteen (15) business days from the date of receipt by the District of a timely written appeal. The hearing shall occur no earlier than five (5) business days after the date that notice of the hearing is given. b. The intended awardee shall also be given notice of the hearing and a copy of the protest and shall have the opportunity to attend the hearing and to submit evidence prior to or at the hearing. c. The hearing shall be set before either (1) a designated hearing officer, or (2) a standing committee or subcommittee of the Board (“Hearing Officer”). The designation of the Hearing Officer is within the discretion of the Chancellor. d. All evidence and testimony supporting the protest and appeal shall be provided at the hearing. The Hearing Officer shall make a determination, which shall be forwarded to the Board. e. The Board may uphold or reject the protest or take any other action, in its sole discretion. The Board shall take action within 30 days of receiving the Hearing Officer’s determination. B. Procurements below statutory bid threshold 1. Filing of protest A Bidder that has submitted a quote or proposal to a college for an amount less than the statutory bid threshold who desires to protest an award must file a protest in writing to the Vice President of Administrative Services (“Vice President”) of the college to issue the procurement. The protest must be submitted within five (5) business days of notification of the proposed award, and the protest must state the basis for the protest and the remedy sought, and contain any documentation supporting the protest. If no notification of proposed award is given, then the protest must be submitted within five (5) business days of the award. The protest must be signed under penalty of perjury under the laws of the State of California. Upon receipt of a protest, the Vice President will: DocuSign Envelope ID: 6201F12E-688D-42C2-8A51-E70D9DB7CFC6 -5- a. Notify the bidder recommended for award about the protest by providing a copy of the protest; and b. Invite such bidder to submit to the Vice President and the protestor, within five (5) business days of receipt of the bid protest, any information in support of the award. 2. Determination of protest The Vice President may deny or uphold the protest by issuing a written determination to the protestor and the proposed awardee. Alternatively, the Vice President may declare the college’s intention to: (a) award to another supplier; (b) cancel the solicitation; or (c) take any other action that is appropriate and/or required by applicable law. An action to cancel the solicitation or otherwise not award the contract will be deemed final and not subject to appeal. 3. Appeal The protestor may, within five (5) business days of notice, appeal the decision in writing to the President of the college to whom the bid was submitted. The appeal shall include the same information as required for the original protest. The determination of the appeal will be handled in the same manner as the protest. The College President’s decision on the appeal will be conveyed in writing and shall be final. 4. District Office transactions If the protested transaction is for the District Office, the initial protest described above will be directed to the Director of Business Services and the appeal will be to the Deputy Chancellor, whose decision in the matter will be final. In the event the Deputy Chancellor position is vacant, the Chancellor may designate an alternate to handle the appeal. The procedures in this section shall also govern the timing and determination of the protest. III. TERMS AND CONDITIONS 1. Compliance with these protest procedures is mandatory and is a condition precedent to the filing of any court action. A protestor’s failure to raise an issue or basis for relief in the protest process shall be deemed a failure to exhaust its administrative remedies on that issue. 2. The filing of a California Public Records Act request will not extend the five (5) business day deadline within which a protest must be filed. DocuSign Envelope ID: 6201F12E-688D-42C2-8A51-E70D9DB7CFC6 -6- 3. The filing of a protest will not automatically suspend an award. The District retains its discretion to move forward with the intended award as permitted by law. The District may, nonetheless, choose to suspend an intended award while a protest is pending. 4. Any protest filed after the required deadline will not be considered, except in the District’s sole discretion. 5. The District may in its sole discretion, but is not obligated to, notify any other Bidders about the institution of protest proceedings and/or allow any other Bidders to participate in the protest proceedings. Notification to a Bidder, or a Bidder’s actual participation in protest proceedings, shall not constitute a waiver of the District’s right to raise the defense that the Bidder failed to exhaust its administrative remedies by not filin g a timely protest/appeal or otherwise complying with this procedure. 6. If any other public entity and/or authority provides funding to a specific procurement subject to this procedure, and mandates protest procedures different from those stated herein as a condition for providing such funding, then these Procedures may be modified to include such requirements, subject to the sole discretion of the District. 7. A true and accurate summary of the rules and procedures for filing a protest as described herein should be included in full or by reference in all requests for bids or requests for proposals and if not, is hereby deemed incorporated therein by reference. DocuSign Envelope ID: 6201F12E-688D-42C2-8A51-E70D9DB7CFC6 Los Angeles Community Colleges City • East • Harbor • Mission • Pierce • Southwest • Trade-Technical • Valley • West Administrative Offices District-wide Procurement Addendum No. 01 Custodial Equipment and Supplies FE-23-04-RFB Page 1 of 2 Addendum No. 01 to the Request for Bid (“RFB”) Procurement Number: FE-23-04-RFB Campus Name: District-wide Procurement Title: Custodial Equipment and Supplies Addendum Issuance Date: April 11, 2023 The following Addendum modifies the Request for Bid (“RFB”) for the above-referenced procurement. Bidder shall acknowledge receipt of this Addendum in its Bid. REMOVE AND REPLACE 1. Remove existing Exhibit “A” – Minimum Performance and Service Requirements and replace with revised Exhibit “A” – Minimum Performance and Service Requirements, attached to Addendum No. 01; revised Item 3 on warranty requirements. 2. Remove existing Exhibit “C” – Bid Form and replace with revised Exhibit “C” – Bid Form, attached to Addendum No. 01; added approved substitute brand “Madvac” to Classification C: Sustainable Sweeping Machines and Accessories, Items 14 & 15. SUBSTITUTION REQUESTS 3. Attached are all the requests for substitutions. The items that received granted requests for substitutions will be accepted as conforming Goods in addition to the specified items (2 pages). BIDDERS’ QUESTIONS ARE ANSWERED 4. Answers to Bidders’ Questions: Question No. Question Answer 1 How long do prices need to be held? The bid is asking for discount off List Price, not a specific dollar value. However, proposed Labor rates will be in effect for the entire contract term of five (5) years. 2 Are price increases allowed during term? The bid is asking for discount off List Price, not a specific dollar value. However, proposed Labor rates will be in effect for the entire contract term of five (5) years. 3 Is the expiring contract accessible? This information is available through a Public Records Request. Please see the LACCD.EDU website for instructions. Los Angeles Community Colleges City • East • Harbor • Mission • Pierce • Southwest • Trade-Technical • Valley • West Administrative Offices District-wide Procurement Addendum No. 01 Custodial Equipment and Supplies FE-23-04-RFB Page 2 of 2 Question No. Question Answer 4 1. Why is classification B only listed as Tennant equipment, yet there are several brands listed in Classification B, Exhibit C? Tennant is placed in its own Classification as this brand is exclusive only to a few vendors. 5 How is freight to be charged for on quotes/invoices? Freight varies and fluctuates and, in some cases, can cost more than the item ordered. Freight is to be quoted as a separate line item at the time of quote. 6 Not all manufacturers offer a 5 year parts and/or labor warranty. In some cases, there is the possibility of extending warranty at an additional cost: is LACCD willing to pay the additional cost? where applicable? a. If there is no extended warranty available, will the District accept the standard warranty? b. If the District is willing to purchase an additional warranty, how should the cost be listed on the quote/invoice? A five (5) year warranty is preferred, however we would accept a 1-2 year standard warranty if that is all the manufacturer offers and if it is clearly identified at the time of quote. We may consider purchasing extended warranties at the time of each quote request. See revised Exhibit A – Minimum Performance and Service Requirements, Item #3. 7 Attached are Substitution Requests for consideration. See Addendum No. 01. 8 Attached are Substitution Requests for consideration. See Addendum No. 01. 9 Under Exhibit A where manufacturer requirements must carry warranty of 5 years parts and 5 years labor minimum is not offered by the manufacturers listed in Exhibit C. Please advise if standard warranty's offered by each manufacturer will suffice. A five (5) year warranty is preferred, however we would accept a 1-2 year standard warranty if that is all the manufacturer offers and if it is clearly identified at the time of quote. See revised Exhibit A – Minimum Performance and Service Requirements, Item #3. End of Document EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 1 of 4 Procurement #FE-23-04-RFB Listed below are the specific minimum performance and service requirements for the Custodial Equipment and Supplies Request for Bid (RFB). This form must be completed and submitted with the RFB. The completed form of the following Minimum Performance & Service Requirements must be executed where noted by a responsible and authorized employee or officer of the Supplier submitting the RFB. Each requirement includes a specific explanation of its value to the Colleges and District, and is considered mandatory to provide. If a Supplier does not agree to all the requirements in this Exhibit, they may be found non- responsive. Criterion/ Category Item Requirement Justification -A- Manufacturer Requirements 1 All products submitted shall be of Institutional and/or Industrial quality used in demanding and harsh environments; must be designed to provide up to fifteen (15) useable life to the District. Provides the District with the assurance that the products will retain value and performance while being used in a demanding environment. 2 All products must be specifically designed for a commercial (not residential or occasional use) application. Assures the District that no product that cannot withstand the rigors of this environment will be procured. 3 All products must carry a warranty inclusive of parts (and labor) for at least one (1) to five (5) years, available through either the Manufacturer or the Authorized Servicing agency. Reduces potential output of resources over the life of the product and that the product will remain in operation without expending additional funds. 4 All products must be capable of being maintained by locally trained and certified personnel. Assures the District that products will be promptly serviced with minimal downtime. 5 All warranty documentation must be provided in both soft and hard copies to the District within ten (10) days of product receipt. District may withhold invoice payment if not received. Ensures that proper documentation is received in a timely manner by the District, reducing potential loss of data. 6 All products will be considered FOB Destination (the College purchasing the equipment), as directed by the District, with the Vendor managing all freight claims following shipment from the factory. Vendor will not invoice the District for replacement of freight- damaged product regardless of future invoice credit potential. Reduces labor costs for District to manage additional paperwork for details that are outside of their control, resulting in financial savings. EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 2 of 4 Procurement #FE-23-04-RFB Criterion/ Category Item Requirement Justification -A- Manufacturer Requirements (cont’d) 7 Provide local manufacturer representation (may be in addition to a dealer representative) who will facilitate product specification accuracy, technical specifications for building interface, project scheduling, shipment and warranty issues with Service Provider. Assures effective communication between factory and District, which can save money for the District during the project and in the future; requires Vendor to produce adequate documentations of technical requirements for other project Vendors, reducing potential mistakes or delays. -B- Service Requirements 1 Provide all technical information to the Relocation Project Manager (RPM) in electronic format in the timeframe required by the project, including scope of requirements by others necessary to make product functional, and timing of Purchase Orders. Reduces the potential for product being ordered at the wrong time, information being lost or misplaced, proper coordination timing for items attached to buildings, and allowing data to be easily transmitted to other service providers, as needed. 2 Vendor must inspect item(s) upon receipt at vendor location, perform incidental assembly, set in place, confirm operability of all products, remove all packaging materials, and manage freight claims, as needed, to stay within agreed upon schedule. Assume responsibility for site damage, as needed. Communicate any changes or concerns immediately in writing with RPM. Assures smooth delivery process of all items; assures the District that all services necessary to make the products function are addressed. 3 Vendor must test provided item(s) for operability, and adjust as required; remove all packaging from site. Confirms product viability at time of delivery, reducing downtime. 4 Execute Punch List review of all purchased items with RPM, and complete Punch List items within seven (7) business days, preferably prior to building occupancy. All products must be accounted for, and accepted in writing, by RPM. Assures District that all services necessary to make the products functional for the College have been addressed properly and in a timely manner. 5 Assume all financial responsibility for extra handling, storage or other required services if the product arrives ahead of identified project schedule. District agrees to confirm the project schedule and delivery timing no later than three (3) weeks prior to target date. Assures supplier ownership of Manufacturers’ performance and project success, reducing costs; sets realistic expectations for communications between the supplier and the District. EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 3 of 4 Procurement #FE-23-04-RFB Criterion/ Category Item Requirement Justification -B- Service Requirements (cont’d) 6 Vendor must provide one (1) free detailed training on the operation of the units provided to pre-determined College staff following delivery. Reduces the potential downtime for the College due to unfamiliarity with new equipment. 7 Respond to post-installation requirements within forty-eight (48) hours of request, and fulfill all replacement requirements within seven (7) business days. Reduces the potential downtime for the College in cases of product malfunction or warranty issues. 8 Provide project quotations, asset roll-ups, and invoicing per District’s established protocol. Vendor must accommodate District requirements for Quotes, Invoice Format, Timing, and other relevant order details. Reduce time delays for issuance of Purchase Orders and expedites payment to Vendor by reducing potential communication issues. 9 All warranty documentation must be provided in both soft and hard copies to the District within ten (10) days of product receipt. District may withhold invoice payment if not received. Reduces the potential for information not being provided to the District. 10 Vendor agrees to provide the appropriate material handling equipment – pallet jacks, four and two-wheel dollies, etc. – necessary for inside delivery of all products. Reduces costs to the College by reducing additional staffing to move equipment into the building. 11 Vendor agrees to deliver all products to the location or building indicated by the College representative. No deliveries are to be off-loaded at the facilities department without prior written consent of the College. NOTE: Addresses in Exhibit B – Delivery Locations are for reference and logistic considerations ONLY. The final delivery location will be provided in an Order or by the College representative. Reduces cost to the Colleges by eliminating College facilities involvement and re- delivery. EXHIBIT A MINIMUM PERFORMANCE AND SERVICE REQUIREMENTS District-wide Procurement Minimum Performance and Service Requirements Custodial Equipment and Supplies Page 4 of 4 Procurement #FE-23-04-RFB Criterion/ Category Item Requirement Justification -B- Service Requirements (cont’d) 12 Using the Key Performance Requirements listed in Exhibit C – Technical Specifications, recommend only those specific manufacturer’s product solutions that best meet the District business requirements. It is the Vendor’s responsibility to make that determination and recommend only products that demonstrate those inherent qualities. Requires Manufacturer to have intimate knowledge of both District needs and manufacturing capability, increasing the probability that effective and appropriate solutions will be presented. 13 Communicate any and all changes to the schedule, requirements, or expectations in writing, addressed to the District contact and copied to purchasing contact. Agency commits to providing written confirmation of site availability for installation no later than three (3) weeks prior to scheduled date. Reduces the possibility of verbal commands that could incur expense to the District. Provides Vendor with assurance that spaces will be ready for installation in time to allow production can be delayed without financial impact to the Vendor. 14 Protect all areas of Vendor product installation, conveyances and paths of travel from damage due to transport or installation of Vendor products. Assume responsibility for site damage caused by Vendor crews and sub-contractors. Resolve issues within ten (10) days. Reduces costs to District as well as potential delays to opening new facilities. I have read and understood the expectations defined in Exhibit A: Minimum Performance and Service Requirements. Name: ___________________________________ Supplier: __________________________________ Title: ____________________________________ Date: __________________________________ Signature: EXHIBIT C BID FORM District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Form 1 of 3 Name of Bidder: Address: City, State, Zip: TO: The Los Angeles Community College District, acting by and through its Board of Trustees, herein called the "District". Item No.Item Description Discount off List (Product Only) - Stated in Number Percentages Advance/ Nilfisk CleanMax IPC Eagle NSS ProTeam Sanitaire Windsor/ Karcher 0.00%0.00%0.00%0.00%0.00%0.00%0.00% Average Discount for Line 1: Advance/ Nilfisk ICE intelligent Cleaning Equipment NSS ProTeam Viper Windsor/ Karcher 0.00%0.00%0.00%0.00%0.00%0.00% Average Discount for Line 2: Kaivac/Versa MotorScrubber Square Scrub 0.00%0.00%0.00% Average Discount for Line 3: Hydro Tek Windsor/ Karcher 0.00%0.00% Average Discount for Line 4: Advance/ Nilfisk NSS Viper Windsor/ Karcher 0.00%0.00%0.00%0.00% Average Discount for Line 5: Windsor/ Karcher 0.00% Average Discount for Line 6:0.00% Unger 0.00% Average Discount for Line 7:0.00% 4 Pressure Washers and Accessories 5 Carpet Cleaning Equipment, Carpet Cleaners, Dual Cleaner/Extractor, Canister Extractor and Carpet Extractors, and Accessories 6 Gum Cleaners, Steam Cleaners, and Accessories 7 Window Cleaning Equipment, DI Pure Water System, Hydro Power Equipment, Squeegees, and Accessories Pursuant to the Notice to Bidders, the undersigned Bidder, having carefully examined all of the Bidding Documents, proposes and agrees to furnish, in accordance with the Bidding Documents and Modified by all Addenda issued prior to submission of this Bid (including, without limitation, the Terms and Conditions) all things necessary for the undersigned to furnish the below-listed Goods to the Los Angeles Community College District for the following discounts. 2 Floor Burnishers, Floor Scrubbers, Sweepers, Sweepers/Scrubbers, Multi-Surface Cleaners, Push/Ride on Cleaners, Orbital Auto Scrubbers, and Accessories 3 Restroom Cleaning Equipment and Accessories Vacuums - Upright, Canister, Wide Area, Lightweight Backpack, Wet-Dry, and Accessories1 Classification A: Cleaning Equipment and Accessories (Listed Brands or Equal) 0.00% 0.00% 0.00% 0.00% 0.00% EXHIBIT C BID FORM District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Form 2 of 3 Item No.Item Description Discount off List (Product Only) - Stated in Number Percentages PortaCool 0.00% Average Discount for Line 8:0.00% Fresh Wave IAQ 0.00% Average Discount for Line 9:0.00% Nilfisk Windsor/ Karcher 0.00%0.00% Average Discount for Line 10: 3M Advance/ Nilfisk Impact Rubbermaid Safety Zone Spartan Windsor/ Karcher 0.00%0.00%0.00%0.00%0.00%0.00%0.00% Average Discount for Line 11: Overall Average Discount for Classification A: Tennant 0.00% Tennant 0.00% Overall Average Discount for Classification B: Green Machines Madvac 0.00%0.00% Average Discount for Line 14: Green Machines Madvac 0.00%0.00% Average Discount for Line 15: Overall Average Discount for Classification C: 10 Road Sweepers and Accessories 11 General Cleaning Parts & Supplies - Buckets, Wringers, Containers, Mops, Brooms, Dust Pan, Sprayer, Cloths, Step Ladders, Squeegee, Scrapers, Brushes, Dollies, Hoses, Signage, Toilet Bowl Cleaners, Carts, Air Mover, Chemicals, etc. 8 Portable Cooler, Portable Air Conditioners, Air Purifiers, and Accessories 0.00% 0.00% 0.00% Classification B: Tennant Cleaning Equipment and Accessories (Listed Brand or Equal) 13 General Cleaning Parts & Supplies 15 General Cleaning Parts & Supplies 12 Floor Burnishers, Floor Scrubbers, Sweepers, Sweepers/Scrubbers, Multi-Surface Cleaners, Push/Ride on Cleaners, Orbital Auto Scrubbers, Carpet Extractors, Vacuums, Specialty Cleaning Equipment, Dryers, and Accessories 14 Sustainable Sweepers (Ride-on/Walk Behind) and Accessories Classification C: Sustainable Sweeping Machines and Accessories (Listed Brand or Equal) 0.00% Odor Abatement Equipment and Accessories9 0.00% 0.00% 0.00% EXHIBIT C BID FORM District-wide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Bid Form 3 of 3 Item No.Item Description Discount off List (Product Only) - Stated in Number Percentages Nighthawk 0.00% Nighthawk 0.00% Overall Average Discount for Classification D: Item No.Bid Item Description No. of Units for Bidding Delivered Bid Price Stated in Figures Carry Up Labor/Regular 1 (ONE) HOUR Carry Up Labor/Over Time 1 (ONE) HOUR Installer or Technician Labor/Regular 1 (ONE) HOUR Installer or Technician Labor/Over Time 1 (ONE) HOUR Storage Rates per Cubic Foot, Beyond 30 Days 1 (ONE) CU FT Additional Training Beyond Initial Set-up 1 (ONE) HOUR Lifting or Moving Equipment Services (Rental Per Hour)1 (ONE) HOUR Bid Item Description Yes No Classification D: Enclosed Road Sweepers and Accessories (Listed Brand or Equal) 16 Enclosed Road Sweepers and Accessories 17 General Cleaning Parts & Supplies 16 Are you able to provide preventative care on equipment if required? Contract rates for services required above and beyond those defined in the Standard Scope of Work defined in Exhibit A: Mandatory Performance and Service Requirements (attach separate page for additional rate details as needed) Additional Unit Pricing for Ancillary Products and Services 15 NOTE: THE BID DISCOUNT IS THE MINIMUM COMPETITIVE DISCOUNT OFFERED ON PRODUCT ONLY FOR THE TERM OF THE CONTRACT. APPLICABLE THIRD PARTY FREIGHT, DELIVERY, ANY OTHER FEES AND SALES TAX WILL BE QUOTED SEPARATELY AT THE TIME OF THE QUOTE. 0.00% Preventative Care (to be priced at the time of the quote) SUBSTITUTION REQUEST FORM Los Angeles Community College District Sustainable Building Program Districtwide Procurement Custodial Equipment and Supplies Procurement #FE-23-04-RFB Substitution Request Form 1 of 1 DISTRICT-WIDE PROCUREMENT: PROCUREMENT NO.:FE-23-04-RFB BID SPECIFICATION - Copy from Exhibit "C" Item # SUBSTITUTION SPECIFICATION - Enter Proposed Product Substitution Details Brand Name Submitted By: Bidder:Title: By: Date: SPACE RESERVED FOR DISTRICT USE ONLY: Grant Deny Completed By: District Position: Date: Only one (1) request for Substitution for each product will be considered. Use a separate Substitution Request Form for each proposed Substitution per Product Classification/Item. (Signature) (Type or Print Complete Legal Name of Firm) Bidder requests substitution of the following material, product, or item (as found on Exhibit "C"). All Substitutions must include the Minimum Performance & Service Specifications on Exhibit "A". TO:LOS ANGELES COMMUNITY COLLEGE DISTRICT CUSTODIAL EQUIPMENT AND SUPPLIES Substitution Product Description Attach product data, comparing Key Performance Requirements defined in Exhibit C to the requested Substitution item on one page in the format provided. Decision on Request(s): Baseline Product - BrandItem Description Yes: No: Supplier agrees to provide originally specified item in the event substitution request is denied?Yes: No: Does the Substitution affect dimensions defined in the original specifications, if applicable? If yes, clearly indicate changes below. PROVIDE A RESPONSE TO EACH QUESTION. Classification Classification C: Sustainable Sweeping Machines and Accessories Green Machine Tennant (Green Machine) Madvac Air Sweeper - LS175, LS125, LN50, LR50 x x Haaker Equipment Company (DBA Total Clean Equipment)Ruben Ortiz, Account Manager 4/6/2023 Tennant has discontinued the Green Machine line. X Irene Cua-Garcia Contract Administrator 04/07/2023 ICG Agenda Item J AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Approving and Authorizing an Emergency Vehicle Preemption Equipment Maintenance Agreement with the State of California (CIP O-ST-6) ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7796: 1. Approving an Emergency Vehicle Preemption Equipment Maintenance Agreement with the State of California for the future installation of emergency vehicle preemption equipment at the intersection of Seal Beach Boulevard at North Gate Road; and, 2. Authorizing the City Manager to execute the Agreement with the State of California on behalf of the City. BACKGROUND AND ANALYSIS: Emergency vehicle preemption equipment (EVPE) allows traffic signals to provide priority movement for authorized emergency vehicles, helping improve response times and reduce potential conflicts at signalized intersections. The intersection of Seal Beach Boulevard at North Gate Road serves as the primary access point for Fire Station #48. Installing EVPE at this location would support emergency response operations by improving the ability of emergency vehicles to safely enter and travel through the intersection. Because the traffic signal is owned and maintained by Caltrans, the City is required to enter into an agreement with Caltrans before EVPE may be installed, operated, and maintained at this location. The EVPE Maintenance Agreement will define the respective responsibilities of the City and Caltrans for maintenance, repair, operation, and coordination of the equipment within Caltrans jurisdiction. Approval of the Agreement will establish a clear framework for interagency coordination and help ensure the equipment remains functional once installed. Page 2 2 3 2 1 Design and construction of this work will be performed under the Citywide Traffic Signal Improvement Program (CIP O-ST-6) and will be brought back to the City Council for consideration at a later date. ENVIRONMENTAL IMPACT: This item is not subject to the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that the approval of a maintenance agreement will not have a significant effect on the environment. Environmental impacts associated with the installation of the EVPE will be assessed under a separate effort. LEGAL ANALYSIS: The City Attorney has approved the Agreement and resolution as to form. FINANCIAL IMPACT: There is no immediate fiscal impact associated with approval of the Agreement. Future costs related to design, construction, installation, and ongoing maintenance of the EVPE will be funded through the Citywide Traffic Signal Improvement Program, CIP O-ST-6, and will be brought forward as part of the future project approval, as applicable. RECOMMENDATION: That the City Council adopt Resolution 7796: 1. Approving an Emergency Vehicle Preemption Equipment Maintenance Agreement with the State of California for the future installation of emergency vehicle preemption equipment at the intersection of Seal Beach Boulevard at North Gate Road; and, 2. Authorizing the City Manager to execute the Agreement with the State of California on behalf of the City. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager ATTACHMENTS: A. Resolution 7796 B. Emergency Vehicle Preemption Equipment Maintenance Agreement RESOLUTION 7796 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN EMERGENCY VEHICLE PREEMPTION EQUIPMENT MAINTENANCE AGREEMENT WITH THE STATE OF CALIFORNIA (CIP O-ST-6) WHEREAS, the City supports safe and efficient movement of emergency response vehicles throughout the City; and, WHEREAS, emergency vehicle preemption equipment (EVPE) assists authorized emergency vehicles by providing priority movement through certain signalized intersections; and, WHEREAS, the City desires to install EVPE at the intersection of Seal Beach Boulevard at North Gate Road, at which the traffic signal is owned and maintained by the California Department of Transportation (Caltrans); and, WHEREAS, Caltrans requires a maintenance agreement (Agreement) to define the respective responsibilities of the City and Caltrans for the installation, operation, maintenance, repair, and coordination of the EVPE; and, WHEREAS, the City Council finds that the approval of the Agreement supports public safety, emergency response, and interagency coordination. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. The City Council hereby approves an Emergency Vehicle Preemption Equipment Maintenance Agreement with the State of California. Section 2. The City Council hereby authorizes the City Manager to execute the Agreement and any related documents. PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members 1 1 2 6 0 Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7796 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 1 EMERGENCY VEHICLE PREEMPTION (EVP) MAINTENANCE AGREEMENT WITH CITY OF SEAL BEACH This EMERGENCY VEHICLE PREEMPTION (EVP) MAINTENANCE AGREEMENT(“AGREEMENT”) is made by and between the State of California, acting by and through the Department of Transportation ("STATE"), and the CITY of SEAL BEACH (“LOCAL AGENCY”); each may be referred to individually as a “PARTY” and jointly as “PARTIES.” RECITALS 1. PARTIES are authorized to enter AGREEMENT for the maintenance of the State Highway System per the California Streets and Highways Code, Sections 114 and 130. 2. EVP was installed under Cooperative Agreement/Encroachment Permit Number____________________ on State Route(s)all identified under Exhibit A, which is attached and has been made part of this AGREEMENT. EVP equipment owned and operated by LOCAL AGENCY for the purpose of emergency vehicle prioritization at traffic signals, including but not limited to infrared sensors and associated traffic signal cabling and cabinet equipment, supporting traffic signal infrastructure and associated hardware and software within locations is identified in Exhibit A. 3. This AGREEMENT and the Permit define the responsibilities of LOCAL AGENCY such as, but not limited to, operations, maintenance, repair, replacement, reinstallation, removal, and relocation of EVP. 4. This AGREEMENT shall specify the LOCAL AGENCY’s costs associated with the operation, maintenance, repair, replacement, reinstallation, removal, and relocation of EVP at locations listed in Exhibit A. 5. This AGREEMENT shall not be applicable to Red Light Enforcement Devices. LOCAL AGENCY shall conform to the terms in Traffic Operations Policy 14- 01 REV1, dated January 2016 by applying for a separate encroachment permit for installation of Red-Light Enforcement Devices within its jurisdictional limits. 6. The PARTIES may have executed or are in the process of executing [a] prior Electrical Facilities Cost Sharing Agreement(s) covering electrical devices other than EVPs within LOCAL AGENCY’s jurisdictional limits. This AGREEMENT does not supersede the prior or pending Electrical Facilities Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 2 Cost Sharing Agreement(s). Such prior Electrical Facilities Cost Sharing Agreement(s) will remain in full force and effect. 7. Party Representatives and Notices: All notices, document submittals and invoices required under this AGREEMENT shall be deemed to have been fully given when made in writing and received by the PARTIES at their respective addresses as indicated in Exhibit B which is attached to and made a part of this Agreement. OPERATIVE PROVISIONS 1. Device Installation. LOCAL AGENCY shall apply for a separate encroachment permit to install any new EVP that are not expressly identified in Exhibit A. LOCAL AGENCY shall be responsible for any cost associated with modifications made to State-owned infrastructure to accommodate the newly installed EVPs. All installations of EVP shall meet applicable STATE design specifications and guidelines. 2. Maintenance. LOCAL AGENCY shall be responsible for performing maintenance, repairs, replacements, reinstallations, removals, and relocations of EVP and associated costs. LOCAL AGENCY shall be responsible for all respective costs associated with any damage(s) to STATE- owned infrastructure caused by the LOCAL AGENCY’s operation and maintenance activities of EVP. 3. Maintenance Service Schedule. Upon approval of the necessary Encroachment Permit to perform maintenance, LOCAL AGENCY shall provide STATE’s District Area Maintenance Superintendent, at least twenty- four (24) hour prior telephone or email notice before performing any maintenance services under this AGREEMENT. LOCAL AGENCY shall notify the STATE of the frequency of its maintenance services. Maintenance services shall be performed between the hours of 9:00 AM and 03:00 PM or otherwise authorized by STATE and may be performed on weekends and holidays if necessary. 4. Device Removal. STATE shall revoke the encroachment permit granted to LOCAL AGENCY by giving a 5-business day written notice to remove any EVP (“concerned EVP”) that creates, or STATE deems, a safety hazard to the traveling public and/or STATE-owned infrastructure within STATE Right-of Way. LOCAL AGENCY shall duly remove the EVP at their own costs. Upon failure to remove EVP by 5 business days or within the extended time Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 3 provided by STATE, STATE shall so remove the concerned EVP and invoice the LOCAL AGENCY for the costs which shall be paid within date specified in the invoice(s). Upon removal of EVPs the Exhibit A shall be amended 30 calendar days after the removal of EVP or before the next billing cycle to reduce the reimbursement costs of the LOCAL AGENCY. 5. Storage of Removed Device STATE shall store any removed EVPs in a nearby STATE maintenance yard for up to 30 calendar days from initial notification to LOCAL AGENCY. If LOCAL AGENCY does not collect the EVP within 30 calendar days from initial notification, STATE reserves the right to dispose of the EVP without any further notification, and LOCAL AGENCY waives any right to compensation for the disposed EVP. Any disposal fees accrued by the STATE shall be invoiced to the LOCAL AGENCY. 6. Device Reinstallation. STATE shall make reasonable efforts to notify LOCAL AGENCY after the repair of any damaged State-owned infrastructure is complete to allow for LOCAL AGENCY to repair or reinstall their EVP equipment if necessary. 7. Costs of Additional Energy Utilization. LOCAL AGENCY and STATE have included under Exhibit A, the costs reimbursable to STATE for EVPs including, but not limited to, additional energy utilization, and required modifications to State-owned infrastructure to handle the added demand, both structural and utility based. 8. Billing. STATE shall bill LOCAL AGENCY biannually in arrears for LOCAL AGENCY’s reimbursement amount towards EVP energy costs listed in Exhibit A and any respective costs associated with any damage(s) to State-owned infrastructure caused by the LOCAL AGENCY’s maintenance activities of EVP. 9. Amendment to Agreement. This AGREEMENT may only be amended by a written agreement executed by all PARTIES. However, Exhibits ”A”, “B” and/or “C” can be modified, replaced, or supplementing pages by the written concurrence of representatives of respective PARTIES who are authorized to execute contracts. The most current fully executed Exhibits supersede any previous Exhibits, unless the most current Exhibits provide otherwise. 10. Successors. This AGREEMENT shall be binding upon and inure to the benefit of each of the PARTIES and their respective successors-in-interest including, any subsequently incorporated city or other municipality established within the LOCAL AGENCY’s jurisdictional limits. If the successor city or municipality Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 4 fails to accept the obligations of the LOCAL AGENCY by entering into a new agreement with STATE, LOCAL AGENCY shall continue to be contractually bound by the terms of this AGREEMENT. 11. Encroachment Permits. STATE shall issue, upon proper application, the encroachment permits required to perform maintenance within STATE Right-of Way. LOCAL AGENCY, its contractors, and authorized agents will not work within the State highway right-of-way without an encroachment permit issued to the LOCAL AGENCY. The encroachment permit shall list any and all contractors and agents allowed to work under it. STATE shall issue encroachment permits to LOCAL AGENCY at no cost. If the encroachment permits and this AGREEMENT conflict, the requirements of this AGREEMENT will prevail. 12. Traffic Control. LOCAL AGENCY shall provide all traffic control measures as per the terms stated in the General and Special Provisions of the encroachment permit obtained to engage in the maintenance, repairs, replacements, reinstallations, removals, and relocations of EVPs under this AGREEMENT. 13. Personal Data. STATE shall not have access to or control of the collected personal data through the LOCAL AGENCY’s EVPs. LOCAL AGENCY shall ensure that the STATE will not have access to the data collected by the EVPs. 14. Safety and Worker Compliance. LOCAL AGENCY shall be solely responsible for crew pay, workers compensation and any other benefits required by state and federal law. Subcontractors and crew members are not considered STATE’s employees at any time. LOCAL AGENCY shall comply with all applicable State and Federal statutes and regulations governing worker and public safety, including but not limited to compliance with CAL-OSHA regulations and guidelines. LOCAL AGENCY shall make arrangements through the STATE if traffic controls, flags, signs, or lane closures are necessary to safely perform any maintenance services. Dependent on the safety aspects of the work site, STATE’s personnel shall not be required to be at the worksite but shall be within the geographic area to respond to emergencies. 15. Budget Contingency. STATE’s obligations assumed under this AGREEMENT shall be contingent upon the Legislature appropriating sufficient funds under the Budget Act and the encumbrance of funding to the STATE’s District Office. 16. Legal Relations and Responsibilities. Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 5 16.1 No Third-party Beneficiaries. This AGREEMENT is not intended to create duties, obligations, or rights of third parties beyond the PARTIES to this AGREEMENT. Nor does this AGREEMENT affect a PARTY’s legal liability by imposing any standard of care for the maintenance of STATE highways different from the standard of care imposed by law. 16.2 Indemnification. Neither STATE nor any of its officers or employees is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by LOCAL AGENCY in connection with any work, authority or jurisdiction conferred upon LOCAL AGENCY under this AGREEMENT. LOCAL AGENCY shall fully defend, indemnify, and save harmless STATE and its officers and employees from all claims, suits, or actions of every kind occurring by reason of anything done or omitted to be done by LOCAL AGENCY, its contractors, sub-contractors and/or its agents pursuant to this AGREEMENT. Neither LOCAL AGENCY nor any of its officers or employees is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by STATE, in connection with any work, authority or jurisdiction conferred upon STATE under this Agreement. STATE shall fully defend, indemnify, and save harmless LOCAL AGENCY and its officers and employees from all claims, suits, or actions of every kind occurring by reason of anything done or omitted to be done by STATE under this Agreement. 16.3 Work-related Injuries. If a LOCAL AGENCY-assigned crew member is injured while performing maintenance services under this AGREEMENT, LOCAL AGENCY or its designated subcontractor shall be responsible for ensuring the crew member is given prompt medical care and treatment and, if necessary, transportation to a medical facility. LOCAL AGENCY or its designated subcontractor shall administer any injury and workers compensation claims. LOCAL AGENCY shall notify the DMAC within twenty-four (24) hours when any such incident has occurred. 17. Prevailing Wages and Labor Compliance. LOCAL AGENCY shall comply with any and all applicable labor and prevailing wage requirements in Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 6 Labor Code Sections 1720 through 1815 and implementing regulations for public works or maintenance contracts and subcontracts executed for the LOCAL AGENCY’s maintenance services under this AGREEMENT. 18. Insurance.1 LOCAL AGENCY and its contractors and subcontractors shall maintain in force during the term of this AGREEMENT a policy of general liability insurance, including coverage of bodily injury and property damage liability, naming the STATE, its officers, agents and employees as the additional insured in an amount of $1 million per occurrence, $2 million in aggregate, and $5 million in excess. LOCAL AGENCY will provide a certificate of insurance evidencing this insurance in a form satisfactory to STATE. 19. Default. If a PARTY fails to perform obligations assumed under this agreement, the non-defaulting PARTY may by written notice request that the default be remedied within thirty (30) calendar days. If the defaulting PARTY fails or refuses to do so, the non-defaulting PARTY may complete the obligations and seek reimbursement from the defaulting PARTY who shall pay the invoice within thirty (30) calendar days. If there is an immediate threat to maintain the structural integrity of, or prevent imminent danger of destruction to, the features shown on Exhibit A, either PARTY may perform necessary maintenance or remedial measures to maintain the structural integrity and/or prevent destruction of the features without notice or delay. 20. Termination. This AGREEMENT may be terminated by the mutual written consent of each PARTY, and LOCAL AGENCY’s failure to comply with the provisions of this AGREEMENT may be grounds for revocation of permit(s) issued by STATE, for the EVP within STATE Right of Way. 21. Effective Date. This AGREEMENT shall become effective on the last of the dates each PARTY’s authorized representative has executed this AGREEMENT. 22. Authority. Each individual executing this AGREEMENT on behalf of each PARTY represents and warrants that he/she is duly authorized to execute this AGREEMENT. LOCAL AGENCY represents and certifies that it has, through its regular political process, authorized the execution of this AGREEMENT by appropriate resolution, delegation, or plenary authority as required. 1 Delete if self-insured. Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 7 23. Electronic Signatures. Electronic signatures of the PARTIES, whether digital or encrypted, shall be intended to authenticate this written AGREEMENT, and shall have the same force and effect as manual signatures for this AGREEMENT. THE CITY OF SEAL BEACH STATE OF CALIFORNIA DEPARTMENT OF TRANSPORTATION APPROVED: Date: Date: City Manager Date: City Clerk Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 8 Exhibit “A” Estimated Reimbursement of EVPs costs Route and PM Location EP or Cooperative Agreement number. Type of Facility Reimbursement amount paid by LOCAL AGENCY 405/22.76 Seal Beach Boulevard and North Gate Road 1225-XXX- 0171 Traffic Signal $1,250 Rev. 1/2023 MA #: EVP-FY-Dist-Cty-Rte-PM-Initials-XX 9 Exhibit B PARTY Representatives Contact information. LOCAL AGENCY Attn: Name of Project Manager: Iris Lee Address: 211 8th St City, Zip:_Seal Beach 90740 Contact Number:__(562) 431-2527 x1322 STATE Attn: Name of DMAC (or other title):_____________________________________ Address:___________________________________________________ City, Zip:__________________________________________________ Contact Number:__________________________________ Agenda Item K AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Awarding and Authorizing Execution of a Public Works Agreement with US Builders & Consultants, Inc. for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502 ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7797: 1. Approving the scope of work, plans, specifications and other contract documents for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502 (Project); and, 2. Approving and awarding a Public Works Agreement to US Builders & Consultants, Inc. in the not-to-exceed amount of $314,800 for the Project; and, 3. Authorizing the City Manager to execute a Public Works Agreement with US Builders & Consultants, Inc.; and authorizing the City Manager to approve additional work requests up to $78,700 (approximately 25%), in connection with the Project; and, 4. Authorizing the City Manager, or designee, to approve construction support services in the amount of $55,000, in connection with the Project, to be performed by the City’s on-call professional engineering firm BKF Engineers and on-call inspection services contractor NV5, Inc. BACKGROUND AND ANALYSIS: What is the ECP Tier 1 Grant Program? The Environmental Cleanup Program (ECP) Tier 1 Grant Program, funded through Measure M2 and administered by the Orange County Transportation Authority (OCTA), provides competitive grants to Orange County cities and agencies for projects that reduce transportation-related pollution entering storm drain systems, Page 2 2 3 2 2 waterways, and ultimately the ocean. The program focuses on capturing visible pollutants such as trash, litter, and debris before they leave roadways and storm drains. Tier 1 projects typically fund installation of: Hydrodynamic separators (HDS) Catch basin screens Full trash capture devices Retractable screens Other stormwater best management practices (BMPs) The grants are intended to help local agencies comply with federal and state water quality regulations, including California's Trash Amendments, while supplementing local funding rather than replacing it. Seal Beach's ECP Tier 1 Award In the 2024 OCTA Project X Tier 1 funding cycle, the City received funding for the Galleon Way at Electric Avenue Stormwater Treatment Project (CIP SD2502). The Project was recommended for approximately $584,940 in Measure M2 funding with a required 20% local match. The approved scope included installation of: One Hydrodynamic Separator (HDS), and One Automatic Retractable Screen (ARS) – G2 (City-Procured) Public Bid Solicitation & Staff Recommendations On May 6, 2026, the City solicited public bids for the Project and subsequently issued one (1) official addendum. On May 27, 2026, at 2:00 pm, the City Clerk opened nine (9) public bids with the following bid results: Rank Contractor Total Base Bid Low US Builders & Consultants, Inc.$314,800.00 2 Estate Design and Construction, Inc.$355,700.00 3 O’Duffy Bros. Inc.$397,420.00 4 T.E. Roberts Incorporated $424,725.00 5 Mike Prlich and Sons, Inc.$433,070.00 6 GCI Construction, Inc.$449,000.00 7 C.H.I. Construction $467,500.00 8 Palp, Inc. DBA Excel Paving $468,968.00 9 Oppenheimer National $548,485.20 Page 3 2 3 2 2 Based on staff’s bid package review and clarifications provided by the contractor it has been determined that the apparent low bidder, US Builders & Consultants, Inc. is a responsive and responsible bidder, holds an “A” General Engineering Contractor’s License and is a qualified firm to perform the Project. Therefore, Staff recommends awarding the public works contract to US Builders & Consultants, Inc. Due to potential unforeseen conditions and dewatering that may be necessary, staff further recommends authorizing the City Manager, or designee, to approve additional work requests up to $78,700 (approximately 25%). Additionally, staff will be utilizing on-call contracts for construction support and requests approval of up to $55,000 for such construction support, including inspection services. ENVIRONMENTAL IMPACT: This item complies with all requirements of the California Environmental Quality Act (CEQA) and is categorically exempt under Section 15301 Class 1 Subsection (b) as the work involves restoration or rehabilitation of existing facilities. LEGAL ANALYSIS: The City Attorney has approved the agreement and resolution as to form. FINANCIAL IMPACT: The Project will utilize funds allocated in FY 2025-2026 CIP under CIP SD2502. No budget amendment is being requested. Any unused funds will be returned to the original funding source. The table below represents a breakdown of the estimated Project costs: Description Amount CITY MATCHING FUNDS (20%) Design (Completed)$75,526 Materials (G2)$15,000 Construction Support*$17,000 Total Matching Funds:$107,526 GRANT FUNDED (80%) Construction Support*$38,000 US Builders & Consultants, Inc.$314,800 Construction Contingency $78,700 Total Grant Funds:$431,500 Total Estimated Project Cost $539,026 Page 4 2 3 2 2 *Construction support is split to reflect the required 80/20 grant structure, with a portion covered by grant funding and the remaining portion covered by city matching funds to ensure proper allocation and compliance with grant requirements. STRATEGIC PLAN: This item is not applicable to the Strategic Plan. RECOMMENDATION: That the City Council adopt Resolution 7797: 1. Approving the scope of work, plans, specifications and other contract documents for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502 (Project); and, 2. Approving and awarding a Public Works Agreement to US Builders & Consultants, Inc. in the not-to-exceed amount of $314,800 for the Project; and, 3. Authorizing the City Manager to execute a Public Works Agreement with US Builders & Consultants, Inc.; and authorizing the City Manager to approve additional work requests up to $78,700 (approximately 25%), in connection with the Project; and, 4. Authorizing the City Manager, or designee, to approve construction support services in the amount of $55,000, in connection with the Project, to be performed by the City’s on-call professional engineering firm BKF Engineers and on-call inspection services contractor NV5, Inc. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: Kathryne Cho, Deputy Director of Public Works/City Engineer ATTACHMENTS: A. Resolution 7797 B. Public Works Agreement with US Builders & Consultants, Inc. RESOLUTION 7797 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL AWARDING A PUBLIC WORKS AGREEMENT WITH US BUILDERS & CONSULTANTS, INC. FOR THE STORMWATER TREATMENT IMPROVEMENTS AT GALLEON WAY AND ELECTRIC AVENUE, CIP SD2502 WHEREAS, in the 2024 OCTA Project X Tier 1 funding cycle, the City of Seal Beach (City) received funding for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue (Project), CIP SD2502; and, WHEREAS, funding for the Project was included in the Fiscal Year 2025-2026 Capital Improvements Program (CIP) for the installation of storm water capture devices; and, WHEREAS, on May 6, 2026, the City solicited public bids for Project and received nine (9) bids in response to the solicitation; and, WHEREAS, based on the bids opened on May 27, 2026, the apparent low bidder is US Builders & Consultants, Inc. in the amount of $314,800; and, WHEREAS, upon review of US Builders & Consultants, Inc.’s Bid Proposal and the Bid Documents, the City Council further finds that US Builders & Consultants, Inc. is a responsive and responsible bidder and a qualified firm to perform the Project. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: SECTION 1. The City Council hereby approves the scope of work, specifications and other contract documents for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502. SECTION 2. Based on the recitals set forth above, which are incorporated herein by this reference, the City Council hereby awards a Public Works Agreement to US Builders & Consultants, Inc. for the Project in a not- to-exceed amount of $314,800. SECTION 3. The City Council hereby authorizes and directs the City Manager to execute the Public Works Agreement with US Builders & Consultants, Inc. on behalf of the City for the Project. 1 1 2 6 7 SECTION 4. The City Council hereby authorizes the City Manager, or designee, to approve additional work requests and construction services by US Builders & Consultants, Inc. up to $78,700 (approximately 25%), in connection with the Project. SECTION 5. The City Council hereby authorizes the City Manager, or designee, to approve construction support services up to $55,000, in connection with the Project, to be performed by the City’s on-call professional engineering firm BKF Engineers and on-call inspection services contractor NV5, Inc. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7797 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk PUBLIC WORKS AGREEMENT STORMWATER TREATMENT IMPROVEMENTS AT GALLEON WAY AND ELECTRIC AVENUE PROJECT CIP NO. SD2502 between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & US Builders & Consultants Inc. 126 Desert Lotus Irvine, California 92618 (714) 317-8402 (949) 203-2116 - FAX THIS CONTRACT (“Contract”) is made as of June 22, 2026, by and between the City of Seal Beach, a California charter city (“City”), and US Builders & Consultants, Inc., a California corporation (“Contractor”) (collectively, “the parties” and individually, a “party”). 2 RECITALS A. WHEREAS, the City Council of the City of Seal Beach (“City”) approved the plans and specifications for the Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502 (“Project”) with respect to design criteria, and based thereon the City issued a Notice Inviting Bids dated May 6, 2026; and B. WHEREAS, Contractor submitted a Bid to City for the Project dated May 27, 2026 in the amount of $314,800 (“Bid” hereinafter) in response to the Notice Inviting Bids; and C. WHEREAS, Contractor is a California licensed A and B Contractor (State Contractor's license number (License #) 1067739, DIR # 1000756487; and, D. WHEREAS, pursuant to the authority provided by its City Charter and Seal Beach Municipal Code, City desires to engage Contractor to carry out the Project in the manner set forth herein and more fully described in Section 1.0. NOW, THEREFORE, in consideration of performance by the parties of the mutual promises, covenants, and conditions herein contained, the parties hereto agree as follows: CONTRACT 1. Contractor’s Services. 1.1 Scope and Level of Services. For and in consideration of the mutual promises set forth herein, and subject to the terms and conditions set forth in this Contract, Contractor shall perform and complete in good and workmanlike manner all work (“Work”) for the Project identified as Lampson Well Treatment System, CIP WT1902 (“Project”) as described in this Contract and in the Contract Documents listed in Subsection 1.2. 1.2 Contract Documents. The Contract Documents consist of this Contract and all the following: Notice Inviting Bids, Instructions to Bidders, Accepted Bid Proposal and Bid Sheets, Notification of Award, Noncollusion Declaration, Designation of Subcontractors, Contractor’s Industrial Safety Record, Contractor’s Technical Ability and Experience References, Resumes, Bidder Questionnaire, Bid Bond, Faithful Performance Bond, Payment Bond (Labor and Materials), permits from regulatory agencies with jurisdiction, Special Provisions, Specifications, General Provisions, Plans, Standard Plans, Reference Documents, and any other documents referenced therein, all Addenda as prepared prior to the date of Bid opening setting forth any modifications or interpretations of any of said documents, Change Orders, and any and all supplemental agreements executed amending or extending the Work 3 contemplated and that may be required to complete the Work in a substantial and acceptable manner; and all Exhibits attached to this Contract. The Exhibits attached to this Contract include the Performance Bond (Exhibit A), Payment Bond (Labor and Materials) (Exhibit B), Workers’ Compensation Insurance Certificate (Exhibit C), Insurance Endorsements (Exhibit D), Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws (Exhibit E), Acknowledgment of Labor Law Requirements (Exhibit F), Standard Specifications and Reference Documents (Exhibit G), Non-Collusion Declaration (Exhibit H), Contractor’s Industrial Safety Record (Exhibit I), Declaration of Subcontractors (Exhibit J), and Accepted Bid Proposal with Bid Sheets (Exhibit K). All Contract Documents are hereby incorporated into this Contract. 1.3 The Work shall be performed in accordance with the Plans, Specifications and other Contract Documents. Contractor shall furnish at its own expense all labor, materials, equipment and services necessary therefor, except such labor, materials, equipment and services as are specified in the Contract Documents to be furnished by City. 1.4 In the event of any material discrepancy between the express provisions of this Contract and the provisions of the other Contract Documents, the provisions of this Contract shall prevail. 2. Effective Date. This Contract is effective as of June 22, 2026 (the “Effective Date”), and shall remain in full force and effect until Contractor has rendered the services required by this Contract and a Notice of Completion has been filed with the Orange County Recorder, unless sooner terminated or extended pursuant to this Contract. 3. Contractor’s Compensation. 3.1 Payment. For performing and completing the Work in accordance with the Contract Documents, City shall pay Contractor, in accordance with the Bid Proposal as full compensation therefor, but in no event will City pay more than the total not-to-exceed amount of $314,800 (Three Hundred Fourteen Thousand Eight Hundred dollars), subject to any additions and deletions pursuant to the terms of the Contract Documents. Said sum shall constitute payment in full for all Work performed hereunder, including, without limitation, all labor, materials, equipment, tools and services used or incorporated in the Work, supervision, administration, overhead, expenses and any and all other things required, furnished or incurred for completion of the Work as specified in the Contract Documents. City shall make payments to Contractor on account of the Contract sum at the time, in the manner, and upon the conditions specified in the Contract Documents. 3.2 Additional Work. 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, subject to the not-to-exceed amount set forth in Section 3.1. Payment for additional work in excess of this amount requires prior City Council authorization. 4 4. Contractor’s Personnel. 4.1 All Work shall be performed by Contractor or under Contractor’s direct supervision, and all personnel shall possess the qualifications, permits, and licenses required by the Seal Beach Municipal Code and other state and local laws and by the Notice Inviting Bids/Instructions to Bidders to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. 4.2 Contractor shall be responsible for payment of all employees’ wages and benefits, and shall comply with all requirements pertaining to employer’s liability, workers’ compensation, unemployment insurance, and Social Security. Contractor shall fully comply with the workers’ compensation law regarding Contractor and Contractor’s employees. 4.3 Contractor shall indemnify and hold harmless City and its elected officials, officers, employees, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, from any and all liabilities, damages, claims, costs and expenses of any nature to the extent arising from Contractor’s alleged violations of personnel practices. 4.4 Contractor is, and shall at all times remain as to City, a wholly independent contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Contract. Contractor shall not, at any time, or in any manner, represent that it or any of its officers, agents, or employees are in any manner employees of City. Contractor shall pay all required taxes on amounts paid to Contractor under this Contract, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the Work performed pursuant to this Contract. 4.5 City shall have the right to offset against the amount of any fees due to Contractor under this Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 4. 5. Indemnification. 5.1 Contractor’s Duty. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, indemnify, and hold the City and its elected and appointed officials, officers, attorneys, agents, employees, volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, stop notices, liens, liabilities and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals and all costs associated 5 therewith and the payment of all consequential damages (collectively, “Liabilities”), in law or in 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, its officers, agents, attorneys, servants, employees, Subcontractors, materialmen, contractors, or their officers, agents, servants or employees (or any entity or individual for whom the Contractor bears legal liability)in the performance of the Contract, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by 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 Indemnitees in connection therewith. The City shall not be liable for any accident, loss, or damage to the Work prior to completion, except as otherwise specified in Section 6-5 of the Specifications. 5.2 Taxes and Workers’ Compensation. Contractor shall pay all required taxes on amounts paid to the Contractor under the Contract, and indemnify and hold the City harmless from any and all taxes, assessments, penalties, and interest asserted against the City by reason of the independent contractor relationship created by the Contract. Contractor shall fully comply with the Workers’ Compensation law regarding Contractor and Contractor’s employees. Contractor shall indemnify and hold the City harmless from any failure of Contractor to comply with applicable Workers’ Compensation laws. City may offset against the amount of any fees due to Contractor under the Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to the City any reimbursement or indemnification arising under this Subsection 5.2. 5.3 Bid Protests. In addition to all other obligations set forth in this Section 5, Contractor shall reimburse the City for all attorneys’ fees and costs incurred by City in connection with, arising out of or incident to any Bid protest. 5.4 Civil Code Exception. Nothing in this Section 5 shall be construed to encompass Indemnitees’ sole negligence or willful misconduct to the limited extent that the underlying Contract is subject to Civil Code Section 2782(a) or the City’s active negligence to the limited extent that the underlying Contract Documents are subject to Civil Code Section 2782(b), provided such sole negligence, willful misconduct or active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. 5.5 Workers’ Compensation Acts not Limiting. Contractor’s indemnifications and obligations under this Section 5, or any other provision of the Contract, shall not be limited by the provisions of any Workers’ Compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers. 6 5.6 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 the Contract. The indemnities in this Section 5 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City. 5.7 Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights that they may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Contract. 5.8 Subcontractor Indemnity Agreements. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 5 from each and every Subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of the Contract. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in 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, agents, servants, employees, Subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual for whom Contractor’s Subcontractor bears legal liability) in the performance of the Contract, 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 court decision or by the agreement of the Parties. 5.9 Survival. The provisions of this Section 5 shall survive the expiration or termination of the Contract, are intended to be as broad and inclusive as is permitted by the law of the State, and are in addition to any other rights or remedies that Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitee’s right to recover under this indemnity provision, and an entry of judgment against a Contractor shall be conclusive in favor of the Indemnitee’s right to recover under this indemnity provision. 6. Insurance. 6.1 Liability Insurance. Contractor shall at all times during the term of this Contract carry, maintain and keep in full force and effect the insurance referenced in this Section 6. The policy limits set forth below do not act as a limitation upon the amount of indemnification to be provided by Contractor. Contractor shall complete and execute the following documents attached as Exhibits hereto and incorporated herein by this reference: 6.1.1 Exhibit D-1: Additional Insured Endorsement - Commercial General Liability. 7 6.1.2 Exhibit D-2: Additional Insured Endorsement - Automobile Liability. 6.2 Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: 6.2.1 Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 6.2.2 Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 6.2.3 Insurance Services Office form number CG 20 10 11 85 (Ed. 11/85) covering Additional Insured—Owners, Lessees or Contactors (Form B). 6.2.4 Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. 6.3 Minimum Limits of Insurance. Contractor shall maintain limits no less than: 6.3.1 General Liability: $2,000,000 per occurrence and in the aggregate for bodily injury, personal injury and property damage. Commercial General Liability Insurance or other form with a general aggregate limit shall apply separately to this Contract or the general limit shall be twice the required occurrence limit. 6.3.2 Automobile Liability: $2,000,000 per occurrence for bodily injury and property damage. 6.3.3 Employer’s Liability: $1,000,000 per occurrence and in the aggregate for bodily injury or disease; and Workers’ Compensation Insurance in the amount required by law. 6.4 Additional Insureds. City, its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials, shall be the insured or named as additional insureds covering the Work, regardless of any inconsistent statement in the policy or any subsequent endorsement, whether liability is attributable to Contractor or City. 6.5 Replacement Insurance. Contractor agrees that it will not cancel, reduce or otherwise modify the insurance coverage required by the Contract during the term of the Contract. Contractor agrees that if it does not keep the required insurance in full force and effect, and such insurance is available at a reasonable cost, City may take out the necessary insurance and pay the premium thereon, and the repayment thereof shall be deemed an obligation of Contractor and the cost of such insurance may be deducted, at the option of City, from payments due Contractor. This shall be in 8 addition to all other legal options available to City to enforce the insurance requirements. 6.6 Certificates of Insurance with Original Endorsements. Contractor shall submit to City certificates of insurance with the original endorsements, both of which reference the same policy number, for each of the insurance policies that meet the insurance requirements, not less than one (1) day before beginning of performance under the Contract. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Endorsements must be executed on City’s forms titled “Additional Insured Endorsement,” copies of which are attached as exhibits to this Contract, or on any other form that contains substantially the same terms and is approved by City’s Risk Manager. The endorsements must specifically name the City of Seal Beach and its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials as insureds or additional insureds. Current insurance certificates and endorsements shall be kept on file with City at all times during the term of this Contract. City reserves the right to require complete, certified copies of all required insurance policies at any time. 6.7 Deductibles and Self-Insured Retentions. Contractor shall inform City of any deductibles or self-insured retentions except with respect to any professional liability insurance. 6.8 Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 6.8.1 For any claims related to this Contract, Contractor’s insurance coverage shall be primary insurance as respects City, its officers, officials, employees, volunteers and those City agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, their officers, officials, employees, volunteers or those City agents serving as independent contractors in the role of City officials shall be excess of Contractor’s insurance and shall not contribute with it. 6.8.2 Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. 6.8.3 Each insurance policy required by this Section 6 shall be endorsed to state that coverage shall not be canceled or materially modified except after 30 calendar days prior written notice by first class mail has been given to City. 6.8.4 Each insurance policy required by this Section 6 shall expressly waive the insurer’s right of subrogation against City and its elected officials, officers, employees, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City or agency officials. By executing this Agreement, Contractor waives all rights of subrogation against City and its elected and 9 appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. 6.9 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VIIl unless waived in writing by City’s Risk Manager. 6.10 No Limitation on Indemnity. The insurance provisions shall not be construed to limit Contractor’s indemnity obligations contained in this Contract or any other Contract Documents. 6.11 Insurance Requirements not Limiting. If Contractor maintains broader coverage and/or higher limits than the minimums required in this Section 6, 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. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor under this Contract. 6.12 Subcontractors. Contractor shall require each of its Subcontractors that perform services under the Contract to maintain insurance coverage that meets all of the requirements of the Contract including this Section 6. 7. Liquidated Damages. Should the Contractor fail to complete the Project, or any part thereof, in the time agreed upon in the Contract, the Contractor shall reimburse the City for the additional expense and damage for each calendar day that the Contract remains uncompleted after the Contract completion date. It is agreed that the amount of such additional expense and damage incurred by reason of failure to complete the Contract is the per diem rate of $1,500.00 per calendar day. Such amount is hereby agreed upon as liquidated damages for the loss to the City resulting from the failure of the Contractor to complete the Project within the allotted time and to the value of the operation of the works dependent thereon. It is expressly understood and agreed that this amount is a reasonable amount and is established in lieu of damages that are incapable of calculation at the inception hereof; and this amount is not to be considered in the nature of a penalty. The City shall have the right to deduct such damages from any amount due, or that may become due to the Contractor, or the amount of such damages shall be due and collectible from the Contractor or the Contractor’s Surety. Progress payments made after the scheduled completion date shall not constitute a waiver of liquidated damages. 8. Suspension. City may, in writing, order Contractor to suspend all or any part of the Contractor’s Services for the convenience of City or for work stoppages beyond the control of City or Contractor. A suspension of the Services does not void this Contract. 9. Notices. Any notices, bills, invoices, or reports authorized or required by 10 this Contract shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during Contractor’s and City’s regular business hours or by facsimile before or during Contractor’s regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Contract, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this Section. All notices shall be addressed as follows: If to City: City Clerk City of Seal Beach 211-8th Street Seal Beach, California 90740 Telephone: (562) 431-2527 Fax: (562) 493-9857 With a copy to: Public Works Director City of Seal Beach 211-8th Street Seal Beach, California 90740 If to Contractor: US Builders & Consultants, Inc 126 Desert Lotus Irvine, California 92618 Telephone: (714) 317-8402 Fax: (949) 203-2116 Email: tamer@us-builders.com Attn: Tamer Awad 10. Non-Assignability; Subcontracting. Contractor shall not assign, transfer, or subcontract any interest in this Contract or the performance of any of Contractor’s obligations hereunder. Any attempt by Contractor to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder shall be null, void and of no effect. 11. Compliance with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor performs the Services. 12. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one or more of the conditions of performance under this Contract shall not be a waiver of any other condition of performance under this Contract. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 13. Attorneys’ Fees. In the event that either party to this Contract shall 11 commence any legal action or proceeding to enforce or interpret the provisions of this Contract, each party shall be responsible for their own attorneys’ fees. 14. Construction. The validity, interpretation, and performance of this Contract shall be controlled by and construed under the laws of the State of California, with venue in Orange County, California. In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Contract shall not be resolved by any rules of interpretation providing for interpretation against the party who causes the uncertainty to exist or against the party who drafted the Contract or who drafted that portion of the Contract. 15. Workers’ Compensation. Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of Labor Code Section 1861, by signing this Contract, the Contractor 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.” 16. Prevailing Wages. The City and the Contractor acknowledge that the Project is a public work to which prevailing wages apply, and Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including but not limited to those set forth in Exhibits E and F, attached hereto. 17. Claim Dispute Resolution. 17.1 In the event of any dispute or controversy with the City over any matter whatsoever, the Contractor shall not cause any delay or cessation in or of Work, but shall proceed with the performance of the Work in dispute. 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. 17.2 All claims arising out of or related to the Contract Documents or this Project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims. All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Contract hereby incorporates those provisions as though fully set forth herein. Thus, 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 12 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. 18. Antitrust Claims. In entering into this Contract, 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 the Agreement. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the parties. 19. Prohibited Interests; Conflict of Interest 19.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Work, or which would conflict in any manner with the performance of the Work under this Agreement. 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 Work. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor “financially interested” (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 19.2. 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. 19.3. 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 subsection. 20. Entire Agreement. This Contract, including any other documents incorporated herein by specific reference, represents the entire and integrated agreement between Contractor and City. This Contract supersedes all prior oral or written negotiations, representations, or agreements. This Contract may not be 13 amended, nor any provision or breach hereof waived, except in a writing signed by the parties which expressly refers to this Contract. 21. Severability. The invalidity in whole or in part of any provisions of this Contract shall not void or affect the validity of the other provisions of this Contract. 22. Titles and Headings. The titles and headings used in this Contract are for convenience only and shall in no way define, limit or describe the scope or intent of this Contract or any part of it. 23. Authority. Any person executing this Contract on behalf of Contractor warrants and represents that he or she has the authority to execute this Contract on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder. 24. Counterparts. This Contract may be executed in counterpart originals, duplicate originals, or both, each of which is deemed to be an original for all purposes. EXHIBIT A FAITHFUL PERFORMANCE BOND Bond No. __________ PERFORMANCE BOND KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach (“City”), has awarded to (“Principal”) (Name and address of Contractor) a contract (the “Contract”) for the Work described as follows: Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502 (Project name) WHEREAS, Principal is required under the terms of the Contract to furnish a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the undersigned Principal, and , (Name and address of Surety) (“Surety”) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City in the penal sum of Dollars ($ ), this amount being not less than the total Contract Price, in lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors executors and administrators, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the hereby bounded Principal, his, her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the Contract and any alteration thereof made as therein provided, on the Principal’s part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorneys’ fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Surety hereby waives any statute of limitations as it applies to an action on this Bond. The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or of the Work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations under this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work or to the specifications. Surety hereby waives the provisions of California Civil Code Sections 2845 and 2849. The City is the principal beneficiary of this Bond and has all rights of a party hereto. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: “Principal” By: Its By: Its (Seal) “Surety” By: Its By: Its (Seal) Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. EXHIBIT B PAYMENT BOND (LABOR AND MATERIALS) Bond No. __________ PAYMENT BOND (LABOR AND MATERIALS) KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach (“City”), State of California, has awarded to (“Principal”) (Name and address of Contractor) a contract (the “Contract”) for the Work described as follows: Stormwater Treatment Improvements at Galleon Way and Electric Avenue, CIP SD2502______ (Project name) WHEREAS, under the terms of the Contract, the Principal is required before entering upon the performance of the Work, to file a good and sufficient payment Bond with the City to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code. NOW, THEREFORE, we, the undersigned Principal, and (Name and address of Surety) (“Surety”) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the penal sum of Dollars ($ ), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this Work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this Bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys’ fees, incurred by City in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this Bond. Upon expiration of the time within which the California Labor Commissioner may serve a civil wage and penalty assessment against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1741, and upon expiration of the time within which a joint labor management committee may commence an action against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1771.2, if the condition of this Bond be fully performed, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or the Specifications accompanying the same shall in any manner affect its obligations on this Bond, and it does hereby waive notice of any such change, extension, alteration, or addition. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: “Principal” By: Its By: Its (Seal) “Surety” By: Its By: Its (Seal) Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. EXHIBIT C WORKER’S COMPENSATION INSURANCE CERTIFICATE WORKERS’ COMPENSATION CERTIFICATE OF INSURANCE WHEREAS, the City of Seal Beach (“City”) has required certain insurance to be provided by: NOW THEREFORE, the undersigned insurance company does hereby certify that it has issued the policy or policies described below to the following named insureds and that the same are in force at this time: 1. This certificate is issued to: City of Seal Beach City Hall 211 8th Street Seal Beach, California 90740 The insureds under such policy or policies are: 2. Workers’ Compensation Policy or Policies in a form approved by the Insurance Commissioner of California covering all operations of the named insureds as follows: Policy Number Effective Date Expiration Date By: Its Authorized Representative EXHIBIT D-1 ADDITIONAL INSURED ENDORSEMENT COMMERCIAL GENERAL LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING COMMERCIAL GENERAL LIABILITY] ADDITIONAL INSURED ENDORSEMENT COMPREHENSIVE GENERAL LIABILITY Name and address of named insured (“Named Insured”): Name and address of insurance company (“Company”): General description of agreement(s), permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach (“City”), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials, are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company’s liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company’s limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereof. In the event of Company’s failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 8th Street Seal Beach, CA 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS ENDORSEMENT ATTACHES POLICY PERIOD FROM/TO LIMITS OF LIABILITY 11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes: □ Contractual Liability □ Explosion Hazard □ Owners/Landlords/Tenants □ Collapse Hazard □ Manufacturers/Contractors □ Underground Property Damage □ Products/Completed Operations □ Pollution Liability □ Broad Form Property Damage □ Liquor Liability □ Extended Bodily Injury □ □ Broad Form Comprehensive □ □ General Liability Endorsement □ 12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one). 13. This is an □ occurrence or □ claims made policy (check one). 14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number . I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed , 20___ Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: ( ) or initialed signature accepted) EXHIBIT D-2 ADDITIONAL INSURED ENDORSEMENT AUTOMOBILE LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING AUTOMOBILE LIABILITY] ADDITIONAL INSURED ENDORSEMENT AUTOMOBILE LIABILITY Name and address of named insured (“Named Insured”): Name and address of insurance company (“Company”): General description of agreement(s), permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach (“City”), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company’s liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company’s limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereto. In the event of Company’s failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 8th Street Seal Beach, CA 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS ENDORSEMENT ATTACHES POLICY PERIOD FROM/TO LIMITS OF LIABILITY 11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes: □ Any Automobiles □ Truckers Coverage □ All Owned Automobiles □ Motor Carrier Act □ Non-owned Automobiles □ Bus Regulatory Reform Act □ Hired Automobiles □ Public Livery Coverage □ Scheduled Automobiles □ □ Garage Coverage □ 12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one). 13. This is an □ occurrence or □ claims made policy (check one). 14. This endorsement is effective on ______________ at 12:01 a.m. and forms a part of Policy Number _________. I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed , 20___ Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: ( ) or initialed signature accepted) EXHIBIT D-3 ADDITIONAL INSURED ENDORSEMENT [INSERT INSURANCE CERTIFICATE SHOWING PROFESSIONAL INSURANCE LIABILITY, IF REQUIRED] ADDITIONAL INSURED ENDORSEMENT EXCESS LIABILITY Name and address of named insured (“Named Insured”): Name and address of insurance company (“Company”): General description of agreement(s), permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach (“City”), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought, except with respect to the limits of the Company’s liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company’s limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereto. In the event of Company’s failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 Eighth Street Seal Beach, California 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS ENDORSEMENT ATTACHES POLICY PERIOD FROM/TO LIMITS OF LIABILITY □ Following Form □ Umbrella Liability □ 11. Applicable underlying coverages: INSURANCE COMPANY POLICY NUMBER AMOUNT 12. The following inclusions, exclusions, extensions or specific provisions relate to the above coverages: 13. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one). 14. This is an □ occurrence or □ claims made policy (check one). 15. This endorsement is effective on ________ at 12:01 a.m. and forms a part of Policy Number ________. I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed , 20___ Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: ( ) or initialed signature accepted) EXHIBIT E ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING CONTRACTOR LICENSING LAWS ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING THE CONTRACTORS' LICENSING LAWS [Business & Professions Code § 7028.15] [Public Contract Code § 20103.5] I, the undersigned, certify that I am aware of the following provisions of California law and that I, or the entity on whose behalf this certification is given, hold a currently valid California contractor's license as set forth below (required at time of award): Business & Professions Code § 7028.15: (a) It is a misdemeanor for any person to submit a bid to a public agency in order to engage in the business or act in the capacity of a contractor within this state without having a license therefore, except in any of the following cases: (1) The person is particularly exempted from this chapter. (2) The bid is submitted on a state project governed by Section 10164 of the Public Contract Code or on any local agency project governed by Section 20104 [now § 20103.5] of the Public Contract Code. (b) If a person has been previously convicted of the offense described in this section, the court shall impose a fine of 20 percent of the price of the contract under which the unlicensed person performed contracting work, or four thousand five hundred dollars ($4,500), whichever is greater, or imprisonment in the county jail for not less than 10 days nor more than six months, or both. In the event the person performing the contracting work has agreed to furnish materials and labor on an hourly basis, “the price of the contract” for the purposes of this subdivision means the aggregate sum of the cost of materials and labor furnished and the cost of completing the work to be performed. (c) This section shall not apply to a joint venture license, as required by Section 7029.1. However, at the time of making a bid as a joint venture, each person submitting the bid shall be subject to this section with respect to his or her individual licensure. (d) This section shall not affect the right or ability of a licensed architect, land surveyor, or registered professional engineer to form joint ventures with licensed contractors to render services within the scope of their respective practices. (e) Unless one of the foregoing exceptions applies, a bid submitted to a public agency by a contractor who is not licensed in accordance with this chapter shall be considered non-responsive and shall be rejected by the public agency. Unless one of the foregoing exceptions applies, a local public agency shall, before awarding a contract or issuing a purchase order, verify that the contractor was properly licensed when the contractor submitted the bid. Notwithstanding any other provision of law, unless one of the foregoing exceptions applies, the registrar may issue a citation to any public officer or employee of a public entity who knowingly awards a contract or issues a purchase order to a contractor who is not licensed pursuant to this chapter. The amount of civil penalties, appeal, and finality of such citations shall be subject to Sections 7028.7 to 7028.13, inclusive. Any contract awarded to, or any purchase order issued to, a contractor who is not licensed pursuant to this chapter is void. (f) Any compliance or noncompliance with subdivision (e) of this section, as added by Chapter 863 of the Statutes of 1989, shall not invalidate any contract or bid awarded by a public agency during which time that subdivision was in effect. (g) A public employee or officer shall not be subject to a citation pursuant to this section if the public employee, officer, or employing agency made an inquiry to the board for the purposes of verifying the license status of any person or contractor and the board failed to respond to the inquiry within three business days. For purposes of this section, a telephone response by the board shall be deemed sufficient. Public Contract Code § 20103.5: In all contracts subject to this part where federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of this state. However, at the time the contract is awarded, the contractor shall be properly licensed in accordance with the laws of this state. The first payment for work or material under any contract shall not be made unless and until the Registrar of Contractors verifies to the agency that the records of the Contractors' State License Board indicate that the contractor was properly licensed at the time the contract was awarded. Any bidder or contractor not so licensed shall be subject to all legal penalties imposed by law, including, but not limited to, any appropriate disciplinary action by the Contractors' State License Board. The agency shall include a statement to that effect in the standard form of pre-qualification questionnaire and financial statement. Failure of the Bidder to obtain proper and adequate licensing for an award of a contract shall constitute a failure to execute the Contract and shall result in the forfeiture of the security of the Bidder. License No.:________________ Class:___________________ Expiration Date:_________________ Date:__________________ EXHIBIT F AGREEMENT TO COMPLY WITH LABOR LAW REQUIREMENTS AGREEMENT TO COMPLY WITH CALIFORNIA LABOR LAW REQUIREMENTS [Labor Code §§ 1720, 1773.8, 1775, 1776, 1777.5, 1813, 1860, 1861, 3700] The undersigned Contractor certifies that it is aware of and hereby agrees to fully comply with a[l applicable provisions of California law, including but not limited to the following: 1. Contractor acknowledges that this Contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works and the awarding public agency (“Agency”) and agrees to be bound by all the provisions thereof as though set forth in full herein. 2. Contractor agrees to comply with the provisions of California Labor Code Section 1773.8 which requires the payment of travel and subsistence payments to each worker needed to execute the Work to the extent required by law. 3. Contractor agrees to comply with the provisions of California 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. The Contractor shall, as a penalty to the Agency, forfeit not more than fifty dollars ($50) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for any public work done under the Contract by Contractor or by any subcontractor. 4. Contractor agrees to comply with the provisions of California Labor Code Section 1776 which require Contractor and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform the Agency of the location of the records. The Contractor is responsible for compliance with Section 1776 by itself and all of its subcontractors. 5. Contractor agrees to comply with the provisions of California Labor Code Section 1777.5 concerning the employment of apprentices on public works projects, and further agrees that Contractor is responsible for compliance with Section 1777.5 by itself and all of its subcontractors. 6. Contractor agrees to comply with the provisions of California Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the Agency, forfeit twenty-five dollars ($25) for each worker employed in the execution of the Contract by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the California Labor Code. 7. California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work of this Contract.” Date ___________________ Signature _______________________________________ EXHIBIT G STANDARD SPECIFICATIONS AND REFERENCE DOCUMENTS 1. Standard Specifications for Public Works Construction (“Greenbook”) 2. Construction Specifications Institute (“CSI”) EXHIBIT H NON-COLLUSION DECLARATION EXHIBIT I CONTRACTOR’S INDUSTRIAL SAFETY RECORD EXHIBIT J DESIGNATION OF SUBCONTRACTORS EXHIBIT K BID PROPOSAL (INCLUDING BID SHEETS) US Builders and Consultants Inc. 10% of bid amount 1067739 A & B 12/31/2026 US Builders and Consultants Inc. Vice President 05/27/2026 Agenda Item L AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Michael Henderson, Chief of Police SUBJECT:Approving and Authorizing the Execution of a Sales Order Agreement and Customer Care Maintenance Agreement C3 Office Solutions LLC dba C3 Tech ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7798: 1. Approving a Sales Order Agreement between the City of Seal Beach and C3 Office Solutions LLC dba C3 Tech for the purchase of copiers and printers for $87,378.50 for the City of Seal Beach, under the County of Orange’s Master Agreement with Sharp Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services between the County of Orange, California, and C3 Office Solutions DBA C3 Tech, as amended, effective May 23, 2025 through May 2, 2030; and, 2. Approving a 5-year Customer Care Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech for maintenance services for the purchased copiers and printers, incidentals, and contingency, in the not-to-exceed amount of $145,429.04 for the term; and, 3. Authorizing the City Manager to execute, on behalf of the City of Seal Beach, the Sales Order Agreement and Customer Care Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech. BACKGROUND AND ANALYSIS: At the direction of the City Council, staff have been reviewing Citywide contracts and operations to identify cost savings opportunities. As part of this effort, staff evaluated the City’s copier lease and service agreements and successfully negotiated a new maintenance contract and purchase agreement that will save the City more than $350,000 over the five-year term. Page 2 2 3 2 5 The City of Seal Beach previously leased and maintained its copier and printer fleet through De Lage Landen Public Finance and C3 Office Solutions. That agreement expired on February 12, 2025. The City’s existing fleet of printers and copiers is largely outdated, prone to breakdowns, and requires frequent costly repairs, resulting in service disruptions and inefficiencies across multiple departments. To address these challenges, staff conducted an inventory and needs assessment of all City printers and copiers. This analysis identified the need to replace the entire fleet and to add devices at specific locations to enhance operational efficiency and safeguard sensitive information. After replacement a select few printers will be repurposed. Any remaining printers will be sent to auction. A purchase through cooperative purchasing is authorized as an exemption from the bidding requirements under Seal Beach Municipal Code Section 3.20.025(D). Staff then negotiated a new Sales Order Agreement with C3 Office Solutions LLC dba C3 Tech under the County of Orange’s Master Agreement with Sharp Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services between the County of Orange, California, and C3 Office Solutions DBA C3 Tech, as amended, effective May 23, 2025 through May 2, 2030). Leveraging this cooperative purchasing agreement provides the City with competitive, pre- negotiated pricing and favorable contract terms vetted through the County’s procurement process. In addition to the Sales Order Agreement, this recommendation requests approval of a C3 Tech Customer Care Maintenance Agreement that includes a service and maintenance program that guarantees timely service and performance reliability. If any device fails to meet manufacturer specifications after attempted repairs, C3 Tech will provide a no-cost replacement unit of equal or greater capability. Importantly, the contract structure is based on actual print usage, eliminating the need for prepayment of copies and reducing the risk of excessive overage charges. A 20% contingency has been factored in to account for overages, incidentals, and additional purchases. The City's projected savings stem from four (4) key factors: purchasing rather than leasing equipment, lower service costs on new hardware, elimination of excessive overage charges, and improved per-copy rates. The updated contract also strengthens operational reliability, reduces downtime, and improves service delivery across all City subdivisions. Cost Analysis Current Monthly Cost (lease, service, and overages): $10,019.59. Projected 5-year cost: $601,175.40 5 Year Proposed costs (New Agreement): Printer purchase cost: $87,378.50 – One Time Page 3 2 3 2 5 Maintenance: $1,654.23 – Monthly ($121,190.87 over 5 years) Contingency & Incidentals: $403 ($24,238.17 over 5 years) Total 5-year cost: $232,807.54 Estimated Savings: 5-year estimated savings: $368,367.86 ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: The City Attorney has reviewed and approved the resolution and agreements as to form. FINANCIAL IMPACT: Purchasing the printing equipment rather than entering into a lease provides a more cost-effective and predictable long-term solution. While leasing typically spreads payments over time, it often results in higher total costs due to financing charges and ongoing fees. By purchasing the equipment, the City avoids these additional costs and secures full ownership at the outset. The purchase also includes replacement and repair coverage throughout the contract period, reducing the risk of unexpected maintenance expenses and minimizing downtime. This approach will be incorporated into BA# 26-12-01, with funding provided by the General Fund, and is expected to result in substantial savings from the current agreements. Description Account Revised/Adopted Budget Proposed Budget Budget (diff) Amendment Office and Technology Citywide 101-150- 2020-51250 $866,822.00 $954,200.50 $87,378.50 RECOMMENDATION: That the City Council adopt Resolution 7798: 1. Approving a Sales Order Agreement between the City of Seal Beach and C3 Office Solutions LLC dba C3 Tech for the purchase of copiers and printers for $87,378.50 for the City of Seal Beach. under the County of Orange’s Master Agreement with Sharp Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services between the County Page 4 2 3 2 5 of Orange, California, and C3 Office Solutions DBA C3 Tech, as amended, effective May 23, 2025, through May 2, 2030; and, 2. Approving a 5-year Customer Care Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech for maintenance services for the purchased copiers and printers, incidentals, and contingency, in the not-to-exceed amount of $145,429.04 for the term; and, 3. Authorizing the City Manager to execute, on behalf of the City of Seal Beach, the Sales Order Agreement and the Customer Care Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech. SUBMITTED BY: NOTED AND APPROVED: Michael Henderson Patrick Gallegos Michael Henderson, Chief of Police Patrick Gallegos, City Manager Prepared by: Barbara Arenado, Director of Finance/City Treasurer Kevin Edwards, Information Technology Manager ATTACHMENTS: A. Resolution 7798 B. C3 Office Solutions LLC dba C3 Tech Sales Order Agreement C. C3 Office Solutions LLC dba C3 Tech Customer Care Maintenance Agreement D. Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services between the County of Orange, California, and C3 Office Solutions DBA C3 TECH, as amended, effective May 23, 2025, through May 2, 2030 RESOLUTION 7798 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AND AUTHORIZING THE EXECUTION OF A SALES ORDER AGREEMENT AND A CUSTOMER CARE MAINTENANCE AGREEMENT WITH C3 OFFICE SOLUTIONS LLC DBA C3 TECH FOR THE PURCHASE OF COPIERS AND PRINTERS AND RELATED MAINTENANCE SERVICES WHEREAS, the City’s existing fleet of printers and copiers is largely outdated, prone to breakdowns, and requires frequent costly repairs, resulting in service disruptions and inefficiencies across multiple departments; and, WHEREAS, staff conducted an inventory and needs assessment of all City printers and copiers, identifying the need to replace the entire fleet and add devices at specific locations to enhance operational efficiency and safeguard sensitive information; and, WHEREAS, a purchase through cooperative purchasing is authorized as an exemption from the bidding requirements under Seal Beach Municipal Code Section 3.20.025(D), and staff negotiated a new Sales Order Agreement with C3 Office Solutions LLC dba C3 Tech under the County of Orange’s Master Agreement with Sharp Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services, effective May 23, 2025 through May 2, 2030); and, WHEREAS, in conjunction with the purchase, a new Customer Care Maintenance Agreement includes a service and maintenance program that guarantees timely service and performance reliability, and if any device fails to meet manufacturer specifications after attempted repairs, C3 will provide a no-cost replacement unit of equal or greater capability. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine, and order as follows: Section 1. The City of Seal Beach hereby approves a Sales Order Agreement with C3 Office Solutions LLC dba C3 Tech for the purchase of copiers and printers for the City of Seal Beach in the amount of $87,378.50 under the County of Orange’s Master Agreement with Sharp Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services between the County of Orange, California, and C3 Office Solutions DBA C3 Tech, as amended, effective May 23, 2025 through May 2, 2030. Section 2. The City of Seal Beach hereby approves a five-year Customer Care 1 1 2 8 3 Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech for maintenance services for the purchased copiers and printers, incidentals, and contingency, in the not-to-exceed amount of $145,429.04 for the term. Section 3. The Council hereby directs the City Manager to execute the Sales Order Agreement and the Customer Care Maintenance Agreement with C3 Office Solutions LLC dba C3 Tech on behalf of the City. PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7798 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk Date 4/16/2026 Buyer P.O. # Sales Rep Dustin Coren Billing Contact: Shipping Contact: Phone/Fax: Phone/Fax: Purchase Order: Account Type: Quantity Product # Unit Price Total Price 6 Sharp BP- 71C45 $4,569.12 $27,414.72 2 Sharp BP- 71C55 $6,430.46 $12,860.92 2 Sharp BP- 71C55 $5,994.18 $11,988.36 11 Epson EM- C800 $1,012.76 $11,140.36 9 Epson EP- C800 $1,012.76 $9,114.84 6 Epson-WF- 5899 $1,243.52 $7,461.12 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 0 0 $0.00 Subtotal $79,980.32 Sales Tax $7,398.18 Delivery/Installation Included TOTAL AMOUNT $87,378.50 Less Payment (Check #: ) AMOUNT DUE $87,378.50 None Title Date Special Payment Terms & Due Dates Payment: Due On Receipt of Invoice (562) 431-2527 Ext. 1311 Sharp 55 PPM Color Copier with Tandem Drawers and an External Finisher with Hole Punch Sharp 55 PPM Color Copier with Tandem Drawers and an External Finisher Description Sharp 45 PPM Color Copier with 4 Drawers and an Inner Finisher Color Printer B/W Printer This purchase is made pursuant to Cooperative Agreement RCA 017- 23010022 and specifically relies on Section 3 (Regional Cooperative Agreement), which permits cooperative use (“piggybacking”) by other public agencies and extends the contract’s pricing. The City is therefore entitled to the cooperative pricing and this purchase qualifies for exemption from competitive bidding requirements. Sales Order Agreement Bill To Ship To City of Seal Beach City of Seal Beach 211 8th St 211 8th St Seal Beach CA 90740 Seal Beach CA 90740 Barbara Arenado (562) 799-4100 x 1111 Kevin Edwards Color Scanner/Printer Approx Delivery Date: Warranty/Maintenance Agreement The terms and conditions appearing on the face and reverse side of this agreement correctly set forth the entire agreement between the parties. The terms and conditions contained on the reverse side of this agreement include limitations of warranty, exclusion of consequential and other special damages and other limitations of liability. Customer acknowledges by its signature that it has read and understands it and that it constitutes the entire agreement, understandings, and representations, express or implied, between customer and Dealer, with respect to hardware, supply, media, or documentation furnished or to be furnished hereunder and that this agreement supersedes all prior communications between the parties including all oral or written proposals. By executing this agreement, I acknowledge that I have read and understand this agreement and certify that I am authorized to execute this agreement on behalf of customer. Customer Acceptance Dealer Representative Print NameSignature Terms and Conditions 1. Acceptance by Dealer of contract: References made to “Dealer” shall mean {C3 Technology Services]. Machines sold by Dealer are eligible for a service contract immediately upon the expiration of the warranty period. If service contract is requested at any other time, machine must first be inspected by Dealer. Customer shall bear any and all costs necessary to bring machine up to specifications. Machines not sold initially by Dealer which are accepted for a service contract after inspection is not covered for parts the first 45 days. Invoices shall be due and payable by the customer for all equipment, accessories, supplies or maintenance purchased pursuant to this agreement (The “Goods and Services”), within the time period specified on the front side of this document. Customer shall pay all applicable sales tax, installation and freight charges. If customer fails to make any payment when due, there will be a service charge of five percent (5%) of the total amount due, together with an interest rate of one and one-half percent (1 ½%) of the total amount due or the maximum legal rate allowed by law, whichever is less. Customer shall pay a $20.00 service charge on any and all returned checks. Customer shall pay all collection expenses incurred by Dealer, including but not limited to, court, attorneys and accounting fees, if required. 2. Taxes. Customer shall be responsible for all sales tax, use tax or other taxes (including without limitations personal property taxes assessable on the equipment) and fees charged relative to this agreement. Customer agrees to reimburse Dealer for all amounts paid or payable by Dealer in discharge of the forgoing taxes. Customer shall not be responsible for taxes based on Dealer's gross or net income. 3. Default. If Customer is in default of any term or condition, seller may cancel this agreement in whole or part at any time upon ten-(10) day’s written notice. If seller cancels the agreement the agreement will be prorated based upon the unused portion of the term of the agreement. Any amount due to seller will be invoiced and is payable upon receipt. Any amounts due to the customer will be applied to any unpaid invoices prior to refund. 4. Business Purpose. Customer warrants and represents that the goods will be used for business purposes, and not for personal, family, or household purposes. 5. Availability. Customer agrees that the goods are subject to availability and seller reserves the right to substitute models of like specification if practicable. Seller may cancel any order or any part of an order without cause at any time and without penalty, and seller’s sole obligation shall be to return any down payment paid by customer. If parts become unavailable for discontinued equipment, seller reserves the right to delete said equipment in accordance with the terms of this agreement. 6. Delivery and Installation. Seller shall use its standard packaging. Seller shall choose the method of delivery; seller reserves the right to deliver the goods in installments. Customer will pay an invoice when due, without regard to delivery or non-delivery of subsequent installments. Delay in delivery of any installments shall not relieve customer of its obligations to accept remaining installments. Equipment shall be installed in accordance with manufacture’s specification. At customers sole cost and expense, customer shall insure that equipment is placed in an environment that conforms with the manufacturer’s specifications and requirements and will bear all costs and expenses for any additional necessities required for installation such as telephone and electrical wiring, remodeling, and noise and power filters. Any electrical work external to the equipment (i.e. associated peripheral equipment, power, transmission and phone lines) and equipment line cord is not covered by this agreement. 7. Title, Identification and risk of loss. The goods shall be identified to the contract, and risk of loss shall pass to customer when the goods are placed in the hands of the carrier. For goods purchased outright, title will pass to customer upon payment in full. For goods purchased on an installment payment basis title will pass to customer on the installation date. 8. Security Interest. Seller expressly reserves a security interest in the goods until payment in full has been collected and customer agrees to notify seller prior to relocation of any goods for which seller has a security interest. Customer shall execute any other document, including a financing statement or other document similar to the UCC-1, necessary to protect seller’ security interest in the goods. Customer authorizes seller to file at customers expense any financing statement relating to the goods without customers signature except where prohibited by law. 9. Warranties. Seller warrants and represents that the goods and services of all new copiers and facsimiles sold by Dealer will conform to the description and specification and be free from defects in material and workmanship for ninety- (90) days from the date of this purchase. Within this period Dealer will repair said equipment without charge for parts and labor. This ninety-(90) day period will not cover supplies normally covered under the Dealer maintenance agreement unless the contract for the maintenance agreement is signed at the point of sale. A $105.00 per hour fee will apply to all service calls regardless of service needed outside of the maintenance agreement with an upfront one-(1) hour minimum. 10. Seller. Makes no warranties whatsoever express or implied with regard to the service, the software included with the product or its installation and maintenance, and expressly excludes all implied warranties of merchantability and fitness for a particular purpose. 11. Sellers. Liability is limited to the cost of purchased products by the customer from seller. Seller shall not be liable for any special damages, including but not limited to damages due to loss of data or information of any kind, loss of or damage to revenue, profits or goodwill, damages due to interruption of business, damage to customer’s computers or networks, even if the seller has been advised of the possibility of such damages. 12. Seller. Makes no other express or implied warranties and all other warranties are specifically excluded, including any warranty as to merchantability or fitness for particular or special purposes. Seller shall under no circumstances be liable for any special, exemplary, punitive, incidental or consequential damages regardless of the cause. 13. Remedy Limitations. The goods shall not be returned to seller for credit without seller’s written consent. No credit will be given after fourteen-(14) days from the date of the invoice. All returns for credit within fourteen-(14) days are subject to up to a 20% restocking fee. All costs of return shall be the responsibility of the customer. Customer’s exclusive remedy for breach of warranty shall be replacement or repair of the item or non-conforming parts at the option of seller. Customer expressly waives its rights to special, consequential, exemplary, and incidental or punitive damages. 14. Warranty Service. To obtain warranty service, customer must (1) call seller’s Customer Service at (714) 689-1700. Customer should package all goods to be returned in manner adequate for pickup or shipping, and should properly insure the goods when shipped. Seller shall not be responsible for damage to the goods in transit.The goods will be returned to and from customer by method and carrier chosen by seller. A $105.00 per hour fee will apply to all service calls regardless of service needed outside of the maintenance agreement with an upfront one-(1) hour minimum. 15. Assignment. This agreement shall not be assigned by customer without seller’s express written consent. In the event that seller assigns any of its obligations under this agreement, seller shall remain primarily responsible to perform those obligations. Any claim or defense customer may have relating to those obligations must be asserted on or against seller and not its assignee. 16. Notices. All notices required to be given under this agreement shall be in writing and shall be sent by U.S. first class mail to the parties at the address listed on the front of this agreement. 17. Indemnification. Customer shall bear all risk of theft, loss or damage not caused by seller’s employees or agents, to all goods installed under this agreement. Customer agrees to indemnify, defend and hold harmless seller, its officers, directors, employees and agents from all loss, liability, claims or expenses (including reasonable attorneys’ fees) arising or customers use of the goods, including but not limited to liabilities arising from bodily injury, including death, or property damage to any person, unless caused solely as the result of a negligent or intentional act or omission by seller. 18. Seller shall indemnify customer against any costs, losses, damages or liability incurred by customer as the result of any third party’s claim of infringement of its patent, copyright trademark which claim arises out of the use of the product by customer. Customer shall immediately notify seller in writing of such claim or demand. Seller shall have the sole right to control, and defense, thereof, and customer agrees that it will not settle any such claim against itself without the prior written consent of seller. Provided however, that seller shall not indemnify customer with respect to any claim relating to product(s) which is/are manufactured according to customers instructions, or modified by customer or combined with other non-seller products, equipment, systems and/or processes, Failure of customer to provide timely notification of claim to seller shall relieve seller of its obligation to indemnify customer. 19. Force Majeure. Neither party shall be responsible for delays or failure in performance of this agreement (other than failure to make payment) to the extent that such party was hindered in its performance by act of god, abuse, misuse, excess of voltage or power surges, repairs other than those provided by Dealer authorized personnel, civil commotion, labor dispute, or any other occurrence beyond its reasonable control. 20. Severability. If any provision of this agreement shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable form this agreement and shall not affect the validity and enforceability of the remaining provisions of this agreement. 21. Applicable Law. This agreement shall be governed by the laws of the State of California and the Uniform Commercial Code as adopted therein without regard to choice of law principles. In the event of litigation or other proceedings by seller to enforce or defend any term or provision of this agreement customer agrees to pay all costs and expenses sustained by seller, including but not limited to, reasonable attorney’s fees. 22. Seller’s Agents. Customer acknowledges that it has been advised that no agent, employee, or representative of seller has any authority to bind seller to any affirmation promise, representation, or warranty concerning any goods and services, and unless such affirmation, promise, representation, or warranty is specifically set forth in this agreement it does not form a basis of this bargain and shall not be enforceable against seller. 23. Customer Documentation. Customer agrees that any purchase order or other documentation issued to seller covering the goods or services is issued for purposes authorization and customer’s internal use only, and any conditions contained therein shall not modify or add to the terms and conditions of this agreement. 24. Acceptance. This agreement and its terms and conditions shall not take effect until accepted and executed by an authorized seller representative at sellers offices in the State of California. 25. Entire Agreement. This instrument, and any attachments hereto, is the entire agreement between customer and seller and supersedes any proposal or prior agreement, oral written, and any other communications relating to the subject matter of this agreement. The terms and conditions of this agreement shall supersede any terms and conditions which may be contained on any purchase order or other document which may be issued by customer. This agreement shall not be binding unless and until accepted and approved by authorized seller representative. Customer Initials: ___________ CUSTOMER CARE MAINTENANCE AGREEMENT Version Date: 3/2/2026 REV06.2024 CUSTOMER BILL TO INFORMATION CUSTOMER NAME: ADDRESS: CITY / STATE / ZIP City of Seal Beach 211 8th Street Seal Beach/CA/90740 BILLING CONTACT: EMAIL: PHONE: Kevin Edwards kedwards@sealbeachca.gov (562) 799-4100 EQUIPMENT LOCATION KEY CONTACT PHONE EMAIL See Schedule A Kevin Edwards (562) 799-4100 kedwards@sealbeachca.gov CITY: STATE: ZIP CODE: FM AUDIT / METER CONTACT PHONE EMAIL Seal Beach CA 90740 Kevin Edwards (562) 799-4100 kedwards@sealbeachca.gov EQUIPMENT COVERED MODEL SERIAL NUMBER ID TAG NUMBER START METER B/W START METER C DEPARTMENT DEPARTMENT CONTACT See Schedule A AGREEMENT ENTITLEMENT LABOR PARTS PM KITS BLACK TONER COLOR TONER INITIAL NETWORKING INSTALL TRAINING STAPLES PAPER START DATE $ - $ - STANDARD FREIGHT CHARGE FOR SUPPLIES DELIVERY WILL APPLY $ - $ - $ - $ - incl. incl. incl. incl. incl. incl. incl. N/A N/A TBD DETAIL OF CHARGES AUTHORIZATIONS TOTAL BASE CHARGE COMMENTS: $1,654.23 BASE CHARGE FREQUENCY OVERAGE METER FREQUENCY PAYMENT TERMS C3 SERVICE CONTRACT NUMBER: MONTHLY Monthly NET 30 Monthly Volume B/W OVERAGE PURCHASE ORDER NUMBER: 19,000 0.00690 Monthly Volume Color OVERAGE Initial Here I have read and understand our obligations under the terms and conditions stated herein, and on the reverse side thereof, as the only agreement pertaining to the equipment hereunder. No other agreements apply unless expressly noted on the face of this agreement or in the contracts specified above. I understand all meter counts are based on 8.5x11 (minimum) single sided images. Notwithstanding the foregoing, this Agreement is subject to: (1) the Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunction Copiers, Printers, Software, Related Accessories and Services” between the County of Orange, California, and C3 Office Solutions DBA C3 TECH (hereinafter "Regional Cooperative Agreement”), as amended, effective May 23, 2025 through May 2, 2030. 24,000 0.059000 MANAGED PRINT SEVICES (MPS) MONTHLY PRINT VOLUME B/W OVERAGE 5,000 0.04000 Initial Here C3 uses Remote Meter Collection Software to manage the toner levels and meter counts for contract invoices. Declining to use Remote Meter Collection Software may result in a $18 per month Administration Fee. MONTHLY PRINT VOLUME Color OVERAGE 5,000 0.21000 PRINTED CUSTOMER NAME: CUSTOMER SIGNATURE: DATE: X TERM (Months) SALES REP PRINTED NAME: SALES REP SIGNATURE: DATE: 60 Davis Tran Chief Operating Officer 4/7/2026 1. GENERAL SCOPE OF COVERAGE This Agreement covers both the labor and the material for adjustments, repair and replacements of parts ("Maintenance") as required by normal use of the equipment identified on the front page of this Agreement ("Equipment"). Maintenance does not cover charges for installation, relocating or de-installation of the Equipment. Service necessary to repair damage to the Equipment caused by misuse, abuse, negligence, attachment of unauthorized components, accessories or parts, use of substandard facsimile (thermal) paper or substandard supplies, other causes beyond the control of C3 Technology Services or such causes which would void the Equipments' warranty are not covered by this Agreement. Any such repairs identified in the preceding sentence shall be separately billed to customer and may lead to the termination of this Agreement. In addition, C3 Technology Services may terminate this Agreement if the equipment is modified, damaged, altered or serviced by personnel other than the C3 Technology Services Authorized Personnel, or if parts, accessories or components not meeting machine specifications are titled to the Equipment. Maintenance shall not cover charges for repairs needed as a result of Customer or third party modifications to software or hardware. 2. MAINTENANCE VISITS Maintenance visits will be made during standard weekday business hours (M-F 8a-5p) at the address shown on the first page of this Agreement. Maintenance visits requested for holidays, weekends or after standard business hours may result in additional charges for travel and labor pursuant to C3 Technology Services standard overtime rates in effect at the time Maintenance visit. Maintenance performed during a Maintenance visit includes lubrication and cleaning of the Equipment and the adjustment, repair or replacement of parts described below. 3. REPAIR AND REPLACEMENT OF PARTS, All parts necessary for proper operation of the Equipment requiring replacement due to normal wear and tear, subject to the general scope of coverage, will be furnished free of charge during a service call. 4. MAJOR REPAIRS AND UPGRADES Major repairs resulting from misuses of the product. overall failure of the Equipment resulting from the normal end of life cycle of the Equipment and other repairs requiring more than customary repair and part replacements shall not be considered covered Maintenance. C3 Technology Services reserves the right to cancel the maintenance agreement, should customer misuse or abuse the intended features of the device. 5. USE OF C3 Technology Services SUPPLIES Customer is not obligated to use C3 Technology Services approved supplies under this Agreement. If, however, the Customer uses other than C3 Technology Services approved supplies (other than paper) and such supplies result in damage to the device, C3 Technology Services may, at its discretion, assess a surcharge or terminate this Agreement. If C3 Technology Services terminates this Agreement, C3 Technology Services may make service available on a "Per Call" basis based upon C3 Technology Services standard rates in effect at the time of service . 6. SUPPLIES Supplies selected, if any, on the front of this Agreement ("Supplies"), shall be included under this Agreement. C3 Technology Services will provide such selected Supplies to the Customer based upon industry standard coverage of 5% for mono and 20% for color. Supplies provided are for use with the Equipment covered by this Agreement only and are not for resale or for use with other equipment. If the Customer's usage of the Supplies exceeds the industry standard coverage of 5% mono and 20% color for the Equipment being serviced, C3 Technology Services will invoice and the Customer agrees to pay, for the excess supplies at C3 Technology Services current retail prices then in effect or revisit service pricing terms with client. C3 Technology Services reserves the right to charge for supplies and freight. Freight fees will be assessed to the contract invoice based average monthly service billing. Tier 1, with average monthly service billing under $100, will be charged a $9.00 flat monthly rate; Tier 2, with average monthly service billing over $100-$1,000, will be charged a $14.00 flat monthly rate; Tier 3, with average monthly service billing over $1,000-$3,000, will be charged a $29.00 flat monthly rate; Tier 4, with average monthly service billing over $3,000, will be charged a $56.00 flat monthly rate. Fees are subject to change. Industry standard coverage is defined as the published industry standard yield for the product model covered under this Agreement. 7. ELECTRICAL REQUIRMENTS In order to insure optimum performance of the Equipment, Customer must comply with all vendor required electrical specification, including but not limited to use of designated circuit and outlets and required voltage requirements. These power standards are required by UL and/or local safety regulations. C3 Technology Services can cancel the agreement should customer not comply with C3 Technology Services recommended electrical requirements 8. CHARGES The initial charge for Maintenance under this Agreement is non-refundable and shall be the amount set forth on the first page of this Agreement. The annual maintenance fee with respect to any renewal term, will be charged at the time of term renewal. Customer shall be charged according to the payment terms indicated on the front page of this Agreement. Customer shall pay all charges within thirty (30) days of the invoice date. Excess late charges over 30 days, will result in late charges equal to 5% of invoice. You agree that after the first twelve (12) months of the Term (or any extension or renewal) of this Agreement, and at the end of each following twelve (12) month period thereafter, the Minimum Payments and Excess Per Image Charges may be increased by an amount equal to the lesser of: (a) up to 10% of the Minimum Payments and Excess Per Image Charges in effect at the end of the prior twelve (12) month period; or (b) the maximum percentage permitted by applicable law. If stated equipment is moved beyond any C3 Technology Services service territory, C3 Technology Services reserves the right to cancel this Agreement upon written notice to the Customer, or C3 Technology Services may charge (and Customer hereby agrees to pay) a fair and reasonable upcharge for continued service. 9. NETWORK / IT SCOPE OF COVERAGE Installation Deadline : Installation must be scheduled for no more than thirty (30) days after delivery. Failure to do so will result in charges at our current standard published rate. Visit Restrictions: All work must be completed on the installation date. If the C3 Analyst cannot install, program or configure any of the selected features due to, but not limited to, access rights, incorrect configurations, incorrectly specified settings, computer problems, on the date of installation additional charges may be assessed. Network/Infrastructure Changes: Any changes made to the customers’ network that interferes with the compatibility or functionality of the C3 installed equipment will result in charges at the standard hourly rate. These changes include but are not limited to; IP address, ISP providers, server changes, software changes, workstation configuration, moves or replacement, software updates, etc. Incompatible systems: C3 technicians reserve the right to deny analyst services to customer workstations for any reasons, but are not limited to the following reasons; blue screen errors, old workstations, insufficient RAM or HD space, Operating Systems (OSs) not supported by manufacturers drivers or software, etc. Installation Warranty: Analyst Services are warranted for 15 days from date of installation assuming that the network or infrastructure has not changed (See Network/Insfrastructure Changes). Issues arising after 15 days will incur additional charges. By signing this form, I acknowledge that I have read understand and agree to the terms of service, scope of work and conditions outlined in this agreement. 10. METER READING C3 Technology Services has the right to estimate meter reads, within the billing period, when they are not provided from any collection source, automated or manual. The billing may be adjusted on the next billing period to reflect any excesses or shortages. Estimated meter reads are calculated by the most recent three (3) month meter read history. Customer is obligated to allow automated electronic meter collection software. If the Customer declines to allow automated meter collection, C3 Technology Services may estimate the meter based upon previous billing and service meter readings and may charge an $18 monthly administration fee. The estimated meter will then be applied in the same manner as if the meter had been supplied by the Customer and the Customer agrees to pay any overage charges that may result from the estimated meter reading. If Remote Meter Collection Software falls off the network, it is the customer's responsibility to supply meter reads and request toner replenishment. Customer can also input meter reads or place service calls and supplies requests through My-C3 portal. 11. TERM This Agreement shall become effective as set forth on the first page and shall continue for the full sixty (60) month term stated therein, unless earlier terminated in accordance with Section 12 below. This Agreement is subject to and shall have the benefit of all pricing set forth in the cooperative purchasing agreement entered into between the County of Orange and C3 Office Solutions LLC dba C3 Tech entitled Regional Cooperative Agreement (RCA) Contract RCA-017-23010022 for Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services (“County Contract No. RCA-017-23010022”), as amended, effective May 23, 2023 through May 2, 2030. Expiration, termination, amendment, or non-renewal of the RCA contract shall not cause this Agreement to terminate, impair, or otherwise affect the enforceability of this Agreement during its stated term. 12. EVENT OF DEFAULT AND TERMINATION A. Termination for Cause by C3 Tech Customer’s failure to pay any undisputed amount due under this Agreement, or material breach of any other obligation herein, shall constitute an Event of Default. C3 Tech shall provide written notice of such default. Customer shall have thirty (30) days from receipt of notice to cure the default. If Customer fails to cure within such thirty (30) day period, C3 Tech may terminate this Agreement upon written notice and pursue any remedies available at law or equity. B. Termination for Cause by Customer C3 Tech’s material breach of any obligation under this Agreement shall constitute an Event of Default. Customer shall provide written notice specifying the alleged breach. C3 Tech shall have thirty (30) days from receipt of such notice to cure the breach. If C3 Tech fails to cure within such thirty (30) day period, Customer may terminate this Agreement upon written notice. C. No Termination for Convenience This Agreement may not be terminated by either party for convenience or without cause. Termination shall occur only for material breach following expiration of the applicable thirty (30) day cure period set forth above. D. Non-Appropriation Customer is a charter city formed under the Constitution and laws of the State of California. Notwithstanding any other provisions of this Agreement, payments to be made to C3 Tech, and/or their successors and assigns, by Customer 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 Customer does not appropriate sufficient funds for payment of C3 Tech beyond the current fiscal year, this Agreement shall cover payment for C3 Tech only to the conclusion of the last fiscal year in which Customer appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year without penalty to Customer. Termination for non-appropriation of funds shall not constitute a default by Customer. In the event of the non-appropriation of funds, Customer shall provide written notice as soon as reasonably practicable. 13. INDEMNITY INDEMNIFICATION BY CUSTOMER. Customer shall indemnify, save and hold C3 Technology Services, its officers, directors, employees, agents and representatives and its and their successors and assigns ("C3 Technology Services Parties") harmless from and against any liability, loss cost, expense or damage whatsoever caused by reason of any breach of this Agreement by Customer or by reason of any injury, whether to body, property or business or to any other person to the extent arising out of any act, neglect, omission or default by Customer, except that nothing herein shall require Customer to defend, indemnify or save and hold harmless C3 Technology Indemnified Parties for any liability, loss, cost, expense or damage whatsoever to the extent arising out of any act, neglect, omission or default of C3 Technology Indemnified Parties; and further, nothing herein shall require Customer to defend, indemnify, or save and hold harmless C3 Technology Indemnified Parties for any punitive or exemplary damages. Subject to the foregoing limitations, Customer shall defend, at its sole and absolute cost, any action to which this indemnity shall apply. In the event Customer fails to defend such action, C3 Technology Services may do so and recover from Customer in addition, all costs and expenses, including, attorneys' fees in connection therewith. C3 Technology Services shall be entitled to recover from Customer all costs and expenses including without limitation, attorney's fees and disbursement, incurred by C3 Technology Services in connection with actions taken by C3 Technology Services or its representatives (i) to enforce any provision of this Agreement; (ii) to effect any payments or collections provided for herein; (iii) to institute, maintain, preserve, enforce and foreclose on SOS's security interest in or lien on the goods, whether through judicial proceedings or otherwise; or (iv) to defend or prosecute any actions or proceedings arising out of or relating to any C3 Technology Services transactions with Customer. INDEMNIFICATION BY C3 TECHNOLOGY SERVICES. C3 Technology Services shall indemnify, save and hold Customer, and Customer’s elected and appointed officials, officers, employees, agents, servants, designated volunteers and those Customer agents serving as independent contractors in the role of Customer’s officials (collectively “Customer Indemnified Parties”) harmless from and against any liability, loss cost, expense or damage whatsoever to the extent caused by any breach of this Agreement by C3 Technology by reason of any injury, whether to body, property or business or to any other person to the extent arising out of any act, neglect, omission or default by C3 Technology Services, except that nothing herein shall require C3 Technologies to defend, indemnify or save and hold harmless Customer Indemnified Parties for any liability, loss, cost, expense or damage whatsoever to the extent arising out of the sole act, neglect, omission or default of Customer; and further, nothing herein shall require C3 Technology Services to defend, indemnify, or save and hold harmless Customer Indemnified Parties for any punitive or exemplary damages. Subject to the foregoing limitations, C3 Technology Services shall defend, at its sole cost and expense, any action to which this indemnity shall apply. In the event C3 Technology Services fails to defend such action, Customer may do so and recover from C3 Technology Services in addition, all costs and expenses, including, attorney’s fees in connection therewith. Customer shall be entitled to recover from C3 Technologies all costs and expenses reasonably incurred, including without limitation, attorney's fees and disbursement, incurred by Customer in connection with actions taken by Customer or its representatives (I ) to enforce any provision of this Agreement; (ii) to effect any payments or collections provided for herein; (iii) to institute, maintain, preserve, enforce and foreclose on SOS's security interest in or lien on the goods, whether through judicial proceedings or otherwise; or (M to defend or prosecute any actions or proceedings arising out of or relating to any Customer transactions with C3 Technology Services. 14. ENTIRE AGREEMENT This constitutes the entire Agreement between the parties relating to the subject matter hereof. Any modifications to this Agreement must be in writing and signed by both parties. 15. SUCESSORS AND ASSIGNS; TERMINATION Neither party may assign this Agreement or any of its rights or obligations hereunder, without the prior written approval of the other party, which will not be unreasonably withheld, except that either party may assign its obligations and rights to a wholly owned subsidiary, parent corporation, or entity under the same ownership, operation or control. 16. SEVERABILITY If any provision in this Agreement is held invalid or unenforceable by a body of competent jurisdiction, such provision will be construed, limited or, if necessary, severed to the extent necessary to eliminate such invalidity or unenforceability. The Parties agree to negotiate in good faith a valid, enforceable substitute provision that most nearly affects the Parties' original intent in entering into this Agreement or to provide an equitable adjustment in the event no such provision can be added. The other provision of this Agreement shall remain in full force and effect. 17. COUNTERPARTS AND FACSIMILE SIGNATURES This Agreement may be executed in several counterparts, each of which shall be deemed to be an original and all of which together shall constitute one Agreement binding on all parties hereto, notwithstanding, that all the parties have not signed the same counterpart. A faxed signature of this Agreement bearing authorized signatures may be treated as an original. 18. JURISDICTION All parties hereby consent to the exclusive jurisdiction °Of the Federal Courts located in CA and the State Courts located in CA in any proceeding arising out of or relating to this Agreement. 19. LIMITATION OF LIABILITY To the extent permitted by law, in no event shall C3 Technology Services be liable to Customer for any special, incidental, consequential, or indirect damages, loss of business profits, business interruption, loss of business information arising out of the inability to use the Equipment. The Customer acknowledges that the Maintenance provided by C3 Technology Services is for the mechanical maintenance of the Equipment only, and that this Agreement does not cover any software, networking or any other connectivity or functionality unrelated to the device(s) described in this agreement. Network and or connectivity services not included in this contract are available from C3 Technology Services at additional costs. 20. FORCE MAJEURE Neither party shall be liable to the other party for any failure or delay caused by events beyond a party’s control, including. without limitation, a party’s failure to furnish necessary information; sabotage; failure or delays in transportation or communication; boycotts; embargoes; failures or substitutions of equipment; labor disputes; accidents; shortages of labor, fuel, raw materials, machinery, or equipment; technical failures; fire; storm; flood; earthquake; explosion; acts of the public enemy; war; insurrection; riot; public disorder; epidemic; quarantine restrictions; acts of God; acts of any government or any quasi-governmental authority, instrumentality or agency. 21. NO WARRANTY C3 Technology Services DISCLAIMS ALL WARRANTIES, EXPESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TECHNICAL COMPATABILITY, FITNESS FOR USE, OR FITNESS FOR A PARTICULAR PURPOSE. 22. INSURANCE If the Customer is leasing the equipment, the Customer shall obtain and maintain, at its own expense, insurance relating to claims for injury and/or property damage (including commercial general liability insurance) based on its use of the equipment, goods and machinery. 23. END OF TERM, CANCELLATION, UPGRADE, AND RENEWAL Customer shall give C3 Technology Services at least 90 days written notice before the expiration of the initial agreement term date stating the intent to decline the renewal or upgrade of the equipment. Pick up charges will apply upon contract cancellation; cost will be determined based on the location of lease return facility. Hard drive data erase is optional. Page 2 of 2 REV06.2024 Initial County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 1 of 87 File No.: 2337101 REGIONAL COOPERATIVE AGREEMENT (RCA) CONTRACT RCA-017-23010022 FOR DIGITAL MULTIFUNCTIONAL COPIERS, PRINTERS, SOFTWARE, RELATED ACCESSORIES AND SERVICES WITH C3 OFFICE SOLUTIONS DBA C3 TECH This Contract RCA-017-23010022 for Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services, hereinafter referred to as “Contract” is made and entered into as of the date fully executed by and between the County of Orange, a political subdivision of the State of California on behalf of County Executive Office, CEO hereinafter referred to as “County” and C3 Office Solutions dba C3 Tech, , hereinafter referred to as “Contractor”, with County and Contractor sometimes individually referred to as “Party”, or collectively referred to as “Parties”. ATTACHMENTS This Contract is comprised of this document and the following Attachments, which are attached hereto and incorporated by reference into this Contract: Attachment A – Scope of Work Attachment B – Payment and Compensation Attachment C – Staffing Plan Attachment D - Hardware Catalog and Hardware Pricing Attachment E – Business Associate Terms and Conditions Attachment F – Certification for Data Removal Attachment G – Migration/Transition Plan Attachment H – Equipment Lease Agreement RECITALS WHEREAS, County solicited via a Request for Proposal (“RFP”) for Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services as set forth herein; and WHEREAS, Contractor responded and represented that it is qualified to provide Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services to the County as further set forth in the Scope of Work, attached hereto as Attachment A; and WHEREAS, County agrees to pay Contractor based on the schedule of fees set forth in Payment and Compensation, attached hereto as Attachment B; and NOW, THEREFORE, the Parties mutually agree as follows: ARTICLES General Terms and Conditions: A. Governing Law and Venue: This Contract has been negotiated and executed in the state of California and shall be governed by and construed under the laws of the state of California. In the event of any legal action to enforce or interpret this Contract, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the parties hereto agree DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 2 of 87 File No.: 2337101 to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the parties specifically agree to waive any and all rights to request that an action be transferred for adjudication to another county. B. Entire Contract: This Contract contains the entire Contract between the parties with respect to the matters herein, and there are no restrictions, promises, warranties or undertakings other than those set forth herein or referred to herein. No exceptions, alternatives, substitutes or revisions are valid or binding on County unless authorized by County in writing. Electronic acceptance of any additional terms, conditions or supplemental Contracts by any County employee or agent, including but not limited to installers of software, shall not be valid or binding on County unless accepted in writing by County’s Purchasing Agent or designee. C. Amendments: No alteration or variation of the terms of this Contract shall be valid unless made in writing and signed by the parties; no oral understanding or agreement not incorporated herein shall be binding on either of the parties; and no exceptions, alternatives, substitutes, or revisions are valid or binding on County unless authorized by County in writing. D. Taxes: Unless otherwise provided herein or by law, price quoted does not include California state sales or use tax. Out-of-state Contractors shall indicate California Board of Equalization permit number and sales permit number on invoices, if California sales tax is added and collectable. If no permit numbers are shown, sales tax will be deducted from payment. The Auditor-Controller will then pay use tax directly to the State of California in lieu of payment of sales tax to Contractor. E. Delivery: Time of delivery of commodities and services is of the essence in this Contract. County reserves the right to refuse any commodities and services and to cancel all or any part of the commodities not conforming to applicable specifications, drawings, samples or descriptions or services that do not conform to the prescribed scope of work. Acceptance of any part of the order for commodities shall not bind County to accept future shipments nor deprive it of the right to return commodities already accepted at Contractor’s expense. Over shipments and under shipments of commodities shall be only as agreed to in writing by County. Delivery shall not be deemed to be complete until all commodities or services have actually been received and accepted in writing by County. F. Acceptance Payment: Unless otherwise agreed to in writing by County, 1) acceptance shall not be deemed complete unless in writing and until all the commodities/services have actually been received, inspected, and tested to the satisfaction of County, and 2) payment shall be made in arrears after satisfactory acceptance. G. Warranty: Contractor expressly warrants that the commodities covered by this Contract are 1) free of liens or encumbrances, 2) merchantable and good for the ordinary purposes for which they are used, and 3) fit for the particular purpose for which they are intended. Acceptance of this order shall constitute an agreement upon Contractor’s part to indemnify, defend and hold County and its indemnities as identified in paragraph “Z” below, and as more fully described in paragraph “Z,” harmless from liability, loss, damage and expense, including reasonable counsel fees, incurred or sustained by County by reason of the failure of the commodities/services to conform to such warranties, faulty work performance, negligent or unlawful acts, and non-compliance with any applicable state or federal codes, ordinances, orders, or statutes, including the Occupational Safety and Health Act (OSHA) and the California Industrial Safety Act. Such remedies shall be in addition to any other remedies provided by law. H. Patent/Copyright Materials/Proprietary Infringement: Unless otherwise expressly provided in this Contract, Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right, or trade secret right of any third party. Contractor agrees that, in accordance with DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 3 of 87 File No.: 2337101 the more specific requirement contained in paragraph “Z” below, it shall indemnify, defend and hold County and County Indemnitees harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including, costs and expenses but not including attorney’s fees. I. Assignment: The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the parties. Furthermore, neither the performance of this Contract nor any portion thereof may be assigned by Contractor without the express written consent of County. Any attempt by Contractor to assign the performance or any portion thereof of this Contract without the express written consent of County shall be invalid and shall constitute a breach of this Contract. J. Non-Discrimination: In the performance of this Contract, Contractor agrees that it will comply with the requirements of Section 1735 of the California Labor Code and not engage nor permit any subcontractors to engage in discrimination in employment of persons because of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, or sex of such persons. Contractor acknowledges that a violation of this provision shall subject Contractor to penalties pursuant to Section 1741 of the California Labor Code. K. Termination: In addition to any other remedies or rights it may have by law, County has the right to immediately terminate this Contract without penalty for cause or after 30 days’ written notice without cause, unless otherwise specified. Cause shall be defined as any material breach of contract, any misrepresentation or fraud on the part of Contractor. Exercise by County of its right to terminate Contract shall relieve County of all further obligation. L. Consent to Breach Not Waiver: No term or provision of this Contract shall be deemed waived, and no breach excused, unless such waiver or consent shall be in writing and signed by the party claimed to have waived or consented. Any consent by any party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach. M. Remedies Not Exclusive: The remedies for breach set forth in this Contract are cumulative as to one another and as to any other provided by law, rather than exclusive; and the expression of certain remedies in this Contract does not preclude resort by either party to any other remedies provided by law. N. Independent Contractor: Contractor shall be considered an independent contractor and neither Contractor, its employees, nor anyone working under Contractor shall be considered an agent or an employee of County. Neither Contractor, its employees nor anyone working under Contractor shall qualify for workers’ compensation or other fringe benefits of any kind through County. O. Performance Warranty: Contractor shall warrant all work under this Contract, taking necessary steps and precautions to perform the work to County’s satisfaction. Contractor shall be responsible for the professional quality, technical assurance, timely completion and coordination of all documentation and other commodities/services furnished by Contractor under this Contract. Contractor shall perform all work diligently, carefully, and in a good and workmanlike manner; shall furnish all necessary labor, supervision, machinery, equipment, materials, and supplies, shall at its sole expense obtain and maintain all permits and licenses required by public authorities, including those of County required in its governmental capacity, in connection with performance of the work. If permitted to subcontract, Contractor shall be fully responsible for all work performed by subcontractors. P. Insurance: Prior to the provision of services under this contract, Contractor agrees to purchase all required insurance at Contractor’s expense, including all endorsements required herein, necessary to satisfy County that the insurance provisions of this contract have been complied with. Contractor DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 4 of 87 File No.: 2337101 agrees to keep such insurance coverage, Certificates of Insurance, and endorsements on deposit with County during the entire term of this contract. In addition, all subcontractors performing work on behalf of Contractor pursuant to this contract shall obtain insurance subject to the same terms and conditions as set forth herein for Contractor. Contractor shall ensure that all subcontractors performing work on behalf of Contractor pursuant to this contract shall be covered under Contractor’s insurance as an Additional Insured or maintain insurance subject to the same terms and conditions as set forth herein for Contractor. Contractor shall not allow subcontractors to work if subcontractors have less than the level of coverage required by County from Contractor under this contract. It is the obligation of Contractor to provide notice of the insurance requirements to every subcontractor, and to receive proof of insurance prior to allowing any subcontractor to begin work. Such proof of insurance must be maintained by Contractor through the entirety of this contract for inspection by County representative(s) at any reasonable time. All self-insured retentions (SIRs) shall be clearly stated on the Certificate of Insurance. Any self- insured retention (SIR) in an amount in excess of Fifty Thousand Dollars ($50,000) shall specifically be approved by County’s Risk Manager, or designee, upon review of Contractor’s current audited financial report. If Contractor’s SIR is approved , Contractor, in addition to, and without limitation of, any other indemnity provision(s) in this Contract, agrees to all of the following: 1. In addition to the duty to indemnify and hold County harmless against any and all liability, claim, demand or suit resulting from Contractor’s, its agents, employee’s or subcontractor’s performance of this Contract, Contractor shall defend County at its sole cost and expense with counsel approved by Board of Supervisors against same; and 2. Contractor’s duty to defend, as stated above, shall be absolute and irrespective of any duty to indemnify or hold harmless; and 3. The provisions of California Civil Code Section 2860 shall apply to any and all actions to which the duty to defend stated above applies, and Contractor’s SIR provision shall be interpreted as though Contractor was an insurer and County was the insured. If Contractor fails to maintain insurance acceptable to County for the full term of this contract, County may terminate this contract. Qualified Insurer The policy or policies of insurance must be issued by an insurer with a minimum rating of A - (Secure A.M. Best's Rating) and VIII (Financial Size Category as determined by the most current edition of the Best's Key Rating Guide/Property-Casualty/United States or ambest.com). It is preferred, but not mandatory, that the insurer be licensed to do business in the State of California (California Admitted Carrier). If the insurance carrier does not have an A.M. Best Rating of A-/VIII, the CEO/Office of Risk Management retains the right to approve or reject a carrier after a review of the company's performance and financial ratings. The policy or policies of insurance maintained by Contractor shall provide the minimum limits and coverage as set forth below: Coverage Minimum Limits Commercial General Liability $1,000,000 per occurrence $2,000,000 aggregate DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 5 of 87 File No.: 2337101 Automobile Liability including coverage for owned, non-owned and hired vehicles $1,000,000 combined single limit per occurrence Workers’ Compensation Statutory Employers Liability Insurance Employers Liability Insurance Professional Liability Insurance $10,000,000 per claims-made or per occurrence Required Coverage Forms The Commercial General Liability coverage shall be written on Insurance Services Office (ISO) form CG 00 01, or a substitute form providing liability coverage at least as broad. The Business Auto Liability coverage shall be written on ISO form CA 00 01, CA 00 05, CA 00 12, CA 00 20, or a substitute form providing liability coverage as broad. Required Endorsements The Commercial General Liability policy shall contain the following endorsements, which shall accompany the Certificate of Insurance: 1. An Additional Insured endorsement using ISO form CG 20 26 04 13 or a form at least as broad naming County of Orange, its elected and appointed officials, officers, employees and agents as Additional Insureds, or provide blanket coverage, which will state As Required By Written Contract. 2. A primary non-contributing endorsement using ISO Form CG 20 01 04 13, or a form at least as broad evidencing that Contractor’s insurance is primary, and any insurance or self- insurance maintained by County of Orange shall be excess and non-contributing. The Workers’ Compensation policy shall contain a waiver of subrogation endorsement waiving all rights of subrogation against County of Orange, its elected and appointed officials, officers, employees, and agents, or provide blanket coverage, which will state As Required By Written Contract. All insurance policies required by this contract shall waive all rights of subrogation against County of Orange, its elected and appointed officials, officers, employees, and agents when acting within the scope of their appointment or employment. Contractor shall notify County in writing within thirty (30) days of any policy cancellation and ten (10) days for non-payment of premium and provide a copy of the cancellation notice to County. Failure to provide written notice of cancellation may constitute a material breach of Contract, upon which County may suspend or terminate this contract. If Contractor’s Professional Liability is a “Claims-Made” policy, Contractor shall agree to maintain coverage for two (2) years following the completion of the Contract. The Commercial General Liability policy shall contain a severability of interests clause, also known as a “separation of insureds” clause (standard in the ISO CG 001 policy). Insurance certificates should be forwarded to the agency/department address listed on the solicitation. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 6 of 87 File No.: 2337101 If Contractor fails to provide the insurance certificates and endorsements within seven (7) days of notification by CEO/Purchasing or the agency/department purchasing division, award may be made to the next qualified vendor. County expressly retains the right to require Contractor to increase or decrease insurance of any of the above insurance types throughout the term of this contract. Any increase or decrease in insurance will be as deemed by County of Orange Risk Manager as a ppropriate to adequately protect County. County shall notify Contractor in writing of changes in the insurance requirements. If Contractor does not deposit copies of acceptable Certificates of Insurance and endorsements with County incorporating such changes within thirty (30) days of receipt of such notice, this contract may be in breach without further notice to Contractor, and County shall be entitled to all legal remedies. The procuring of such required policy or policies of insurance shall not be construed to limit Contractor's liability hereunder nor to fulfill the indemnification provisions and requirements of this contract, nor act in any way to reduce the policy coverage and limits available from the insurer. Q. Bills and Liens: Contractor shall pay promptly all indebtedness for labor, materials, and equipment used in performance of the work. Contractor shall not permit any lien or charge to attach to the work or the premises, but if any does so attach, Contractor shall promptly procure its release and, in accordance with the requirements of paragraph “HH” below, indemnify, defend, and hold County harmless and be responsible for payment of all costs, damages, penalties and expenses related to or arising from or related thereto. R. Changes: Contractor shall make no changes in the work or perform any additional work without County’s specific written approval. S. Change of Ownership/Name, Litigation Status, Conflicts with County Interests: Contractor agrees that if there is a change or transfer in ownership of Contractor’s business prior to completion of this Contract, and County agrees to an assignment of Contract, the new owners shall be required under the terms of sale or other instruments of transfer to assume Contractor’s duties and obligations contained in this Contract and complete them to the satisfaction of County. County reserves the right to immediately terminate Contract in the event County determines that the assignee is not qualified or is otherwise unacceptable to County for the provision of services under Contract. In addition, Contractor has the duty to notify County in writing of any change in Contractor’s status with respect to name changes that do not require an assignment of Contract. Contractor is also obligated to notify County in writing if Contractor becomes a party to any litigation against County, or a party to litigation that may reasonably affect Contractor’s performance under Contract, as well as any potential conflicts of interest between Contractor and County that may arise prior to or during the period of Contract performance. While Contractor will be required to provide this information without prompting from County any time there is a change in Contractor’s name, conflict of interest or litigation status, Contractor must also provide an update to County of its status in these areas whenever requested by County. Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with County interests. In addition to Contractor, this obligation shall apply to Contractor’s employees, agents, and subcontractors associated with the provision of goods and services provided under this Contract. Contractor’s efforts shall include, but not be limited to establishing rules and procedures preventing its employees, agents, and subcontractors from providing or offering gifts, entertainment, payments, loans, or other considerations which DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 7 of 87 File No.: 2337101 could be deemed to influence or appear to influence County staff or elected officers in the performance of their duties. T. Force Majeure: Contractor shall not be assessed with liquidated damages or unsatisfactory performance penalties during any delay beyond the time named for the performance of this Contract caused by any act of God, war, civil disorder, employment strike or other cause beyond its reasonable control, provided Contractor gives written notice of the cause of the delay to County within 36 hours of the start of the delay and Contractor avails himself of any available remedies. U. Confidentiality: Contractor agrees to maintain the confidentiality of all County and County- related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this Contract. All such records and information shall be considered confidential and kept confidential by Contractor and Contractor’s staff, agents, and employees. V. Compliance with Laws: Contractor represents and warrants that services to be provided under this Contract shall fully comply, at Contractor’s expense, with all standards, laws, statutes, restrictions, ordinances, requirements, and regulations (collectively “laws”), including, but not limited to those issued by County in its governmental capacity and all other laws applicable to the services at the time services are provided to and accepted by County. Contractor acknowledges that County is relying on Contractor to ensure such compliance, and pursuant to the requirements of paragraph “Z” below, Contractor agrees that it shall defend, indemnify and hold County and County INDEMNITEES harmless from all liability, damages, costs and expenses arising from or related to a violation of such laws. W. Freight: Prior to County’s express acceptance of delivery of products. Contractor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Contract. X. Severability: If any term, covenant, condition or provision of this Contract is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. Y. Calendar Days: Any reference to the word "day" or "days" herein shall mean calendar day or calendar days, respectively, unless otherwise expressly provided. Z. Attorney Fees: In any action or proceeding to enforce or interpret any provision of this Contract, each party shall bear their own attorney’s fees, costs and expenses. AA. Interpretation: This Contract has been negotiated at arm’s length and between persons sophisticated and knowledgeable in the matters dealt with in this Contract. In addition, each party had been represented by experienced and knowledgeable independent legal counsel of their own choosing or has knowingly declined to seek such counsel despite being encouraged and given the opportunity to do so. Each party further acknowledges that they have not been influenced to any extent whatsoever in executing this Contract by any other party hereto or by any person representing them, or both. Accordingly, any rule or law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Contract against the party that has drafted it is not applicable and is waived. The provisions of this Contract shall be interpreted in a reasonable manner to effect the purpose of the parties and this Contract. BB. Authority: The Parties to this Contract represent and warrant that this Contract has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 8 of 87 File No.: 2337101 CC. Employee Eligibility Verification: Contractor warrants that it fully complies with all Federal and State statutes and regulations regarding the employment of aliens and others and that all its employees performing work under this Contract meet the citizenship or alien status requirement set forth in Federal statutes and regulations. Contractor shall obtain, from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by Federal or State statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986, 8 U.S.C. §1324 et seq., as they currently exist and as they may be hereafter amended. Contractor shall retain all such documentation for all covered employees for the period prescribed by the law. Contractor shall indemnify, defend with counsel approved in writing by County, and hold harmless, County, its agents, officers, and employees from employer sanctions and any other liability which may be assessed against Contractor or County or both in connection with any alleged violation of any Federal or State statutes or regulations pertaining to the eligibility for employment of any persons performing work under this Contract. DD. Indemnification: Contractor agrees to indemnify, defend with counsel approved in writing by County, and hold County, its elected and appointed officials, officers, employees, agents and those special districts and agencies which County’s Board of Supervisors acts as the governing Board (“County Indemnitees”) harmless from any claims, demands or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the services, products or other performance provided by Contractor pursuant to this Contract. If judgment is entered against Contractor and County by a court of competent jurisdiction because of the concurrent active negligence of County or County Indemnitees, Contractor and County agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment. EE. Audits/Inspections: Contractor agrees to permit County’s Auditor-Controller or the Auditor- Controller’s authorized representative (including auditors from a private auditing firm hired by County) access during normal working hours to all books, accounts, records, reports, files, financial records, supporting documentation, including payroll and accounts payable/receivable records, and other papers or property of Contractor for the purpose of auditing or inspecting any aspect of performance under this Contract. The inspection and/or audit will be confined to those matters connected with the performance of Contract including, but not limited to, the costs of administering Contract. County will provide reasonable notice of such an audit or inspection. County reserves the right to audit and verify Contractor’s records before final payment is made. Contractor agrees to maintain such records for possible audit for a minimum of three years after final payment, unless a longer period of records retention is stipulated under this Contract or by law. Contractor agrees to allow interviews of any employees or others who might reasonably have information related to such records. Further, Contractor agrees to include a similar right to County to audit records and interview staff of any subcontractor related to performance of this Contract. Should Contractor cease to exist as a legal entity, Contractor’s records pertaining to this Contract shall be forwarded to County’s project manager. FF. Contingency of Funds: Contractor acknowledges that funding or portions of funding for this Contract may be contingent upon state budget approval; receipt of funds from, and/or obligation of funds by, the state of California to County; and inclusion of sufficient funding for the services hereunder in the budget approved by County’s Board of Supervisors for each fiscal year covered by this Contract. If such approval, funding or appropriations are not forthcoming, or are otherwise limited, County may immediately terminate or modify this Contract without penalty. GG. Fiscal Appropriations: This contract is subject to and contingent upon applicable budgetary appropriations being approved by the County of Orange Board of Supervisors for each fiscal year during the term of this contract. If such appropriations are not approved, the contract will be DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 9 of 87 File No.: 2337101 terminated without penalty to the County. HH. Expenditure Limit: Contractor shall notify County of Orange assigned Deputy Purchasing Agent in writing when the expenditures against Contract reach 75 percent of the dollar limit on Contract. County will not be responsible for any expenditure overruns and will not pay for work exceeding the dollar limit on Contract unless a change order to cover those costs has been issued. Additional Terms and Conditions: 1. Scope of Contract: This Contract specifies Contractual terms and conditions by which County will procure Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services from Contractor as further detailed in the Scope of Work, identified and incorporated herein by this reference as “Attachment A”. 2. Term of Contract: This Contract shall commence upon execution of all necessary signatures, and continue for five (5) years, unless otherwise terminated by County. 3. Regional Cooperative Agreement: Regional Cooperative Agreements (RCA) awarded by the County of Orange are intended to be used as cooperative agreements against which individual subordinate contracts may be executed by participating County departments and non-County public entities during the effective dates outlined herein. The provisions and pricing of this Contract will be extended to any Municipal, County, Public Utility, Hospital, Educational Institution, or any other non-profit or governmental organization. Governmental entities wishing to use this contract will be responsible for issuing their own purchase documents / price agreements, providing for their own acceptance, and making any subsequent payments. Contractor shall be required to include in any Contract entered into with another agency or entity that is entered into as an extension of this Contract a Contract clause that will hold harmless the County of Orange from all claims, demands, actions or causes of actions of every kind resulting directly or indirectly, arising out of, or in any way connected with the use of this Contract. Failure to do so will be considered a material breach of this Contract and grounds for immediate Contract termination. The cooperative entities are responsible for obtaining all certificates of insurance and bonds required. The County of Orange makes no guarantee of usage by other users of this Contract. A 2 percent rebate on Eligible Revenues will be paid to the County for any contracts the Contractor agrees to enter into with other entities under the provisions and pricing of this Contract. The Contractor shall provide quarterly Volume Sales Reports to the County about additional sales to other entities under the provisions and pricing of this Contract. The Reports shall include the ordering agency, detail of items sold including description, quantity, and price, and shall include all transactions pertaining to sales under the Contract provisions and pricing for that Reporting Period. Contractor shall provide the Volume Sales Reports regardless of whether or not any sales have been conducted. Failure of the Contractor to provide quarterly reports as required, may be deemed breach of the contract. A late penalty of 15 percent on the value of the rebate may be assessed to the Contractor for each month the payments are not received. 4. Adjustments – Scope of Service: No adjustments made to the scope of service will be authorized without prior written approval of the County assigned Deputy Purchasing Agent. 5. Authorization Warranty: The contractor represents and warrants that the person executing this contract on behalf of and for the contractor is an authorized agent who has actual authority to bind the contractor to each and every term, condition and obligation of this agreement and that all requirements of the contractor have been fulfilled to provide such actual authority. 6. Breach of Contract: The failure of Contractor to comply with any of the provisions, covenants or conditions of this Contract shall be a material breach of this Contract. In such event County may, and in addition to any other remedies available at law, in equity, or otherwise specified in this Contract: DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 10 of 87 File No.: 2337101 a. Terminate Contract immediately, pursuant to Section K herein; b. Afford Contractor written notice of the breach and ten (10) calendar days or such shorter time that may be specified in this Contract within which to cure the breach; c. Discontinue payment to the Contactor for and during the period in which Contractor is in breach; and d. Offset against any monies billed by Contractor but yet unpaid by County those monies disallowed pursuant to the above. 7. CAL-OSHA Vehicle Regulation: All vehicles must meet California Motor Vehicle and Cal- OSHA regulations and all other applicable codes required for vehicle use on the roads or highways in the state of California. 8. Contractor – Change in Ownership: The contractor agrees that if there is a change in ownership prior to completion of this contract, the new owner will be required, under terms of sale, to assume this contract and complete it to the satisfaction of the County. 9. Civil Rights: Contractor attests that services provided shall be in accordance with the provisions of Title VI and Title VII of the Civil Rights Act of 1964, as amended, Section 504 of the Rehabilitation Act of 1973, as amended; the Age Discrimination Act of 1975 as amended; Title II of the Americans with Disabilities Act of 1990, and other applicable State and federal laws and regulations prohibiting discrimination on the basis of race, color, national origin, ethnic group identification, age, religion, marital status, sex or disability. 10. Conflict of Interest – Contractor’s Personnel: Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of County. This obligation shall apply to Contractor; Contractor’s employees, agents, and subcontractors associated with accomplishing work and services hereunder. Contractor’s efforts shall include, but not be limited to establishing precautions to prevent its employees, agents, and subcontractors from providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to influence or appear to influence County staff or elected officers from acting in the best interests of County. 11. Conflict of Interest – County Personnel: County of Orange Board of Supervisors policy prohibits its employees from engaging in activities involving a conflict of interest. Contractor shall not, during the period of this Contract, employ any County employee for any purpose. 12. Contractor’s Project Manager and Key Personnel: Contractor shall appoint a Project Manager to direct Contractor’s efforts in fulfilling Contractor’s obligations under this Contract. This Project Manager shall be subject to approval by County and shall not be changed without the written consent of County’s Project Manager, which consent shall not be unreasonably withheld. Contractor’s Project Manager shall be assigned to this project for the duration of Contract and shall diligently pursue all work and services to meet the project time lines. County’s Project Manager shall have the right to require the removal and replacement of Contractor’s Project Manager from providing services to County under this Contract. County’s Project manager shall notify Contractor in writing of such action. Contractor shall accomplish the removal within five (5) business days after written notice by County’s Project Manager. County’s Project Manager shall review and approve the appointment of the replacement for Contractor’s Project Manager. County is not required to provide any additional information, reason or rationale in the event it requires the removal of Contractor’s Project Manager from providing further services under Contract. 13. Contractor Personnel – Reference Checks: Contractor warrants that all persons employed to provide service under this Contract have satisfactory past work records indicating their ability to adequately perform the work under this Contract. Contractor’s employees assigned to this project must meet character standards as demonstrated by background investigation and reference checks, coordinated by the agency/department issuing this Contract. 14. Contractor’s Power and Authority: The Contractor warrants that it has the full power and authority to grant the rights herein granted and will hold the County hereunder harmless from and DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 11 of 87 File No.: 2337101 against any loss, cost, liability and expense, including reasonable attorney fees, arising out of any breach of this warranty. Further, the Contractor avers that it will not enter into any arrangement with any third party which might abridge any rights of the County under this Contract. 15. Contractor’s Records: The Contractor shall keep true and accurate accounts, records, books and data which shall correctly reflect the business transacted by the Contractor in accordance with generally accepted accounting principles. These records shall be stored in Orange County for a period of seven years after final payment is received from the County. Storage of records in another county will require written approval from the County of Orange assigned DPA. 16. Contractor Personnel – Uniform/Badges/Identification: Contractor warrants that all persons employed to provide service under this Contract have satisfactory past work records indicating their ability to accept the kind of responsibility under this Contract. All Contractor’s employees shall be required to wear uniforms, badges, or other means of identification which are to be furnished by Contractor and must be work at all times while working on County property. The assigned Deputy Purchasing Agent must be notified in writing, within seven (7) days of notification of award of Contract of the uniform and/or badges and/or other identification to be worn by employees prior to beginning work and notified in writing seven (7) days prior to any changes in this procedure. 17. Conflict with Existing Law: The Contractor and the County agree that if any provision of this Contract is found to be illegal or unenforceable, such term or provision shall be deemed stricken and the remainder of the Contract shall remain in full force and effect. Either Party having knowledge of such term or provisions shall promptly inform the other of the presumed non- applicability of such provision. Should the offending provision go to the heart of the Contract, the Contract shall be terminated in a manner commensurate with interests of both Parties to the maximum extent reasonable. 18. Contingent Fees: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees of the Contractor or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the County shall have the right to terminate this Contract in accordance with the termination clause and at its sole discretion to deduct from the Contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee from the Contractor. 19. Contractor Bankruptcy/Insolvency: If the Contractor should be adjudged bankrupt or should have a general assignment for the benefit of its creditors or if a receiver should be appointed on account of the Contractor’s insolvency, the County may terminate this Contract. 20. Contractor’s Records: Contractor shall keep true and accurate accounts, records, books and data which shall correctly reflect the business transacted by Contractor in accordance with generally accepted accounting principles. These records shall be stored in Orange County for a period of three (3) years after final payment is received from County. Storage of records in another county will require written approval from County of Orange assigned Deputy Purchasing Agent. 21. Data – Title To: All materials, documents, data or information obtained from County data files or any County medium furnished to Contractor in the performance of this Contract will at all times remain the property of County. Such data or information may not be used or copied for direct or indirect use by Contractor after completion or termination of this Contract without the ex press written consent of County. All materials, documents, data or information, including copies, must be returned to County at the end of this Contract. 22. Debarment: Contractor warrants that neither Contractor nor its principles are presently debarred, proposed for debarment, declared ineligible or voluntarily excluded from participation in the DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 12 of 87 File No.: 2337101 transaction by any Federal department or agency. County has the right to terminate this Contract for cause pursuant to Paragraph K, Termination, if Contractor is or becomes the subject of any debarment or pending debarment, declared ineligible or voluntary exclusion from participation by any Federal department or agency. Debarment, pending debarment, declared ineligibility or voluntary exclusion from participation by any Federal department or agency may result in the bid/proposal being deemed non-responsible. 23. Default – Re-Procurement Costs: In case of Contract breach by Contractor, resulting in termination by County, County may procure the commodities and services from other sources. If the cost for those commodities and services is higher than under the terms of the existing Contract, Contractor will be responsible for paying County the difference between Contract cost and the price paid, and County may deduct this cost from any unpaid balance due Contractor. The price paid by County shall be the prevailing market price at the time such purchase is made. This is in addi tion to any other remedies available under this Contract and under law. 24. Delivery Location – No Loading Dock: Delivery locations may not have loading docks. The contractor is required to make all necessary arrangements for lift trucks or other means necess ary to complete delivery. Inside delivery to secured facilities may be required. 25. Disputes – Contract: a. The parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute concerning a question of fact arising under the terms of this Contract is not disposed of in a reasonable period of time by Contractor’s Project Manager and County ‘s Project Manager, such matter shall be brought to the attention of County Deputy Purchasing Agent by way of the following process: i. Contractor shall submit to the agency/department assigned Deputy Purchasing Agent a written demand for a final decision regarding the disposition of any dispute between the parties arising under, related to, or involving this Contract, unless County, on its own initiative, has already rendered such a final decision. ii. Contractor’s written demand shall be fully supported by factual information, and, if such demand involves a cost adjustment to Contract, Contractor shall include with the demand a written statement signed by a senior official indicating that the demand is made in good faith, that the supporting data are accurate and complete, and that the amount requested accurately reflects Contract adjustment for which Contractor believes County is liable. b. Pending the final resolution of any dispute arising under, related to, or involving this Contract, Contractor agrees to diligently proceed with the performance of this Contract, including the delivery of commodities and/or provision of services. Contractor’s failure to diligently proceed shall be considered a material breach of this Contract. c. Any final decision of County shall be expressly identified as such, shall be in writing, and shall be signed by County Deputy Purchasing Agent or his designee. If County fails to render a decision within 90 days after receipt of Contractor’s demand, it shall be deemed a final decision adverse to Contractor’s contentions. Nothing in this section shall be construed as affecting County’s right to terminate Contract for cause or termination for convenience as stated in section K herein. 26. Emergency/Declared Disaster Requirements: In the event of an emergency or if Orange County is declared a disaster area by the County, state or federal government, this Contract may be subjected to unusual usage. The Contractor shall service the County during such an emergency or declared disaster under the same terms and conditions that apply during non-emergency/disaster conditions. The pricing quoted by the Contractor shall apply to serving the County’s needs regardless of the circumstances. If the Contractor is unable to supply the goods/services under the terms of the Contract, then the Contractor shall provide proof of such disruption and a copy of the invoice for the goods/services from the Contractor’s supplier(s). Additional profit margin as a DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 13 of 87 File No.: 2337101 result of supplying goods/services during an emergency or a declared disaster shall not be permitted. In the event of an emergency or declared disaster, emergency purchase order numbers will be assigned. All applicable invoices from the Contractor shall show both the emergency purchase order number and the Contract number. 27. Equipment Maintenance Service: Cleaning, inspecting, replacing all worn parts, lubricating, testing, and adjusting will be provided as required to maintain the equipment in satisfactory operating condition. The contractor inspections will be completed during County work hours and will be coordinated with the agency/department having control of the equipment. Emergency service required and performed during normal business hours is included at no extra charge. 28. Equipment Maintenance Service – Parts: Contractor shall furnish and install all new parts, materials and lubricants which meet or exceed the original equipment manufacturer’s specifications. Any parts other than those manufactured by the original equipment manufacturer shall be approved by the County before being incorporated in the work performed by the contractor under this contact. The contractor shall maintain a reasonable supply of the parts needed under this contract and maintain a reasonable supply system for the acquisition of additional parts, either immediately or with minimal delay. 29. Firm Price Quotes: Prices quoted herein shall be firm for the first period of the Contract. 30. Errors and Omissions: All reports, files and other documents prepared and submitted by Contractor shall be complete and shall be carefully checked by the professional(s) identified by Contractor as Contractor Project Manager and key personnel attached hereto, prior to submission to the County. Contractor agrees that County review is discretionary, and Contractor shall not assume that the County will discover errors and/or omissions. If the County discovers any errors or omissions prior to approving Contractor’s reports, files and other written documents, the reports, files or documents will be returned to Contractor for correction. Should the County or others discover errors or omissions in the reports, files or other written documents submitted by Contractor after County approval thereof, County approval of Contractor’s reports, files or d ocuments shall not be used as a defense by Contractor in any action between the County and Contractor, and the reports, files or documents will be returned to Contractor for correction without payment of additional compensation. 31. Gratuities: The Contractor warrants that no gratuities, in the form of entertainment, gifts or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the County with a view toward securing the Contract or securing favorable treatment with respect to any determinations concerning the performance of the Contract. For breach or violation of this warranty, the County shall have the right to terminate the Contract, either in whole or in part, and any loss or damage sustained by the County in procuring on the open market any services which the Contractor agreed to supply shall be borne and paid for by the Contractor. The rights and remedies of the County provided in the clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under the Contract. 32. Interpretation of Contract: In the event of a conflict or question involving the provisions of any part of this Contract, interpretation and clarification as necessary shall be determined by the County’s assigned buyer. If disagreement exists between the Contractor and the County’s assigned buyer in interpreting the provision(s), final interpretation and clarification shall be determined by the County’s Purchasing Agent or his designee. 33. Limitations of Actions: No action, regardless of form, arising out of this Contract may be brought by either Party more than two (2) years after the cause of the action has arisen, or, in the case of nonpayment, more than two (2) years from the date of the last payment, except where either Party, within two (2) years after a cause of action has arisen, provides the other Party in writing a notice of a potential cause of action, disclosing all material facts then known by the notifying Party concerning such cause of action, then the notifying Party may bring an action based on the matter DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 14 of 87 File No.: 2337101 so disclosed at any time prior to the expiration of four (4) years from the time the cause of action arose. 34. Lobbying: On best information and belief, Contractor certifies no federal appropriated funds have been paid or will be paid by, or on behalf of, the Contractor to any person for influencing or attempting to influence an officer or employee of Congress; or an employee of a member of Congress in connection with the awarding of any federal contract, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 35. News/Information Release: Contractor agrees that it will not issue any news releases in connection with either the award of this Contract or any subsequent amendment of or effort under this Contract without first obtaining review and written approval of said news releases from County through County’s Project Manager. 36. No Third-Party Beneficiaries: This Contract is an agreement by and between the Parties, and neither: (a) confers any rights upon any of the employees, agents, or contractors of either Party, or upon any other person or entity not a party hereto; or (b) precludes any acti ons or claims against, or rights of recovery from, any person or entity not a party hereto. 37. Notice of Claims: Contractor must give County immediate notice in writing of any legal action or suit filed related in any way to this Contract or which may affect the performance of work under this Contract, and prompt notice of any claim made against Contractor by any subcontractor, which may result in litigation related in any way to this Contract, or which may affect the performance of work under this Contract. 38. Notices: Any and all notices, requests demands, and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing with a copy provided to the assigned Deputy Purchasing Agent (DPA), except through the course of the parties’ project managers’ routine exchange of information and cooperation during the terms of the work and services. Any written communications shall be deemed to have been duly given upon actual in- person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four (4) calendar days after being mailed by US certified or registered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as t he first day. All communications shall be addressed to the appropriate party at the address stated herein or such other address as the parties hereto may designate by written notice from time to time in the manner aforesaid. Contractor: Company Name: C3 Office Solutions LLC, dba C3 Tech Address: 1536 E Warner St. Santa Ana, CA 92705 Attn: Davis Tran Telephone: 714-68-1700 Email: davist@c3tech.com County: County Executive Office/ County Procurement Office Address: 400 W. Civic Center Drive, 5th Fl Santa Ana, CA 92701 Attn: Kevin Work Telephone: 714-567-7312 Email: kevin.work@ocgov.com 39. OEM Equipment Maintenance Standard: The contractor agrees to maintain all equipment according to the original equipment manufacturer (OEM) specifications. The contractor further agrees that all components will be OEM components. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 15 of 87 File No.: 2337101 40. Order Dates: Orders may be placed during the term of the contract even if delivery may not be made until after the term of the contract. Order dates take precedence over delivery dates. The contractor must clearly identify the order date on all invoices to County. 41. Ownership of Documents: The County has permanent ownership of all directly connected and derivative materials produced under this Contract by the Contractor. All documents, reports and other incidental or derivative work or materials furnished hereunder shall become and remains the sole property of the County and may be used by the County as it may require without additional cost to the County. None of the documents, reports and other incidental or derivative work or furnished materials shall be used by the Contractor without the express written con sent of the County. 42. Precedence: Contract documents consist of this Contract and its exhibits and attachments. In the event of a conflict between or among Contract documents, the order of precedence shall be the provisions of the main body of this Contract, i.e., those provisions set for th in the recitals and articles of this Contract, and then the exhibits and attachments. 43. Security – Youth Detention Facilities/Sheriff’s Facilities: Background checks: All contractor personnel to be employed in performance of work under this contract shall be subject to background checks and clearance prior to working in a youth detention facility or a Sheriff’s facility. The contractor shall prepare and submit an information form to the County’s project manager for all persons who will be working or who will need access to the facility. These information forms shall be submitted at least five County working days prior to the start of work on the contract or prior to the use of any person subsequent to the contractor’s start of work. These information forms will be provided by the County’s project manager upon request and will be screened by the County’s Probation Department and/or Sheriff’s Department. These information forms shall be thorough, accurate, and complete. Omissions or false statements, regardless of the nature or magnitude, may be grounds for denying clearance. No person shall be employed under this contract who has not received prior clearance from the Probation and/or Sheriff’s Department. Neither the County, the Probation Department, nor the Sheriff’s Department need give a reason clearance is denied. Performance Requirements: All contractor’s vehicles parked on site shall be locked and thoroughly secured at all times. All tools and materials shall remain in contractor’s possession at all times and shall never be left unattended. All lost or misplaced tools or materials shall be reported immediately to the security staff or Control in youth detention facilities or to the escort or Control in the Sheriff’s facilities. All materials, large or small, from removal operations or flew construction (especially those materials that could be used to inflict injury, such as nails, wire, wood, etc.) shall be continuously cleaned up as work progresses. All work areas shall be secured prior t o the end of each work period. Workers shall have no contact, either verbal or physical, with inmates in the facilities. Contractor’s employees shall NOT: 1. Give names or addresses to inmates. 2. Receive any names or addresses from inmates (including materials to be passed to another individual or inmate). 3. Disclose the identity of any inmate to anyone outside the facility. 4. Give any materials to inmates; or 5. Receive any materials from inmates (including materials to be passed to another individual or inmate). Failure to comply with these requirements is a criminal act and can result in prosecution. Contractor’s employees shall not smoke or use profanity or other inappropriate language while on site. Contractor’s employees shall not enter the facility while under the influence of alcohol, drugs or other intoxicants and shall not have such materials in their possession. Contractor’s employees DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 16 of 87 File No.: 2337101 shall plan their activities to minimize the number of times they must enter and exit a facility. They should transport all tools, equipment and materials needed for the day at the start of the work period and restrict all breaks to the absolute minimum. Contractor’s personnel shall: 1. Comply with the written schedule provided by the County which shall clearly show the specific start and end times for each work day. 2. Arrive at the site no more than 15 minutes prior to the scheduled time or no more than 15 minutes after the scheduled time; and 3. Report to the control desk upon arrival at the job site. Control will ensure that the work area is clear and ready for work to begin. If a contractor’s employee is delayed or cancellation is necessary, the designated on-site coordinator or the County’s project manager should be contacted immediately. Repeat problems will be grounds for remedial action which may include contract termination. 44. Tax - Maintenance and Warranties: Section 1655 of the Sales and Use Tax Regulations of the Business Taxes Law Guide under “Optional Warranties Rule” states that sales tax shall not be charged on optional warranties and, therefore, the contractor is considered the end user and liable for the sales tax on such warranties. Prices charged for service are not subject to sales tax and neither can sales tax be assessed the County for any part or consumable supply installed that is included in the full-service maintenance. 45. Publication: No copies of sketches, schedules, written documents, computer based data, photographs, maps or graphs, including graphic at work, resulting from performance or prepared in connection with this Contract, are to be released by Contractor and/or anyone acting under the supervision of Contractor to any person, a partnership, company, corporation, or agency, without prior written approval by the County, except as necessary for the performance of the services of this Contract. All press releases, including graphic display information to be published in newspapers, magazines, etc., are to be administered only by the County unless otherwise agreed to by both Parties. 46. Reports/Meetings: The Contractor shall develop reports and any other relevant documents necessary to complete the services and requirements as set forth in this contract. The County’s project manager and the Contractor’s project manager will meet on reasonable notice to discuss the Contractor’s performance and progress under this Contract. If requested, the Contractor’s project manager and other project personnel shall attend all meetings. The Contractor shall provide such information that is requested by the County for the purpose of monitoring progress under this Contract. 47. Validity: The invalidity in whole or in part of any provision of this contract shall not void or affect the validity of any other provision of the contract. 48. Waivers - Contract: The failure of the County in any one or more instances to insist upon strict performance of any of the terms of this Contract or to exercise any option contained herein shall not be construed as a waiver or relinquishment to any extent of the right to assert or rely upon any such terms or option on any future occasion. 49. Termination – Orderly: After receipt of a termination notice from County of Orange, Contractor may submit to County a termination claim, if applicable. Such claim shall be submitted promptly, but in no event later than 60 days from the effective date of the termination, unless one or more extensions in writing are granted by County upon written request of Contractor. Upon termination County agrees to pay Contractor for all services performed prior to termination which meet the requirements of Contract, provided, however, that such compensation combined with previously paid compensation shall not exceed the total compensation set forth in Contract. Upon termination or other expiration of this Contract, each party shall promptly return to the other party all papers, materials, and other properties of the other held by each for purposes of performance of Contract. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 17 of 87 File No.: 2337101 50. Usage: No guarantee is given by County to Contractor regarding usage of this Contract. Usage figures, if provided, are approximations. Contractor agrees to supply services and/or commodities requested, as needed by County of Orange, at rates/prices listed in Contract, regardless of quantity requested. 51. Usage Reports: Contractor shall submit usage reports on an annual basis to the assigned Deputy Purchasing Agent of County of Orange user agency/department. The usage report shall be in a format specified by the user agency/department and shall be submitted 90 days prior to the expiration date of Contract term, or any subsequent renewal term, if applicable. 52. Wage Rates: Contractor shall post a copy of the wage rates at the job site and shall pay the adopted prevailing wage rates as a minimum. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the Board of Supervisors has obtained the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execut e this Contract from the Director of the Department of Industrial Relations. These rates are on file with the Clerk of the Board of Supervisors. Copies may be obtained at cost at the office of County's OC Public Works/OC Facilities & Asset Management/A&E Project Management or visit the website of the Department of Industrial Relations, Prevailing Wage Unit at www.dir.ca.gov/DLSR/PWD. The Contractor shall comply with the provisions of Sections 1774, 1775, 1776 and 1813 of the Labor Code. 53. Wage Rate Penalty: Contractor and any Subcontractor(s) shall comply with the provisions of Labor Code Section 1775. Contractor and any Subcontractor(s) shall be subject to a penalty in an amount up to $200, or higher amount as provide by section 1775, for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates for any work done by the Contractor or Subcontractor(s) under the contract. 54. Work Hour Penalty: As provided by Labor Code Section 1810, 8 hours of labor shall constitute a legal day's work, and 40 hours constitute a legal week's work. The time of service of any worker employed under the Contract shall be restricted to 8 hours during any one calendar day and 40 hours during any one calendar week, except as provided herein. Contractor shall forfeit to the County $25, or higher amount as provided by Labor Code Section 1813, for each worker employed on the performance of this Contract by Contractor or by any Subcontractor(s) for each calendar day during which such worker is required or permitted to work more than the legal days or week’s work, except as provided by Labor Code Section 1815. 55. Registration of Contractor: All contractors and subcontractors must comply with the requirements of Labor Code Section 1771.1(a), pertaining to registration of contractors pursuant to Section 1725.5. Registration and all related requirements of those sections must be maintained throughout the performance of the Contract. 56. Payroll Records: Contractor and any and subcontractors must comply with the requirements of Labor Code Section 1771.1(a), pertaining to registration of contractors pursuant to Section 1725.5. Bids cannot be accepted from unregistered contractors except as provided in Section 1771.1. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. After award of the contract, Contractor and each Subcontractor shall furnish electronic payroll records directly to the Labor Commissioner in the manner specified in Labor Code Section 1771.4. The requirements of Labor Code Section 1776 provide, in summary: 56.1. Contractor and any Subcontractor(s) performing any portion of the work under this Contract shall keep an accurate record, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor or any Subcontractor(s) in connection with the work. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 18 of 87 File No.: 2337101 56.2. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: a. The information contained in the payroll record is true and correct. b. The employer has complied with the requirements of Labor Code Sections 1771, 1811, and 1815 for any work performed by his or her employees in connection with the Contract. 56.3. The payroll records shall be certified and shall be available for inspection at the principal office of Contractor on the basis set forth in Labor Code Section 1776. 56.4. Contractor shall inform County of the location of the payroll records, including the street address, city and county, and shall, within five working days, provide a notice of any change of location and address of the records. 56.5. Pursuant to Labor Code Section 1776, Contractor and any Subcontractor(s) shall have 10 days in which to provide a certified copy of the payroll records subsequent to receipt of a written notice requesting the records described herein. In the event that Contractor or any Subcontractor fails to comply within the 10-day period, he or she shall, as a penalty to County, forfeit $100, or a higher amount as provided by Section 1776, for each calendar day, or portion thereof, for each worker to whom the noncompliance pertains, until strict compliance is effectuated. Contractor acknowledges that, without limitation as to other remedies of enforcement available to County, upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement of the California Department of Industrial Relations, such penalties shall be withheld from progress payments then due Contractor. Contractor is not subject to a penalty assessment pursuant to this section due to the failure of a subcontractor to comply with this section. 57. Apprenticeship Requirements: 57.1. Unless the contract involves a dollar amount less than that specified in Labor Code Section 1777.5 this contract is governed by the provisions of Section 1777.5 Contractor shall comply with labor Code Section 1777.5 for all apprenticeable occupations. 57.2. Contractor and all subcontractor(s) shall comply with Labor Code Section 1777.6 which forbids discriminatory practice in the employment of apprentices on any basis listed in Government Code Section 12940 (described in the “Nondiscrimination” Section of the General Conditions), except as provided in Labor Code Section 3077. 58. Data Destructions: Contractor must permanently remove all stored County data/images from the hard disk drive and Cache memory of back-up copiers and replaced copiers within seven (7) calendar days of removal from County. Within seven (7) calendar days of data removal services or request by County, Contractor must provide to County written certification (complete Attachment E. Certification for Data Removal) that data removal was completed. 59. County of Orange Information Technology Security Provisions: All Contractors with access to County data and/or systems shall establish and maintain policies, procedures, and technical, physical, and administrative safeguards designed to (i) ensure the confidentiality, integrity, and availability of all County data and any other confidential information that the Contractor receives, stores, maintains, processes, transmits, or otherwise accesses in connection with the provision of the contracted services, (ii) protect against any threats or hazards to the security or integrity of County data, systems, or other confidential information, (iii) protect against unauthorized access, use, or disclosure of personal or County confidential information, (iv) maintain reasonable procedures to prevent, detect, respond, and provide notification to the County regarding any internal or external security breaches, (v) ensure the return or appropriate disposal of personal information or other confidential information upon contract conclusion (or per retention standards set forth in the contract), and (vi) ensure that any subcontractor(s)/agent(s) that receives, stores, maintains, processes, transmits, or otherwise accesses County data and/or system(s) is in compliance with statements and the provisions of statements and services herein. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 19 of 87 File No.: 2337101 59.1. County of Orange Information Technology Security Standards: County of Orange security standards follows the latest National Institute of Standards and Technology (NIST) 800 -53 framework to ensure the highest levels of operational resiliency and cybersecurity. 59.1.1. Contractor, Contractor personnel, Contractor’s subcontractors, any person performing work on behalf of Contractor, and all other agents and representatives of Contractor will, at all times, comply with and abide by all County of Orange Information Technology Security Standards (“Security Standards”), as existing or modified, that pertain to Contractor in connection with the Services performed by Contractor as set forth in the scope of work of this Contract. Any violations of such Security Standards shall, in addition to all other available rights and remedies available to County, be cause for immediate termination of this Contract. Such Security Standards include, but are not limited to, Attachment C - County of Orange Information Technology Security Standards and Attachment D - Business Associate Contract. 59.1.2. Contractor shall use industry best practices and methods with regard to confidentiality, integrity, availability, and the prevention, detection, response, and elimination of threat, by all appropriate means, of fraud, abuse, and other inappropriate or unauthorized access to County data and/or system(s) accessed in the performance of Services under this Contract. 59.2. The Contractor shall implement and maintain a written information security program that contains reasonable and appropriate security measures designed to safeguard the confidentiality, integrity, availability, and resiliency of County data and/or system(s). The Contractor shall review and update its information security program in accordance with contractual, legal, and regulatory requirements. Contractor shall provide to County a copy of the organization’s information security program and/or policies. 59.3. Information Access: Contractor shall use appropriate safeguards and security measures to ensure the confidentiality and security of all County data. 59.3.1. County may require all Contractor personnel, subcontractors, and affiliates approved by County to perform work under this Contract to execute a confidentiality and non- disclosure agreement concerning access protection and data security in the form provided by County. County shall authorize, and Contractor shall issue, any necessary information-access mechanisms, including access IDs and passwords, and in no event shall Contractor permit any such mechanisms to be shared or used by other than the individual Contractor personnel, subcontractor, or affiliate to whom issued. Contractor shall provide each Contractor personnel, subcontractors, or affiliates with only such level of access as is required for such individual to perform his or her assigned tasks and functions. 59.3.2. Throughout the Contract term, upon request from County but at least once each calendar year, Contractor shall provide County with an accurate, up-to-date list of those Contractor personnel and/or subcontractor personnel having access to County systems and/or County data, and the respective security level or clearance assigned to each such Contractor personnel and/or subcontractor personnel. County reserves the right to require the removal and replacement of Contractor personnel and/or subcontractor personnel at the County’s sole discretion. Removal and replacement shall be performed within 14 calendar days of notification by the County. 59.3.3. All County resources (including County systems), County data, County hardware, and County software used or accessed by Contractor: (a) shall be used and accessed by such Contractor and/or subcontractors personnel solely and exclusively in the performance of their assigned duties in connection with, and in furtherance of, the performance of Contractor’s obligations hereunder; and (b) shall not be used or accessed except as expressly permitted hereunder, or commercially exploited in any DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 20 of 87 File No.: 2337101 manner whatsoever, by Contractor or Contractor’s personnel and subcontractors, at any time. 59.3.4. Contractor acknowledges and agrees that any failure to comply with the provisions of this paragraph shall constitute a breach of this Contract and entitle County to deny or restrict the rights of such non-complying Contractor personnel and/or subcontractor personnel to access and use the County data and/or system(s), as County in its sole discretion shall deem appropriate. 59.4. Data Security Requirements: Without limiting Contractor’s obligation of confidentiality as further described in this Contract, Contractor must establish, maintain, and enforce a data privacy program and an information and cyber security program, including safety, physical, and technical security and resiliency policies and procedures, that comply with the requirements set forth in this Contract and, to the extent such programs are consistent with and not less protective than the requirements set forth in this Contract and are at least equal to applicable best industry practices and standards (NIST 800-53). 59.4.1. Contractor also shall provide technical and organizational safeguards against accidental, unlawful, or unauthorized access or use, destruction, loss, alteration, disclosure, transfer, commingling, or processing of such information that ensure a level of security appropriate to the risks presented by the processing of County Data, 59.4.2. Contractor personnel and/or subcontractor personnel and affiliates approved by County to perform work under this Contract may use or disclose County personal and confidential information only as permitted in this Contract. Any other use or disclosure requires express approval in writing by the County of Orange. No Contractor personnel and/or subcontractor personnel or affiliate shall duplicate, disseminate, market, sell, or disclose County personal and confidential information except as allowed in this Contract. Contractor personnel and/or subcontractor personnel or affiliate who access, disclose, market, sell, or use County personal and confidential information in a manner or for a purpose not authorized by this Contract may be subject to civil and criminal sanctions contained in applicable federal and state statutes. 59.4.3. Contractor shall take all reasonable measures to secure and defend all locations, equipment, systems, and other materials and facilities employed i n connection with the Services against hackers and others who may seek, without authorization, to disrupt, damage, modify, access, or otherwise use Contractor systems or the information found therein; and prevent County data from being commingled with or contaminated by the data of other customers or their users of the Services and unauthorized access to any of County data. 59.4.4. Contractor shall also continuously monitor its systems for potential areas where security could be breached. In no case shall the safeguards of Contractor’s data privacy and information and cyber security program be less stringent than the safeguards used by County. Without limiting any other audit rights of County, County shall have the right to review Contractor’s data privacy and information and cyber security program prior to commencement of Services and from time to time during the term of this Contract. 59.4.5. All data belongs to the County and shall be destroyed or returned at the end of the contract via digital wiping, degaussing, or physical shredding as directed by County. 59.5. Enhanced Security Measures: County may, in its discretion, designate certain areas, facilities, or solution systems as ones that require a higher level of security and access control. County shall notify Contractor in writing reasonably in advance of any such designation becoming effective. Any such notice shall set forth, in reasonable detail, the enhanced security or access-control procedures, measures, or requirements that Contractor shall be required to implement and enforce, as well as the date on which such procedures and measures shall take DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 21 of 87 File No.: 2337101 effect. Contractor shall and shall cause Contractor personnel and subcontractors to fully comply with and abide by all such enhanced security and access measures and procedures as of such date. 59.6. General Security Standards: Contractor will be solely responsible for the information technology infrastructure, including all computers, software, databases, electronic systems (including database management systems) and networks used by or for Contractor (“Contractor Systems”) to access County resources (including County systems), County data or otherwise in connection with the Services and shall prevent unauthorized access to County resources (including County systems) or County data through the Contractor Systems. 59.6.1. At all times during the contract term, Contractor shall maintain a level of security with regard to the Contractor Systems, that in all events is at least as secure as the levels of security that are common and prevalent in the industry and in accordance with industry best practices (NIST 800-53). Contractor shall maintain all appropriate administrative, physical, technical, and procedural safeguards to secure County data from data breach, protect County data and the Services from loss, corruption, unauthorized disclosure, and from hacks, and the introduction of viruses, disabling devices, malware, and other forms of malicious and inadvertent acts that can disrupt County’s access and use of County data and the Services. 59.7. Security Failures: Any failure by the Contractor to meet the requirements of this Contract with respect to the security of County data, including any related backup, disaster recovery, or other policies, practices or procedures, and any breach or violation by Contractor or its subcontractors or affiliates, or their employees or agents, of any of the foregoing, shall be deemed a material breach of this Contract and may result in termination and reimbursement to County of any fees prepaid by County prorated to the date of such termination. The remedy provided in this paragraph shall not be exclusive and is in addition to any other rights and remedies provided by law or under the Contract. 59.8. Security Breach Notification: In the event Contractor becomes aware of any act , error or omission, negligence, misconduct, or security incident including unsecure or improper data disposal, theft, loss, unauthorized use and disclosure or access, that compromises or is suspected to compromise the security, availability, confidentiality, and/or integrity of County data or the physical, technical, administrative, or organizational safeguards required under this Contract that relate to the security, availability, confidentiality, and/or integrity of County data, Contractor shall, at its own expense, (1) immediately (or within 24 hours of potential or suspected breach), notify the County’s Chief Information Security Officer and County Privacy Officer of such occurrence; (2) perform a root cause analysis of the actual, potential, or suspected breach; (3) provide a remediation plan that is acceptable to County within 30 days of verified breach, to address the occurrence of the breach and prevent any further incidents; (4) conduct a forensic investigation to determine what systems, data, and information have been affected by such event; and (5) cooperate with County and any law enforcement or regulatory officials investigating such occurrence, including but not limited to making available all relevant records, forensics, investigative evidence, logs, files, data reporting, and other materials required to comply with applicable law or as otherwise required by County and/or any law enforcement or regulatory officials, and (6) perform or take any other actions required to comply with applicable law as a result of the occurrence (at the direction of County). 59.8.1. County shall make the final decision on notifying County officials, entities, employees, service providers, and/or the general public of such occurrence, and the implementation of the remediation plan. If notification to particular persons is required under any law or pursuant to any of County’s privacy or security policies, then notifications to all persons and entities who are affected by the same event shall be considered legally required. Contractor shall reimburse County for all notification and related costs incurred by County arising out of or in connection with any such DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 22 of 87 File No.: 2337101 occurrence due to Contractor’s acts, errors or omissions, negligence, and/or misconduct resulting in a requirement for legally required notifications. 59.8.2. In the case of a breach, Contractor shall provide third-party credit and identity monitoring services to each of the affected individuals for the period required to comply with applicable law, or, in the absence of any legally required monitoring services, for no less than twelve (12) months following the date of notification to such individuals. 59.8.3. Contractor shall indemnify, defend with counsel approved in writing by County, and hold County and County Indemnitees harmless from and against any and all claims, including reasonable attorney’s fees, costs, and expenses incidental thereto, which may be suffered by, accrued against, charged to, or recoverable from County in connection with the occurrence. 59.8.4. Notification shall be sent to: Rafael Linares Chief Information Security Officer 1055 N. Main St., 6th Floor Santa Ana, CA 92701 Phone: (714) 567-7611 Rafael.Linares@ocit.ocgov.com Linda Le, CHPC, CHC, CHP County Privacy Officer 1055 N. Main St., 6th Floor Santa Ana, CA 92701 Phone: (714) 834-4082 Linda.Le@ocit.ocgov.com 59.9. Security Audits: Contractor shall maintain complete and accurate records relating to its system and Organization Controls (SOC) Type II audits or equivalent’s data protection practices, internal and external audits, and the security of any of County-hosted content, including any confidentiality, integrity, and availability operations (data hosting, backup, disaster recovery, external dependencies management, vulnerability testing, penetration testing, patching, or other related policies, practices, standards, or procedures). 59.9.1. Contractor shall inform County of any internal/external security audit or assessment performed on Contractor’s operations, information and cyber security program, disaster recovery plan, and prevention, detection, or response protocols that are related to hosted County content, within sixty (60) calendar days of such audit or assessment. Contractor will provide a copy of the audit report to County within thirty (30) days after Contractor’s receipt of request for such report(s). 59.9.2. Contractor shall reasonably cooperate with all County security reviews and testing, including but not limited to penetration testing of any cloud-based solution provided by Contractor to County under this Contract. Contractor shall implement any required safeguards as identified by County or by any audit of Contractor’s data privacy and information/cyber security program. 59.9.3. In addition, County has the right to review Plans of Actions and Milestones (POA&M) for any outstanding items identified by the SOC 2 Type II report requiring remediation as it pertains to the confidentiality, integrity, and availability of County data. County reserves the right, at its sole discretion, to immediately terminate this Contract or a part thereof without limitation and without liability to County if County reasonably determines Contractor fails or has failed to meet its obligations under this section. 59.10. Business Continuity and Disaster Recovery (BCDR): 59.10.1. For the purposes of this section, “Recovery Point Objectives” means the maximum age of files (data and system configurations) that must be recovered from backup storage for normal operations to resume if a computer, system, or network goes down as a result of a hardware, program, or communications failure (establishing the data backup schedule and strategy). “Recovery Time Objectives” means the maximum DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 23 of 87 File No.: 2337101 duration of time and a service level within which a business process must be restored after a disaster (or disruption) in order to avoid unacceptable consequences associated with a loss of functionality. 59.10.2. The Contractor shall maintain an comprehensive risk management program focused on managing risks to County operations and data, including mitigation of the likelihood and impact of an adverse event occurring that would negatively affect contracted services and operations of the County. Business continuity management will enable the Contractor to identify and minimize disruptive risks and restore and recover hosted County business-critical services and/or data within the agreed terms following an adverse event or other major business disruptions. Recovery and timeframes may be impacted when events or disruptions are related to dependencies on third-parties. The County and Contractor will agree on Recovery Point Objectives and Recovery Time Objectives (as needed)) and will periodically review these objectives. Any disruption to services of system will be communicated to the County within 4 hours, and every effort shall be undertaken to restore contracted services, data, operations, security, and functionality. 59.10.3. All data and/or systems and technology provided by the Contractor internally and through third-party vendors shall have resiliency and redundancy capabilities to achieve high availability and data recoverability. Contractor Systems shall be designed, where practical and possible, to ensure continuity of service(s) in the event of a disruption or outage. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 24 of 87 File No.: 2337101 SIGNATURE PAGE IN WITNESS WHEREOF, the Parties hereto have executed this Contract on the dates opposite their respective signatures: C3 OFFICE SOLUTIONS LLC, DBA C3 TECH a Limited Liability Company, Date: By: Signature Print Name & Title (If a corporation, the document must be signed by two corporate officers. The 1st must be either Chairman of the Board, President or any Vice President.) Date: By: Signature Print Name & Title (If a corporation, the 2nd signature must be either the Secretary, an Assistant Secretary, the Chief Financial Officer, or any Assistant Treasurer) COUNTY OF ORANGE, a political subdivision of the State of California Date: By: Print Name: Title: DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE 4/28/2023 Tony Sanchez President 4/28/2023 Tricia Sanchez Chief Financial Officer County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 25 of 87 File No.: 2337101 ATTACHMENT A SCOPE OF WORK I. I NTRODUCTION The County of Orange has established a Regional Cooperative Agreement (RCA) for Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services (hereinafter referred to as “Services”). This Contract is a usage contract between County and Contractor for the following Scope of Work. II. CONTRACTOR R ESPONSIBILITIES : A. Contractor must provide copier(s) and services as listed in Attachment C, to any requesting County Department. B. Contractor is responsible for the professional quality and technical competence of Contractor personnel/employees designated to provide services to County. C. Contractor must comply with all applicable local, state, and federal laws and regulations. D. Contractor must comply with all applicable County Department rules of conduct, policies, and procedures while on County premises. E. Data Removal - Contractor must provide County with its written policies and procedures associated with permanently removing all stored Customer data/images from the hard disk drives and Cache memory that resides within Copiers. Procedures associated with permanently removing all stored Customer data/images from the hard disk drives and Cache memory that resides within Copiers must be in compliance with NIST SP 800-88 and Department of Defense (DoD) 5220.22-compliant sanitation programs. F. Hard Disk Drive Replacements Due to Copier Malfunction/Failure - Contractor must permanently remove all stored County data/Images from the hard disk drive and Cache memory within seven (7) calendar days of removal of replacement hard disk drives from County. Within seven (7) calendar days of hard disk drive replacement services or request by County, Contractor must provide written certification (Attachment E. Certification for Data Removal) that data removal was completed. G. Confidentiality - Contractor must ensure its employees maintain confidentiality of all information and County records that may become accessible to the employees. H. Contractor Staff: Contractor must provide, but is not limited to, the following information to each employee given a County assignment: 1. Location of assignment 2. Name of Reporting Supervisor or Manager 3. Length of Assignment 4. Working Hours 5. Complete job description 6. Performance Expectations III. S ECURITY R EQUIREMENTS AT C OUNTY S ECURED F ACILITIES : A. County operates several secured facilities, including several Probation, Sheriff and John Wayne Airport operated sites. Contractor and its employees who perform services in County secured facilities are required to comply with strict operation policies and may be required to pass a background check, at the sole discretion of the County department, prior to performance due to security requirements at County secured facilities. The applicable County policies and security DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 26 of 87 File No.: 2337101 requirements have been designed with the primary purpose of ensuring a safe and secure environment for all involved. B. Contractor must provide a list of all Contractor personnel/employees who will be directly performing tasks associated with the Contract. Contractor’s personnel/employees providing service in a County secured detention facility, Probation facility or Sheriff’s facility, will be expected to pass two (2) separate background checks performed by the Orange County Sheriff’s Department and the Orange County Probation Department. No changes must be authorized to the approved list without a request in writing submitted by Contractor and approved by the County Site Coordinator. At no time will unauthorized Contractor employees perform any task associated with this Contract. If this occurs, Contractor will be notified that it has not complied with the terms of this Contract and is subject to Contract termination. The list of all Contractor Personnel/Employees performing under this Contract must be submitted prior to award of this Contract. C. Contractor must prepare and submit a Security Clearance form to the County Site Coordinator for all persons who will be working on or who will need access to County secured facilities. 1. Security Clearance forms must be submitted at least five (5) business days prior to the start of work or prior to the use of any person subsequent to the start of work. 2. Said Security Clearance forms must be thoroughly and accurately completed. Omissions or false statements, regardless of the nature or magnitude, may be grounds for denying clearance. 3. No person shall be employed on this work who has not received prior clearance from the Probation Department, Sheriff’s Department or John Wayne Airport. 4. County is not under any obligation to give a reason clearance is denied. D. Contractor is responsible for signing in with the County Site Coordinator or designee, as required, upon arrival at a County secure facility (e.g., JWA, Probation). Contractor must report to the Central Control Center (Control). E. Contractor personnel/employees must closely monitor all tools, equipment and other materials at all times while performing services under this Contract, especially at County detention facilities. F. Contractor personnel/employees must have no contact, either verbal or physical, with internees/inmates in County secured detention facilities. Specifically, Contractor employees must: 1. Not give names or addresses to internees. 2. Not receive any names or addresses from internees. 3. Not disclose the identity of any internee to anyone outside the facility. 4. Not give any materials to internees. 5. Not receive any materials from internees (including materials to be passed to another individual or internee). *Failure to comply with these requirements is a criminal act and can result in prosecution. G. Any Contractor personnel/employee(s) engaged in the performance of work under this Contract at John Wayne Airport are expected to pass the screening requirements and abide by all of the security requirements set forth by the Federal Aviation Administration (FAA) and the County of Orange. “The Federal Aviation Administration (FAA) approved security program for John Wayne Airport requires that each person issued a John Wayne Airport security badge is made aware of his/her responsibilities regarding the privilege of access to restricted areas of the airport”. All persons within the restricted air operation areas of the airport are required to display, on their person, a John Wayne Airport security badge, unless they are specifically exempted for reasons, or they are under escort by a properly badge individual. Each airport employee or airport tenant employee who has been issued a John Wayne Airport security badge is responsible for challenging DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 27 of 87 File No.: 2337101 any individual who is not properly displaying an airport issued or approved and valid identification badge. Any person who is not properly displaying or who cannot produce a valid John Wayne Airport security badge must immediately be referred to the Sheriff’s Department Airport Detail Office for proper handling. The John Wayne Airport security badge is the property of the County of Orange and must be returned upon termination of employment at John Wayne Airport. The loss of a badge must be reported within twenty-four (24) hours to the Sheriff’s Department Airport Dispatch Center (949) 252-5000. A report must be made before a replacement badge will be issued. H. All vehicles parked on-site at a County secured facility must always be locked and thoroughly secured. I. All equipment and materials must remain in Contractor’s possession at all times and must never be left unattended while at a County secured facility. All lost or misplaced equipment or materials must be reported immediately to the (a) security staff or Control in County secured detention facilities or (b) the escort or Control in Sheriff’s facilities. J. Contractor personnel/employees must not smoke or use profanity or other inappropriate language while on-site. K. Contractor personnel/employees must not enter a County secured facility while under the influence of alcohol, drugs or other intoxicants and must not have such materials in their possession. L. Contractor personnel/employees must plan their activities to minimize the number of times they must enter and exit a County secured facility, i.e., transport all equipment and materials needed for the day at the start of work and restrict all breaks to the absolute minimum. M. Contractor personnel/employee(s) must be well-disposed to the public and County staff utilizing the facilities but must be responsive only to the requests of the County Site Coordinator unles s otherwise directed and must direct all inquiries or requests to the County Site Coordinator. IV. T RANSITION R EQUIREMENTS : A. Contractor must work with appropriate County IT, Procurement and/or department personnel to assess user department needs and coordinate a migration/transition schedule (as applicable). B. Contractor shall coordinate and provide without additional charge any other transition services County determines necessary to transition to another vendor at the end of the contract term. V. PRICE G UARANTEE A. Contractor will guarantee fixed hardware and service pricing for a period of 24 months after contract has been awarded. B. For devices that the County may wish to acquire after the price guarantee expires, the Contractor agrees to offer the County a discount over retail pricing (as reported by a 3rd party such as Buyer's Laboratory) equivalent to the discounts being offered in this Contract VI. DEVICE D ATA C OLLECTION : METER U SAGE AND SUPPLY L EVELS A. Contractor will use ECI FM Audit to collect and store device meter and supply level data for the fleet at no cost to the County and provide access to the software to the County. B. ECI FM Audit is to report device level meters for service billing and supplies levels for supplies management, this tool is also capable of capturing and reporting: 1. Make/Model 2. IP Address 3. MAC Address 4. Location DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 28 of 87 File No.: 2337101 5. Total Meters B/W 6. Total Meters Color 7. Supply Levels (including historical fill rates) C. All data collected by the software tool will remain the property of the County. VII. S ERVICE RESPONSES A. 12 Orange County Based Technicians B. The average in-person service response time, as calculated from the time the service call is placed to the factory-trained service technician's on-site arrival, including preventive maintenance calls, will be: 4 Hours C. The maximum in-person service response time, as calculated from the time the service call is placed to the factory-trained service technician's on-site arrival, including preventive maintenance calls, will be: 5 Hours D. The average time it will take a field engineer to acknowledge the County's service request once a service call has been placed with Contractor, as calculated from the time the service call is placed until a service technician calls the County to provide an estimated time of arrival, wi ll be: 60 Minutes E. To assure the County that Contractor 's intention is to respond to the service requests within the maximum response times stated above, Contractor shall compensate the County with the following credit of the monthly service cost (for the device in question) for each response that exceeds the guaranteed maximum response time: 5% F. Contractor shall provide a loaner device of equal or superior capabilities to the County if any device installed by Contractor is unable to perform to the County's specifications for more than 8 hours of normal business operation. G. Contractor shall provide Customer Support by phone at no additional charge during normal business hours; Monday – Friday 8:00am to 5:00pm. H. For issues related to service responses, supplies management, non-reporting devices, etc., Contractor will provide customer support by email and is expected to response within 1 hour. VIII. T ERMS AND C ONDITIONS OF A CQUISITION A. 100% money-back guarantee for a particular device, regardless of the problem within 30 days. B. The Contractor guarantees each machine to perform within the County’s specifications for a period of 60 MONTHS or the volume listed below, whichever occurs first. C. The Contractor will replace each machine on a like-for-like basis with the then current technology if the machine fails to perform to the County’s specifications while continuously under a service agreement with Contractor, so long as the County uses supplies recommended by the equipment manufacturer. D. Volume Guarantees: Copier/MFD 35 PPM B/W 60 Months OR 750,000 Impressions Copier/MFD 45 PPM B/W 60 Months OR 1,200,000 Impressions Copier/MFD 55 PPM B/W 60 Months OR 2,100,000 Impressions Copier/MFD 65 PPM B/W 60 Months OR 2,700,000 Impressions Copier/MFD 75 PPM B/W 60 Months OR 3,900,000 Impressions Copier/MFD 75 PPM B/W 60 Months OR 4,800,000 Impressions Copier/MFD 95 PPM B/W 60 Months OR 5,700,000 Impressions Copier/MFD 35 PPM Color 60 Months OR 750,000 Impressions DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 29 of 87 File No.: 2337101 Copier/MFD 45 PPM Color 60 Months OR 1,200,000 Impressions Copier/MFD 55 PPM Color 60 Months OR 2,100,000 Impressions Copier/MFD 65 PPM Color 60 Months OR 2,700,000 Impressions Copier/MFD 75 PPM Color 60 Months OR 3,900,000 Impressions Production Copier/MFD 110 PPM B/W 60 Months OR 18,000,000 Impressions Production Copier/MFD 120 PPM B/W 60 Months OR 18,000,000 Impressions Production Copier/MFD 75 PPM Color 60 Months OR 3,900,000 Impressions MFP 30PPM B/W (Laser) 60 Months OR 300,000 Impressions MFP 30PPM Color (Laser) 60 Months OR 300,000 Impressions MFP 40PPM Color 60 Months OR 420,000 Impressions MFP 50PPM B/W 60 Months OR 600,000 Impressions Printer 30PPM B/W (Laser) 60 Months OR 300,000 Impressions Printer 30PPM Color (Laser) 60 Months OR 300,000 Impressions Printer 50PPM B/W (Laser) 60 Months OR 600,000 Impressions Printer 50PPM Color (Laser) 60 Months OR 600,000 Impressions E. Impressions Between Calls (IBCs) Guarantee: the Contractor guarantees each machine to operate at the fixed average number of Impressions Between Calls (IBCs) listed below for the entire life of the contract. F. IBC Guarantees: Copier/MFD 35 PPM B/W 12,500 IBCs Copier/MFD 45 PPM B/W 20,000 IBCs Copier/MFD 55 PPM B/W 35,000 IBCs Copier/MFD 65 PPM B/W 45,000 IBCs Copier/MFD 75 PPM B/W 65,000 IBCs Copier/MFD 75 PPM B/W 80,000 IBCs Copier/MFD 95 PPM B/W 95,000 IBCs Copier/MFD 35 PPM Color 12,500 IBCs Copier/MFD 45 PPM Color 20,000 IBCs Copier/MFD 55 PPM Color 35,000 IBCs Copier/MFD 65 PPM Color 45,000 IBCs Copier/MFD 75 PPM Color 65,000 IBCs Production Copier/MFD 110 PPM B/W 250,000 IBCs Production Copier/MFD 120 PPM B/W 250,000 IBCs Production Copier/MFD 75 PPM Color 65,000 IBCs MFP 30PPM B/W (Laser) 5,000 IBCs MFP 30PPM Color (Laser) 5,000 IBCs MFP 40PPM Color 7,000 IBCs MFP 50PPM B/W 10,000 IBCs Printer 30PPM B/W (Laser) 5,000 IBCs Printer 30PPM Color (Laser) 5,000 IBCs Printer 50PPM B/W (Laser) 10,000 IBCs Printer 50PPM Color (Laser) 10,000 IBCs G. These averages are stated below by segment. The averages shall include Preventative Maintenance (PM) service calls and be calculated during any immediately preceding 12- month period. These calculations will exclude service calls caused by operator error and the guarantee will remain in effect while the equipment is continuously under a service agreement with Contractor. H. Contractor will replace any machine on a like-for-like basis with the then current technology if that machine fails to produce the average number of Impressions Between Calls. I. Fair Market Value (FMV) Leasing DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 30 of 87 File No.: 2337101 1. The Contractor will use Wells Fargo, Leasing Company to provide Fair Market Value (FMV) funding for leasing. 2. FMV monthly lease rate factor: a. 60-month FMV Lease rate factor for a monthly billing cycle: 0.01953 3. FMV quarterly lease rate factor: a. 60-month FMV Lease rate factor for a quarterly billing cycle: 0.01953 4. Contractor will provide a fair market value buyout to keep at the end of the lease that does not exceed 15% of the purchase price of the device. 5. Contractor will provide a written notice to the County 90 days prior to the date the letter of intent is due to prevent any automatic renewal period. 6. Contractor agrees to a maximum automatic lease renewal period of 30 days. 7. Contractor is responsible for the return of equipment acquired from the Contractor under this contract to the Leasing Company at the end of the lease term. This shall include shipping costs, insurance, or any other shipping or equipment repair costs associated with the return of this equipment. J. $1.00 Buyout Leasing 1. $1 Buyout monthly lease rate factor: a. 60-month $1 Buyout Lease rate factor for a monthly billing cycle: 0.021525. 2. $1 Buyout quarterly lease rate factor: a. 60- month $1 Buyout Lease rate factor for a quarterly billing cycle: 0.021525. 3. Will provide a written notice to the County 90 days prior to the lease end date. K. Lease Rate Adjustments 1. Contractor will adjust the proposed lease rates (up and down) in a manner that is directly proportional to any adjustments made by the Lease Company, with no increase in profit margin. 2. Will provide the County with 30-day notice prior to any rate adjustments. L. Insurance Documentation 1. Upon request, the County shall provide Contractor with insurance documentation if required by the Leasing Company, once the lease contracts are signed. 2. Contractor shall provide documentation to the Leasing company, any and all necessary actions to correct any insurance billing problems. On-Appropriation / Funding-Out Clauses 3. Contractor shall include in all leasing options and lease documents, non-appropriation and/or funding-out clauses as required by the State Code of California. Lease Documentation Fee 4. Contractor will require the following Lease Documentation Fee per contract at no cost. M. Training 1. Contractor will schedule, in advance at no additional cost, the installation and simultaneous basic instruction of the operation of the new equipment 2. In-Service Training: Contractor will schedule, in advance and at no additional cost, at each location's convenience, In-Service training (2 operators for each device) covering the complete operation of the new equipment as needed. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 31 of 87 File No.: 2337101 3. Copy Center Staff Training: Contractor agrees to schedule, in advance and at no additional cost, in-depth training to designated individuals on general and advanced copier functions and features; basic maintenance and troubleshooting; supply replenishment; use of the copier management system; and related items. 4. IT Staff Training: Contractor agree to schedule, in advance and at no additional cost, specialized network connectivity, configuration and other information technology training as requested by County. N. Equipment Delivery and Timing 1. Pre-Installation Coordination: agree to coordinate the delivery, set-up/installation, and removal of devices with the ordering County department. 2. Delivery Tools and Waste: agree to, at all times, keep the premises and the areas in which the work is performed free from accumulation of waste materials or rubbish as well as the tools, installation equipment, machinery, and surplus materials during the progress of the work and until completion thereof? Will Contractor remove from the premises all crates, wrappings and other flammable waste materials or trash. 3. Site Damages Caused During Delivery: agree to take responsibility for any damage to County premises as a result of delivery, set-up/installation, and pick-up of devices and repair and restore such premises to the original condition. 4. Pre-Installation Procedures: agree to advise the County of any an add specialized installation and environmental County site requirements for the delivery and installation of devices ordered under the resulting contract? This information must include, but is not limited to, the following: air conditioning, electrical requirements, speci al grounding, cabling requirements, space requirements, and any other considerations critical to the installation. After receipt of the County site requirements, the County may cancel an order for a particular copier before acceptance of copier. Additionally, inspections, tests, measurements, or other acts or functions performed by the County must in no manner be construed as relieving Contractor from full compliance with Contract requirements. 5. Damaged Items: Replacement Timing: agree to replace any items and/or components that are received with damages within thirty (30) consecutive calendar days after the notification of damage. 6. Damaged Items: Late Delivery: agree to pay, as liquidated damages, the sum of $50.00 per device per consecutive calendar day after thirty (30) days from the date of notification until the replacement of damaged items have been received by the County. 7. Current Firmware: agrees to install the most current version(s) of firmware into all devices prior to installation. 8. Contractor does not experience hardware delivery delays for the proposed model(s) due to issues with the supply chain. O. Equipment Disposal 1. Equipment Pick-Up and Disposal: agree to pick up and dispose of used equipment already owned by the County, if requested, at no additional charge to the County? (This applies only to existing equipment that is owned by County, not equipment that is under a lease agreement.) The County will provide Contractor with a list of all equipment to be removed and disposed of. 2. Existing Devices Data Security: agree to either destroy the hard drives (for devices with removable hard drives) and provide a certificate of completion at no cost. P. Equipment Demonstration or Trial DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 32 of 87 File No.: 2337101 1. Equipment demonstration: The County agencies may want to test the equipment onsite prior to awarding the contract. If requested, Contractor agrees to provide equipment, configured as proposed, for on-site testing for a minimum of 5 business days. The demonstration must not be conditioned upon an agreement to purchase/lease or execution of a purchase order. 2. Maximum Demonstration or Trial Period: agree that any demonstration or trial period will not exceed 30 calendar days. 3. Conversion of Demonstration or Trial Device: agree that any demonstration or trial device will not be converted to a permanent placement unless the device was new/unused prior to placement. 4. Data Security for Demonstration or Trial Device: Upon removal of a demonstration or trial device, Contractor agrees to take responsibility of securely erasing or destroying residual data stored in the hard disk drive. Contractor will permanently remove all stored County data/images from the hard disk drive and Cache memory within seven (7) calendar days of termination of the placement. Within seven (7) calendar days of data removal services or request by the County, Contractor will provide written certification (See Model Contract Attachment E. Certification for Data Removal) that data removal was completed. IX. T ERMS AND C ONDITIONS OF S ERVICE A. Tracking/Crediting Service Copies: any copies run by any representative of Contractor be tracked and credited back to the County at the end of each service-billing period. B. Preventative Maintenance and Parts Replacement 1. Preventative Maintenance Parts List(s): Contractor will provide the pages from the service manual, for each installed device, indicating the manufacturer's replacement schedule for preventative maintenance (PM) parts, including parts names which may be included in PM Kits, and manufacturer's part numbers to the County? (This information will be used by the County to evaluate service work that is being performed by Contractor. 2. Original Equipment Manufacturer Parts: Contractor agrees to provide only Original Equipment Manufacturer Parts and supplies when repairing, servicing, or supplying consumable items for each device. Failure to do so will constitute a breach of contract and require Contractor to fully compensate the County for any real or perceived loss or damage. 3. Parts Replacement: For the entire life of each device covered under a service contract with the Contractor, Contractor shall replace all parts and provide "Preventative Maintenance" parts according to the manufacturer's recommended replacement schedule. In addition, if any part fails before reaching the manufacturer's estimated life expectancy, Contractor will replace failed parts as long as the device is covered under a service contract by Contractor. 4. Management and Evaluation: The County reserves the right to monitor and evaluate all aspects of Vendor's invoicing and service work that is executed by Contractor for all equipment that is leased or covered under a service contract by Contractor on an ongoing basis. Contractor shall provide all requested lease and service contract data, billing and invoicing data, and/or service call history data within ten (10) business days of such a request whether made by telephone or e-mail. Contractors agree not to object or hinder in anyway the ongoing evaluation of cost, volume, equipment performance and Contractor’s performance of services provided to the County. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 33 of 87 File No.: 2337101 5. Data Request: Contractor agree to pay to the County $50.00 in liquidated damages per consecutive day, beyond 10 business days, that Vendor delays delivering requested lease and/or service contract data, billing and/or invoicing data, and/or service call history data. 6. Monthly Reports: Contractor will deliver monthly reports in an electronic format acceptable to the County. The reports will be formatted in an acceptable manner and include the following for each device acquired from Contractor. - make/model - serial number - Contractor ID number – location - room number - the monthly meter readings (for each billable meter per device) i. In addition to the above data, each report will include all service calls performed during the past 30 days, the date and time the call was placed, the date and time the technician arrived onsite, the beginning meter reading of the service call, the ending meter reading of the service call, a complete description of the reason for each call, the remedy provided by Supplier, and a complete list of all parts including the manufacturer’s part numbers that were required to complete each service call. ii. All calls will be recorded and be categorized as a service call, return with parts call, a call back, operator error call or courtesy call. These monthly reports shall be provided at no additional expense to the County for the life of the equipment. C. Equipment Relocation 1. Within a building: If, during the contract period, the need arises to move or relocate equipment purchased under this contract within a building, will Contractor agree to move the equipment at no additional charge to the County. 2. From one building to another building: If, during the contract period, the need arises to move or relocate equipment purchased under this contract from one building to another building, will Contractor agree to move the equipment at no additional charge to the County. D. Data Security for proposed Equipment 1. Overwrite Capability: proposed devices have the capability for at least a onetime overwrite after the completion of each copy/print/scan job and a structured three (3) times overwrite (DoD) on a weekly off hours (outside of working days, 8:00a.m.- 5:00p.m.) schedule. 2. De-installation of Hard Drives for Purchased Devices at end-of-life: Contractor agrees, at no additional charge, to de-install each hard drive and turn each hard drive over to the custody of personnel authorized by the County so that the County may oversee the complete destruction of the hard drive and any confidential data contained therein. This applies to purchased devices only. 3. Replacement Hard Drive / Overwrite Software: Overwrite Software is included in pricing. Note: Any hard drive replacement shall occur at the end of the life cycle before the device is deinstalled and while the device is still located at the County’s site. 4. Hard Drives Erasure and Certification: Contractor agrees to take responsibility of securely erasing or destroying residual data stored in the hard disk drive. Contractor will permanently remove all stored County data/images from the hard disk drive and Cache memory within seven (7) calendar days of termination of the placement. Within seven (7) calendar days of data removal services or request by the County, Contractor will provide written certification (See Model Contract Attachment E. Certification for Data Removal) that data removal was completed. 5. Removal of Hard Drive from the County’s Site: Contractor agrees that no hard drive, for any reason, for any device acquired under this Contract, will be removed from the County’s site at any time by Contractor, unless all data contained in the hard drive has DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 34 of 87 File No.: 2337101 been removed utilizing software that will overwrite the hard drive, and that removing a hard drive from the County’s site without confirming that the hard drive has been erased will constitute a breach of contract. 6. Protection of Confidential Information: Contractor understands that documents left in or on any device may contain confidential information that must be protected and agrees that all documents found in or on any device by Contractor will be handed to authorized County personnel and that the documents will not be placed in a trash can or recycle bin by any representative of Contractor. E. Supplies 1. Supply Shipping: agree to ship and/or deliver supplies (including toner and staples) to the County for no additional charge? If no, please explain how shipping charges will be determined. 2. Supply Shipping: 1-2 Business day for toner to be delivered after it has been ordered. 3. Supply Shipping: Late Delivery: To assure the County that Contractor's intention is to deliver toner within the number of days stated above, Contractor will compensate the County with $5.00 credit for each late delivery. 4. Used Toner and Toner Containers: Contractor will pick up the empty/used toner containers at no cost. 5. Cost of Staples: $50.00 per box of 3 cartridges. 15000 Staples Per Box. 6. Auto Supply Replenishment: Contractor ship supplies automatically based on the usage of each device without the County having to place an order. 7. Spare set of toners on-site: Contractor will allow the County to keep a spare set of toners on hand (at each site) for each model type as well as for each high-volume device, at no additional cost. F. Extended Service Coverage 1. Years 6 and 7: When any device is 5 years old, if the device has not reached the 60 - month volume (see Terms and Conditions of Acquisition) and the device is experiencing an average of 1 or fewer service calls per month, will Contractor offer extended coverage for years 6 and 7. 2. Terms for Extended Coverage: Contractor will offer the same level of service for years 6 and 7 (as provided for the first 5 years). 3. Service Rate Increase: As compared to the proposed rates for Year 5, the estimat ed service rate increase for years 6 and 7 is 10%. X. CURRENT PRINTER F LEET S ERVICE /SUPPLIES A. Current Printer Fleet Services/Supplies Terms 1. Makes/Models: Service/Supplies will be provided for all currently installed make/models listed. 2. On an “As-is” Basis: Contractor provide service for the existing printer fleet on an as-is basis, i.e., with no inspection or charges to "bring the equipment up to contract-level specifications" before the contract begins? Any device that will not produce a printed page at the start of the contract will be excluded from this requirement. The County will take into consideration the exclusion of any printer found to be operable, but in extremely poor condition. 3. Contractor agrees that the contract cannot be assigned to another Service Company without the written permission of the County or canceled by Contractor except for non- payment of the service contract by the County. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 35 of 87 File No.: 2337101 4. Contractor agrees to submit all contract invoices and billing in a timely manner. The contract shall include network interface support, labor, and all consumable parts and supply items excluding paper. The contract shall include all parts required by the equipment manufacturer to keep all equipment operating within manufacturer specifications. The service contract shall also include all travel time, mileage, and labor. 5. Firmware Upgrades (after initial installation): Except for firmware upgrades Contractor will install prior to delivery of a device, Contractor agrees to NOT take the initiative to do any additional firmware upgrades or change configuration settings without the County’s permission. 6. Adding Printers/MFPs to the Contract: Contractor agrees that printers/MFPs can be added to the contract at the proposed rates at any time, provided the model of the additional printer is already under contract or a new model is approved by Contractor and connected to the County's network. 7. Equipment Replacement: Contractor shall replace printers that cannot be repaired on a like-for-like basis at no additional cost as long as the contract is in effect and also agree that all replacement devices shall become property of the County? (This will apply to all devices covered under the contract. NO 8. Printer Relocation by the County: If during the contract period, the need arises to move a printer covered under this contract, Contractor allows County personnel to move the equipment without affecting the contract coverage. 9. Printer Relocation Notification: Contractor allows printer/MFP relocation notifications via email at service@c3tech.com. 10. Annual Preventative Maintenance on all devices covered under the contract: Contractor provide annual preventative maintenance for printers/MFPs covered under this contract at no additional cost. 11. Parts Replacement for Existing Devices: For the entire life of each existing device covered under a service contract with Contractor, Contractor will replace all parts and provide "Preventative Maintenance" parts according to the manufacturer's recommended replacement schedule? In addition, if any part fails before reaching the manufacturer's estimated life expectancy, will Contractor replace failed parts as long as the device is covered under a service contract by Contractor. 12. Supply Failure Rate: average failure rates for OEM: 1%, and for 3rd Party: 1%. B. Current Printer Fleet Service/Supplies Pricing 1. Cost-per-print for a contract that uses only OEM parts and supplies as well as pricing for a contract that uses third party high-quality compatible supplies. Pricing for B/W Prints on Color Devices (OEM parts and supplies) (3rd Party parts and supplies) $0.044 $0.0179 Pricing for Color Prints (OEM parts and supplies) (3rd Party parts and supplies) $0.24 $0.11 Pricing for B/W Prints on B/W Devices (OEM parts and supplies) (3rd Party parts and supplies) $0.044 $.0179 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 36 of 87 File No.: 2337101 XI. S OFTWARE TECHNICAL R EQUIREMENTS A. Option 1 - On-Premises Software Solution: PaperCutMFD version 22.0 B. Support and Recommended Server Operating System(s) 1. Supported Server Operating Systems: Microsoft Windows (64-bit), Apple macOS 10.15 (Catalina) or higher, Windows Server 2022 / 2019 / 2016 / 2012 R2 / 2012 / Windows 11 / Windows 10 2. Recommended Server Operating Systems: Note: Core, server, advanced server, enterprise edition, 64-bit edition, workstation, professional versions all supported. If using Windows Server 2012 or 2012 R2, make sure the Server-Gui-Mgmt-Infra feature of Windows Server is installed. 3. Universal Print Driver Offered i. Universal Print Driver allow the user full access the device's finishing options, i.e., stapling and 3-hole punch ii. Devices can be remotely configured individually or in groups of like devices. 4. Secure Print Release ("Follow-Me"): This capability provides the ability for the sender to have their document(s) printed only if their ID code is entered at the machine. The user should be able to request, from any device on the network which is configured for this function, that their print job be printed at the device from which the request is made. 5. User Identification: Users can be assigned a unique identification number 6. Cost Accounting: Tracked activity can be assigned to one or more accounting codes as defined by the County. 7. Activity Management: Device features and functions can be limited by user, organization, accounting code, or any combination. 8. User Limiting Function: Users can be assigned hard volume or c ost limits that prevent further use until approval(s) are granted. These same limits can be "awareness" warnings at various thresholds, with no usage prevention. 9. Server-Based Document Processing: Action taken for a scanned document will be handled at the server level rather than making use of device resources. 10. Automatic Generation and Distribution of Reports: reports are able to have automatic generation and distribution. 11. User Authentication: Users must use an assigned access code in order to gain access to device features and functions. This access code can be entered at the desktop or at the device. 12. Active Directory Authentication Support: solution being proposed supports Active Directory authentication. 13. Print Driver Auto Deploy: has an auto print driver deploy option which allows for auto- loading of print drivers based on specific subnets with no additional cost. 14. Pricing: Embedded Software License Cost: one-time purchase cost per newly installed device for the license to enable the proper functional interoperability with software. iii. $332.80 per license per Multi-Function device iv. $1,16.80 per device for required installation/configuration support v. $520.00 per server 15. Pricing: Card Reader for Copier/ MFDs: $144 per card reader, connected via USB. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 37 of 87 File No.: 2337101 16. Pricing: Ongoing Maintenance/Support Pricing: $416 per device for 5 years. 17. Multiple Instances: In the event that the County would need multiple instances of the proposed software for departments due to the network infrastructure/firewalls. vi. $520.00 per server 18. Training: Training included during implementation and ongoing. vii. User Based Training viii. Admin Training. ix. Knowledge Base and Manuals available 24/7 x. $0 per hour for up to 10 people 19. Professional Services: price for professional services for solution customization and/or additional support. xi. $116.80 per hour. C. Option 2 - Cloud Based Solution: PaperCut 22.0- PaperCut MF 1. Universal Print Driver Offered i. Universal Print Driver allow the user full access the device's finishing options, i.e., stapling and 3-hole punch ii. Devices can be remotely configured individually or in groups of like devices. iii. Device provides automatic device discovery. 2. Secure Print Release ("Follow-Me")- This capability provides the ability for the sender to have their document(s) printed only if their ID code is entered at the machine. The user should be able to request, from any device on the network which is configured for this function, that their print job be printed at the device from which the request is made. 3. User Identification: Users can be assigned a unique identification number 4. Cost Accounting: Tracked activity can be assigned to one or more accounting codes as defined by the County. 5. Activity Management: Device features and functions can be limited by user, organization, accounting code, or any combination. 6. User Limiting Function: Users can be assigned hard volume or cost limits that prevent further use until approval(s) are granted. These same limits can be "awareness" warnings at various thresholds, with no usage prevention. 7. Server-Based Document Processing: Action taken for a scanned document will be handled at the server level rather than making use of device resources. 8. Automatic Generation and Distribution of Reports: reports are able to have automatic generation and distribution. 9. User Authentication: Users must use an assigned access code in order to gain access to device features and functions. This access code can be entered at the desktop or at the device. 10. Active Directory Authentication Support: solution being proposed supports Active Directory authentication. 11. Print Driver Auto Deploy: Solution proposed has an auto print driver deploy option which allows for auto-loading of print drivers based on specific subnets. 12. Pricing: Embedded Software License Cost: the cost per newly installed device for the license to enable the proper functional interoperability with software proposed. i. $332.80 per license per Multi-Function device per one-time (specify one-time, DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 38 of 87 File No.: 2337101 monthly, annually) ii. $116.80 per device for required installation/configuration support iii. $520.00 per server 13. Pricing: Card Reader for Copier/ MFDs: $144 per card reader, connected via USB. 14. Pricing: Ongoing Maintenance/Support Pricing: $416 per device for 5 years. 15. Multiple Instances: If the County would need multiple instances of the proposed software for departments due to the network infrastructure/firewalls. iv. $520.00 per server 16. Training: Training included during implementation and ongoing. v. User Based Training vi. Admin Training. vii. Knowledge Base and Manuals available 24/7 viii. $0 per hour for up to 10 people 17. Professional Services: price for professional services for solution customization and/or additional support. ix. $116.80 per hour. XII. S UPPORT FOR S OFTWARE S OLUTION A. Device Management and Usage Tracking Software Support 1. Placing a Support Call: i. Support calls are available by web portal 24/7 (www.c3tech.com/my-c3) ii. Phone M-F 8:00am-5:00pm phone (714) 689-1700 iii. Email (service@c3tech.com). iv. Asset Tag and or Serials will be needed to initiate support. 2. Method of Delivery of Support Services: Software Support will be delivered by a remote access conference connection. Users can also phone in to listen/speak in conversation. 3. Priority 1, Critical: “Critical” is defined as any system status where a major feature fails to function, the system is not functioning, or a major business process is seriously disrupted. i. Target Response in 1 hours ii. Target Resolution in 4 hours 4. Escalation Process for Priority 1 Issues: “Escalation Process” is defined as a specific sequence of documented, hierarchical actions that is expected to take place to reach problem resolution. For issues not resolved within the target resolution period, please describe your escalation process for Priority 1 issues. i. Escalation of Priority 1 Issues will be taken by C3's internal CIO and software Contractor's emergency team. Client will be communicated as information are updated. 5. Compensation for Exceeding the Target Resolution Period for Priority 1 Issues: NO 6. Priority 2, High: “High” is defined as any system status where a major feature intermittently fails to function, or a major business process is intermittently seriously disrupted. i. Target Response in 4 hours DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 39 of 87 File No.: 2337101 ii. Target Resolution in 8 hours 7. Escalation Process for Priority 2 Issues: “Escalation Process” is defined as a specific sequence of documented, hierarchical actions that is expected to take place to reach problem resolution. For issues not resolved within the target resolution period, please describe your escalation process for Priority 2 issues. i. Escalation of Priority 2 Issues will be taken by C3's internal IT Manager and software Contractor's level 3 team. Client will be communicated as information are updated. 8. Compensation for Exceeding the Target Resolution Period for Priority 2 Issues: NO 9. Priority 3, Medium: “Medium” is defined as any system status where a feature intermittently fails to function, or a business process is intermittently disrupted. i. Target Response in 8 hours ii. Target Resolution in 24 hours 10. Escalation Process for Priority 3 Issues: Escalation of Priority 3 Issues will be taken by C3's internal Level II Team and software Contractor's level 2 team. Client will be communicated as information are updated. 11. Priority 4: Low: resolution time period for support calls related to a minor usability, presentation or cosmetic problem that does not affect the ability to use the product. i. Target Response in 24 hours ii. Target Resolution in 48 hours XIII. H ARDWARE C ATALOG AND H ARDWARE P RICING A. Hardware Catalog and Hardware pricing on Attachment D, page 42. B. All devices shall be new/unused, the most current model version, and newly manufactured as defined in the Contract. C. Prices include all requirements, including all expenses for set-up, delivery, installation of device, a surge protector, a line conditioner (if recommended by the manufacturer), and a stand/pedestal as recommended by the manufacturer (if required). D. Prices include a truck or van delivered price to the install location. Prices are F.O.B. to the delivery point, with Contractor assuming all responsibility in making necessary adjustments with freight companies or in replacing all devices damaged in transit to the satisfaction of the County. E. All prices for Optional Equipment shall include all expenses for set -up, delivery, and installation of optional equipment. XIV. S ERVICE P RICING A. Contractor agrees that the service contract cannot be assigned to another Service Company without the written permission of the County or canceled by Contractor except for non-payment of the service contract by the County. Contractor also agrees to submit all service contract invoices and billing in a timely manner. All service contract requirements shall apply if equipment is purchased or leased. The service contract shall include network interface support, unlimited supplies of all toner, all developer, drums, all consumable parts, toner waste containers, and all other supply items excluding paper. The service contract shall include all parts and Preventive Maintenance (PM) parts as required by the equipment manufacturer to keep all equipment operating within manufacturer specifications. Contractor will be required to use Original Equipment Manufacturer (OEM) parts DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 40 of 87 File No.: 2337101 and supplies when servicing the fleet of equipment. Replacement of PM parts shall occur according to the manufacturer's schedule. The service contract shall also include all travel time, mileage, and labor. B. Service billing shall occur Quarterly in Arrears based on actual usage, with no minimum volume guaranteed. Rates are as listed below: Segment: Year 1: Year 2: Year 3: Year 4: Year 5: Copier/MFD - 35PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 45PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 55PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 65PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 75PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 85PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 95PPM B/W $0.00297 B/W $0.00297 B/W $0.00318 B/W $0.00343 B/W $0.00378 B/W Copier/MFD - 35PPM Color $0.00297 B/W $0.0347 Color $0.00297 B/W $0.0347 Color $0.00318 B/W $0.0371 Color $0.00343 B/W $0.04 Color $0.00378 B/W $0.044 Color Copier/MFD - 45PPM Color $0.00297 B/W $0.0347 Color $0.00297 B/W $0.0347 Color $0.00318 B/W $0.0371 Color $0.00343 B/W $0.04 Color $0.00378 B/W $0.044 Color Copier/MFD - 55PPM Color $0.00297 B/W $0.0347 Color $0.00297 B/W $0.0347 Color $0.00318 B/W $0.0371 Color $0.00343 B/W $0.04 Color $0.00378 B/W $0.044 Color Copier/MFD - 65PPM Color $0.00297 B/W $0.0347 Color $0.00297 B/W $0.0347 Color $0.00318 B/W $0.0371 Color $0.00343 B/W $0.04 Color $0.00378 B/W $0.044 Color Copier/MFD - 75PPM Color $0.00297 B/W $0.0297 Color $0.00297B/W $0.0297 Color $0.00318 B/W $0.0371 Color $0.00343 B/W $0.04 Color $0.00378 B/W $0.044 Color Segment: Year 1: Year 2: Year 3: Year 4: Year 5: Production Copier/MFD - 110PPM B/W $0.00297 B/W $0.00297 B/W $0.00318B/W $0.00343 B/W $0.00378 B/W Production Copier/MFD - 120PPM B/W $0.00297 B/W $0.00297 B/W $0.00318B/W $0.00343 B/W $0.00378 B/W Production Copier/MFD - 75PPM Color $0.00297 B/W $0.0297 Color $0.00297 B/W $0.0297 Color $0.00318 B/W $0.0318 Color $0.00343 B/W $0.0343 Color $0.00378 B/W $0.0378 Color MFP - 30PPM B/W (Laser) $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W MFP - 30PPM B/W (Laser) Software Compatible $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W MFP - 30PPM Color (Laser) $0.044 B/W $0.24 Color $0.044 B/W $0.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W $0.306 Color MFP - 30PPM Color (Laser) Software Compatible $0.044 B/W $.24 Color $0.044 B/W $.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W $0.306 Color MFP - 50PPM B/W (Laser) $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W MFP - 50PPM B/W (Laser) Software Compatible $0.044 B/W $0.24 Color $0.044 B/W $0.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W $0.306 Color MFP - 50PPM Color (Laser) $0.044 B/W $0.24 Color $0.044 B/W $0.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W $0.306 Color MFP - 50PPM Color (Laser) Software Compatible $0.044 B/W $0.24 Color $0.044 B/W $0.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W $0.306 Color Printer - 30PPM B/W (Laser) $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W Printer - 30PPM Color (Laser) $0.044 B/W $0.24 Color $0.044 B/W $0.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W $0.306 Color Printer - 50PPM B/W (Laser) $0.044 B/W $0.044 B/W $0.047 B/W $0.051 B/W $0.056 B/W Printer - 50PPM Color (Laser) $0.044 B/W $0.24 Color $0.044 B/W $0.24 Color $0.047 B/W $0.257 Color $0.051 B/W $0.278 Color $0.056 B/W 0.306 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 41 of 87 File No.: 2337101 ATTACHMENT B PAYMENT AND COMPENSATION I. COMPENSATION: This is a firm-fixed fee Contract between County and Contractor of Digital Multifunctional Copiers, Related Accessories and Services as set forth in Attachment A, Scope of Work. Contractor agrees to accept the specified compensation as set forth in this Contract as full payment for performing all services and furnishing all staffing and materials required, for any reasonably unforeseen difficulties which may arise or be encountered in the execution of the services until acceptance, for risks connected with the services, and for performance by Contractor of all its duties and obligations hereunder. Contractor shall only be compensated as set forth herein for work performed in accordance with the Scope of Work. County shall have no obligation to pay any sum in excess of the fixed rates specified herein unless authorized by amendment in accordance with Articles C & P of County Contract Terms and Conditions. II. PAYMENT TERMS: Payment will be net thirty (30) calendar days after receipt of an invoice in a format acceptable to County. Invoices will be verified and approved by County and subject to routine processing requirements. The responsibility for providing an acceptable invoice to County for payment rests with Contractor. Incomplete or incorrect invoices are not acceptable and will be returned to Contractor for correction. Billing shall cover services and/or goods not previously invoiced. Contractor shall reimburse County for any monies paid to Contractor for goods or services not provided or when goods or services do not meet the contract requirements. Payments made by County shall not preclude the right of County from thereafter disputing any items or services involved or billed under this contract and shall not be construed as acceptance of any part of the goods or services. III. Price Increase/Decreases: No price increases will be permitted during the first period of Contract. County requires documented proof of cost increases on Contracts prior to any price adjustment. A minimum of 30-days advance notice in writing is required to secure such adjustment. No retroactive price adjustments will be considered. All price decreases will automatically be extended to County of Orange. County may enforce, negotiate, or cancel escalating price Contracts or take any other action it deems appropriate, as it sees fit. The net dollar amount of profit will remain firm during the period of Contract. Adjustments increasing Contractor’s profit will not be allowed. IV. Firm Discount and Pricing Structure: Contractor guarantees that prices quoted are equal to or less than prices quoted to any other local, State or Federal government entity for services of equal or lesser scope. Contractor agrees that no price increases shall be passed along to County during the term of this Contract not otherwise specified and provided for within this Contract. V. Contractor’s Expense: Contractor will be responsible for all costs related to photo copying, telephone communications and fax communications while on County sites during the performance of work and services under this Contract. VI. Payment Terms: Any purchase invoices are to be submitted following delivery and acceptance. Any lease invoices are to be submitted in advance, once per period as determined by option selected by County, for the fixed cost by item to the user agency/department to the ship-to address, unless otherwise directed in this Contract. Service invoices are to be submitted quarterly in arrears based on actual usage and aligned with the County’s fiscal year. Contractor shall reference Contract number on invoice. Payment will be net 30 days after receipt of an invoice in a format acceptable to County of Orange and verified and approved by the agency/department and subject to routine processing requirements. The responsibility for providing an acceptable invoice rests with Contractor. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 42 of 87 File No.: 2337101 Billing shall cover services and/or goods not previously invoiced. Contractor shall r eimburse County of Orange for any monies paid to Contractor for goods or services not provided or when goods or services do not meet Contract requirements. Payments made by County shall not preclude the right of County from thereafter disputing any items or services involved or billed under this Contract and shall not be construed as acceptance of any part of the goods or services. VII. Taxpayer ID Number: Contractor shall include its taxpayer ID number on all invoices submitted to County for payment to ensure compliance with IRS requirements and to expedite payment processing. VIII. Payment – Invoicing Instructions: Contractor will provide an invoice on Contractor’s letterhead for goods delivered and/or services rendered. In the case of goods, Contractor will leave an invoice with each delivery. Each invoice will have a number and will include the following information: a. Contractor’s name and address b. Contractor’s remittance address, if different from 1 above c. Contractor’s Taxpayer ID Number d. Name of County Agency/Department e. Delivery/service address f. Contract TBD g. Agency/Department’s Account Number h. Date of invoice i. Product/service description, quantity, and prices j. Sales tax, if applicable k. Freight/delivery charges, if applicable l. Total The responsibility for providing an acceptable invoice to County for payment rests with Contractor. Incomplete or incorrect invoices are not acceptable and will be returned to Contractor for correction. County’s Project Manager, or designee, is responsible for approval of invoices and subsequent submittal of invoices to the Auditor-Controller for processing of payment. *Please send invoices according to the instructions by each Department. IX. Payment (Electronic Funds Transfer (EFT): County of Orange offers contractors the option of receiving payment directly to their bank account via an Electronic Fund Transfer (EFT) process in lieu of a check payment. Payment made via EFT will also receive an Electronic Remittance Advice with the payment details via e-mail. An e-mail address will need to be provided to The County of Orange via an EFT Authorization Form. To request a form, please contact the agency/department Procurement Buyer listed in Contract. Upon completion of the form, please mail, fax, or email to the address or phone listed on the form. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 43 of 87 File No.: 2337101 ATTACHMENT C STAFFING PLAN I. KEY PERSONNEL Respondents must identify all key staff members proposed to be assigned to the Contract if awarded to Respondent. Respondent shall provide the following information on each proposed staff member to be assigned to the Proposed Contract. Use additional sheets as needed. Name Classification/ Designation Year of Experience Years with Company Professional Licenses or Credentials Tony Sanchez CEO 30+ 11 Tricia Sanchez CFO 30+ 11 Davis Tran VP of Operations 10 10 Dennis McCabe Service Manager 30+ 6 Sharp and Canon Certified Technician Sandra Magazzu AR 30+ 7 Scott Sanchez Sales Manager 3 3 The substitution or addition of other key individuals in any given category or classification shall be allowed only with prior written approval of County Project Manager or designee. II. SUBCONTRACTORS Listed below are subcontractor(s) anticipated by Contractor to perform services as specified in Attachment A. Substitution or addition of Contractor’s subcontractors in any given project function shall be allowed only with prior written approval of County’s Project Manager. Company Name & Address Contact Name and Telephone Number Project Function Not Applicable DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 44 of 87 File No.: 2337101 ATTACHMENT D HARDWARE CATALOG AND HARDWARE PRICING I. Hardware Segments: B/W Copier/MFD: Copy/Print/Scan A. Minimum Requirements for the B/W Copier/MFD Segments 1. Copier/MFD - 35 PPM B/W 2. Copier/MFD - 45 PPM B/W 3. Copier/MFD - 55 PPM B/W 4. Copier/MFD - 65 PPM B/W 5. Copier/MFD - 75 PPM B/W 6. Copier/MFD - 85 PPM B/W 7. Copier/MFD - 95 PPM B/W All proposed devices must meet the following minimum requirements. Device General Printing DPI Must have minimum copy/print DPI of 600 x 600 dpi Accepted Paper Types • Avery Labels (from By-Pass Tray) • Envelopes (from the By-Pass Tray) • Cover Stock (from the By-Pass Tray) Minimum Weight: 110 lb. • Index Paper (from the By-Pass Tray) Minimum Weight: 90 lb. • Recycled Paper up to and including 100% Post-Consumer Waste (PCW) paper • Zoom range (25% to 400%) Duplexing Min paper size: 8.5 x 11 Max paper size: 11 x 17 Network Printing Controller Type Devices must have Embedded Print Controllers w/ NIC Card Driver(s) Current drivers for the proposed devices: PCL Version: 5e or 6 Additional Controller Requirements on device Remote Administration: The Print Controller must allow IT the ability to access the device from the network and perform administrative functions remotely without additional software. Secure / Private / Confidential Printing: This must include all hardware, i.e., hard drive and/or memory, and software required to be fully functional without additional software. For devices with finishing options Print driver functionality must allow the user to select all finishing options as applicable based on the configuration of the device. Scanning Scanner output/destination • Scan to Email • Scan to Network • Scan to File Folder • Scan to Cloud Drive Scanner output/file type: • PDF • JPEG Scanner Minimum Resolution: • minimum Scan DPI of 600 x 600 dpi AD and LDAP All devices must support all functions and applications of Active Directory’s central authentication and authorization services as implemented by IT through the use of LDAP directory services. Document Feeder: Minimum RADF Minimum paper size of 8.5 x 11 Maximum paper size of 11 x 17 Document feed capacity minimum of 50-sheets DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 45 of 87 File No.: 2337101 1. Minimum Speed 35PPM: Copier/MFD - 35PPM B/W Segment a. Required Equipment Make/Model: Sharp BP-50M36 Purchase Price: $ 1,746.00 Device Speed: 36 PPM B/W Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 50 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: #MX-PK13L $120 Scanner upgrade to Single Pass Duplex Scanning: #NA $NA Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): #BP-FX11 $240 Additional Paper Tray (8.5 x 11): Minimum of 1,000 Sheets #BP-DE15 Sheets: 2100 $480 Work/Utility Table or Surface: #MX-UT10 $67.20 Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): #3806V864 $163.80 Option 1: Inner: 1-Tray Stacker with Stapling: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions #BP-FN11 Meets requirements? Yes No $446.40 Option 2: Inner: 1-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions #BP-FN11+BP-PN14B Meets requirements? Yes No $624 Option 3: External: 1-Tray Stacker with Stapling: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions #BP-FN13 Meets requirements? Yes No $912 Option 4: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 500-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions #BP-FN15+MX-PN16B Meets requirements? Yes No $1,320.00 Coin Op Unit that accepts change and bills Make/Model ACDI #EX2000-B + 7000EFS + PCConnect $1,737.00 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 46 of 87 File No.: 2337101 2. Minimum Speed 45PPM: Copier/MFD - 45PPM B/W Segment a. Required Equipment Make/Model: Sharp BP-50M45 Purchase Price: $1,925.00 Device Speed: 45 PPM B/W Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 50 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 LCT 8.5 x 11 / 1,000 sheet(s) Stand/3 x 550-sheet Paper Drawers Sheets: 1100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: #MX-PK13L $120 Scanner upgrade to Single Pass Duplex Scanning: # NA $NA Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): # BP-FX11 $240 Work/Utility Table or Surface: # MX-UT10 $67.20 Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): # 3806V864 $163.80 Option 1: Inner: 1-Tray Stacker with Stapling: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions # BP-FN11 Meets requirements? Yes No $446.40 Option 2: Inner: 1-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN11+BP-PN14B Meets requirements? Yes No $624.00 Option 3: External: 1-Tray Stacker with Stapling: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $912.00 Option 4: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 500-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15+MX-PN16B Meets requirements? Yes No $1,320.00 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 47 of 87 File No.: 2337101 3. Minimum Speed 55PPM: Copier/MFD - 55PPM B/W Segment a. Required Equipment Make/Model: Sharp BP-50C55 Purchase Price: $2,142.40 Device Speed: 55 PPM B/W Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 50 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 LCT 8.5 x 11 / 2,000 sheet(s) 2,100-sheet Split Tandem Paper Drawers Sheets: 2100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: #MX-PK13L $120 Scanner upgrade to Single Pass Duplex Scanning: #NA $NA # Inc $Inc Scans in a Searchable PDF file format: # Inc $Inc Faxing (analog): # MX-FX11 $240 Work/Utility Table or Surface: # BP-UT10 $67.20 Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): # 3806V864 $163.80 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1,000-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $912 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15+MX-PN16B Meets requirements? Yes No $1,320.00 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 48 of 87 File No.: 2337101 4. Minimum Speed 65PPM: Copier/MFD - 65PPM B/W Segment a. Required Equipment Make/Model: Sharp BP-50C65 Purchase Price: $ 2,667.40 Device Speed: 65 PPM B/W Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) 550-sheet Paper Drawer Sheets: 550 LCT 8.5 x 11 / 2,000 sheet(s) 2,100-sheet Split Tandem Paper Drawers Sheets: 2100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: # MX-PK13L $120 Scanner upgrade to Single Pass Duplex Scanning: # NA $NA Color Scanning: # Inc $Inc Scans in a Searchable PDF file format: # Inc $Inc Faxing (analog): # MX-FX11 $240 Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets # BP-LC10 Sheets: 3000 $398.40 Work/Utility Table or Surface: # BP-UT10 $67.20 Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): # 3806V864 $163.80 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1,000-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $912 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15 + MX-PN16B Meets requirements? Yes No $1,320 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 49 of 87 File No.: 2337101 5. Minimum Speed 75PPM: Copier/MFD - 75PPM B/W Segment a. Required Equipment Make/Model: Sharp BP-70M75 Purchase Price: $ 4,244.72 Device Speed: 75 PPM B/W Scanner Speed: 140 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet bypass tray (letter/legal/ledger/statement) Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 500-sheet bypass tray (letter/legal/ledger/statement) Sheets: 500 Adjustable up to 11 x 17 / 500 sheet(s) 500-sheet bypass tray (letter/legal/ledger/statement) Sheets: 500 LCT 8.5 x 11 / 2,000 sheet(s) Tray 1 - 1250 sheets (letter), Tandem Tray 2 - 850 sheets (letter) Sheets: 2100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: #Inc $Inc Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): #BP-FX11 $240 Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets # BP-LC11 Sheets: 3500 $398.40 Work/Utility Table or Surface: #NA $NA Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): #3806V864 $163.80 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1,000-sheets; Min: stapling 50-sheets and 3 positions # MX-FN34 Meets requirements? Yes No $1,083.84 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,00-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN34+MX-PN16B Meets requirements? Yes No $1,261.44 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 50 of 87 File No.: 2337101 6. Minimum Speed 85PPM: Copier/MFD - 85PPM B/W Segment a. Required Equipment Make/Model: Sharp BP-70M90 Purchase Price: $ 5,900.72 Device Speed: 90 PPM B/W Scanner Speed: 140 IPM NEMA ID: NEMA 5-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet bypass tray (letter/legal/ledger/statement) Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 500-sheet bypass tray (letter/legal/ledger/statement) Sheets: 500 Adjustable up to 11 x 17 / 500 sheet(s) 500-sheet bypass tray (letter/legal/ledger/statement) Sheets: 500 LCT 8.5 x 11 / 2,000 sheet(s) Tray 1 - 1250 sheets (letter), Tandem Tray 2 - 850 sheets (letter) Sheets: 2100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: #Inc $Inc Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets #BP-LC11 Sheets: 3500 $398.40 Work/Utility Table or Surface: #BP-UT10 $67.20 Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): #3806V864 $163.80 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1,000-sheets; Min: stapling 50-sheets and 3 positions # MX-FN34 Meets requirements? Yes No $1,083.84 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN34+PN16B Meets requirements? Yes No $1,261.44 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 51 of 87 File No.: 2337101 7. Minimum Speed 95PPM: Copier/MFD - 95PPM B/W Segment a. Required Equipment Make/Model: MX-M1056 Purchase Price: $ 9,508.56 Device Speed: 105 PPM B/W Scanner Speed: 240 IPM NEMA ID: NEMA 6-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet multi-bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 Adjustable up to 11 x 17 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 LCT 8.5 x 11 / 2,000 sheet(s) Tandem Tray 1 - 1200 sheets (letter size), Tandem Tray 2 - 800 sheets (letter size) Sheets: 2000 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) PostScript level 3 Print Driver: #Inc $Inc Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets #MX-LC12 Sheets: 3500 $456 Work/Utility Table or Surface: #NA $NA Convenience Stapler (please note if this is included in above Work/Utility Table or Surface): #3806V864 $163.80 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1,000-sheets; Min: stapling 50-sheets and 3 positions # Inc Meets requirements? Yes No $Inc Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-PN13B Meets requirements? Yes No $379.20 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 52 of 87 File No.: 2337101 II. Hardware Segments: Color Copier/MFD: Copy/Print/Scan A. Minimum Requirements for the Color Copier/MFD Segments 1. Copier/MFD - 35PPM Color 2. Copier/MFD - 45PPM Color 3. Copier/MFD - 55PPM Color 4. Copier/MFD - 65PPM Color 5. Copier/MFD - 75PPM Color All proposed devices must meet the following minimum requirements. Device General Printing DPI Must have minimum copy/print DPI of 600 x 600 dpi Accepted Paper Types • Avery Labels (from By-Pass Tray) • Envelopes (from the By-Pass Tray) • Cover Stock (from the By-Pass Tray) Minimum Weight: 110 lb. • Index Paper (from the By-Pass Tray) Minimum Weight: 90 lb. • Recycled Paper up to and including 100% Post-Consumer Waste (PCW) paper • Zoom range (25% to 400%) Duplexing Min paper size: 8.5 x 11 Max paper size: 11 x 17 Network Printing Controller Type Devices must have Embedded Print Controllers w/ NIC Card Driver(s) Current drivers for the proposed devices: PCL Version: 5e or 6 PostScript Level 3 Print Driver Additional Controller Requirements Remote Administration: The Print Controller must allow IT the ability to access the device from the network and perform administrative functions remotely without additional software. Secure / Private / Confidential Printing: This must include all hardware, i.e., hard drive and/or memory, and software required to be fully functional without additional s oftware. For devices with finishing options Print driver functionality must allow the user to select all finishing options as applicable based on the configuration of the device. Scanning Color Scanning Scanner output/destination • Scan to Email • Scan to Network • Scan to File Folder • Scan to Cloud Drive Scanner output/file type: • PDF • JPEG Scanner Resolution: • minimum Scan DPI of 600 x 600 dpi AD and LDAP All devices must support all functions and applications of Active Directory’s central authentication and authorization services as implemented by IT through the use of LDAP directory services. Document Feeder: Minimum RADF Minimum paper size of 8.5 x 11 Maximum paper size of 11 x 17 Document feed capacity minimum of 50-sheets DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 53 of 87 File No.: 2337101 1. Minimum Speed 35PPM: Copier/MFD - 35PPM Color Segment a. Required Equipment Make/Model: Sharp BP-50C36 Purchase Price: $ 2,279.60 Device Speed: 35 PPM B/W Device Speed: 35 PPM Color Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) paper drawer 550 sheets (letter/legal/ledger/stmt. size) Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) paper drawer 550 sheets (letter/legal/ledger/stmt. size) Sheets: 550 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Scanner upgrade to Single Pass Duplex Scanning: #NA $NA Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): #BP-FX11 $240 Additional Paper Tray (8.5 x 11): Minimum of 1,000 Sheets #BP-DE15 Sheets: 2100 $480 Option 1: Inner: 1-Tray Stacker with Stapling: Min: Tray 1: 250-sheets; Min: stapling 50-sheets and 3 positions #BP-FN11 Meets requirements? Yes No $446.40 Option 2: Inner: 1-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 500-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN11+MX-PN14B Meets requirements? Yes No $624 Option 3: External: 1-Tray Stacker with Stapling: Min: Tray 1: 250-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $720 Option 4: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15+MX-PN15B Meets requirements? Yes No $1,128 Coin Op Unit that accepts change and bills Make/Model ACDI # EX2000-B + 7000EFS + PCConnect $1,737 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 54 of 87 File No.: 2337101 2. Minimum Speed 45PPM: Copier/MFD - 45PPM Color Segment a. Required Equipment Make/Model: Sharp BP-50C45 Purchase Price: $ 2,420.85 Device Speed: 45 PPM B/W Device Speed: 45 PPM Color Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) paper drawer 550 sheets (letter/legal/ledger/stmt. size) Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) paper drawer 550 sheets (letter/legal/ledger/stmt. size) Sheets: 550 LCT 8.5 x 11 / 1,000 sheet(s) (2) paper drawer 550 sheets (letter/legal/ledger/stmt. size) Sheets: 1100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Scanner upgrade to Single Pass Duplex Scanning: #NA $NA Scans in a Searchable PDF file format: #NA $NA Faxing (analog): #BP-FX11 $240 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 250-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $720 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15+MX-PN15B Meets requirements? Yes No $1,128 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 55 of 87 File No.: 2337101 3. Minimum Speed 55PPM: Copier/MFD - 55PPM Color Segment a. Required Equipment Make/Model: Sharp BP-50C55 Purchase Price: $ 3,042.80 Device Speed: 55 PPM B/W Device Speed: 55 PPM Color Scanner Speed: 80 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) Paper Drawer 550 sheets (letter/legal/ledger/stmt) Sheets: 550 Adjustable up to 11 x 17 / 500 sheet(s) Paper Drawer 550 sheets (letter/legal/ledger/stmt) Sheets: 550 LCT 8.5 x 11 / 1,000 sheet(s) (2) paper drawer 550 sheets (letter/legal/ledger/stmt. size) Sheets: 2100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Scanner upgrade to Single Pass Duplex Scanning: #NA $NA Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): #BP-FX11 $240 Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets # BP-LC10 Sheets: 3000 $398.40 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1000-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $720 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15+MX-PN15B Meets requirements? Yes No $1,128 Option 3: External: 2-Tray Stacker with Stapling, 3-hole punch, and Booklet Maker: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN16+MX-PN16B Meets requirements? Yes No $1,982.40 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 56 of 87 File No.: 2337101 4. Minimum Speed 65PPM: Copier/MFD - 65PPM Color Segment a. Required Equipment Make/Model: Sharp BP-50C65 Purchase Price: $ 3,447.60 Device Speed: 65 PPM B/W Device Speed: 65 PPM Color Scanner Speed: 80 IPM NEMA ID: NEMA 5-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100-sheet (or 20 envelope) bypass tray Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 550 sheets (letter/legal/ledger/stement/12" x 18") Sheets: 550 Adjustable up to 12 x 18 / 500 sheet(s) 550 sheets (letter/legal/ledger/stement/12" x 18") Sheets: 550 LCT 8.5 x 11 / 1,000 sheet(s) 1100 sheets (letter/legal/ledger/stement/12 " x 18") Sheets: 1100 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): #BP-FX11 $240 Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets # BP-LC10 Sheets: 3000 $398.40 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1000-sheets; Min: stapling 50-sheets and 3 positions # BP-FN13 Meets requirements? Yes No $720 Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN15+MX-PN15B Meets requirements? Yes No $1,128 Option 3: External: 2-Tray Stacker with Stapling, 3-hole punch, and Booklet Maker: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # BP-FN16+MX-PN16B Meets requirements? Yes No $1,982.40 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 57 of 87 File No.: 2337101 5. Minimum Speed 75PPM: Copier/MFD - 75PPM Color Segment a. Required Equipment Make/Model: Sharp MX-8081 Purchase Price: $7,011.40 Device Speed: 80 PPM B/W Device Speed: 80 PPM Color Scanner Speed: 240 IPM NEMA ID: NEMA 6-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Bypass tray / 100 sheet(s) 100 sheets (letter/legal/ledger/statement/monarch or COM10 envelopes/12" x 18") Sheets: 100 Adjustable up to 11 x 17 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/12" x 18") Sheets: 500 Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/12" x 18") Sheets: 500 LCT 8.5 x 11 / 1,000 sheet(s) Tandem Tray 1- 1200 sheets (letter size), Tandem Tray 2 - 800 Sheets (letter size) Sheets: 2000 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Faxing (analog): #MX-FX15 $227.52 Additional Paper Tray (8.5 x 11): Minimum of 2,000 Sheets # MX-LC12 Sheets: 3500 $456 Option 1: External: 1-Tray Stacker with Stapling: Min: Tray 1: 1000-sheets; Min: stapling 50-sheets and 3 positions #Inc Meets requirements? Yes No $Inc Option 2: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-PN16B Meets requirements? Yes No $177.60 Option 3: External: 2-Tray Stacker with Stapling, 3-hole punch, and Booklet Maker: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN35+MX-PN16B Meets requirements? Yes No $988.80 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 58 of 87 File No.: 2337101 III. Hardware Segments: B/W Production Copier/MFD: Copy/Print/Scan A. Minimum Requirements for the B/W Production Copier/MFD Segments 1. Production Copier/MFD - 110 PPM B/W 2. Production Copier/MFD - 120 PPM B/W All proposed devices must meet the following minimum requirements. Device General Printing DPI Must have minimum copy/print DPI of 1200 x 600 dpi Accepted Paper Types • Paper Weight – 300 gsm, duplex • Recycled Paper up to and including 100% Post-Consumer Waste (PCW) paper Duplexing Min paper size: 8.5 x 11 Max paper size: 12 x 18 Network Printing For devices with finishing options Print driver functionality must allow the user to select all finishing options as applicable based on the configuration of the device. Scanning Color Scanning Scanner output/destination • Scan to Email • Scan to Network • Scan to File Folder • Scan to Cloud Drive Scanner output/file type: • PDF • JPEG Scanner Resolution: • minimum Scan DPI of 1200 x 600 dpi Document Feeder: Minimum RADF Minimum paper size of 8.5 x 11 Maximum paper size of 11 x 17 Document feed capacity minimum of 200-sheets The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 59 of 87 File No.: 2337101 1. Minimum Speed 110PPM: Production Copier/MFD - 110PPM B/W Segment a. Required Equipment Make/Model: Sharp MX-M1206 Purchase Price: $12,275.40 Device Speed: 120 PPM B/W Scanner Speed: 240 IPM Name/Description of Standard Controller: Standard Copier Controller NEMA ID: NEMA 6-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 LCT 8.5 x 11 – 12 x 18 / 1,000 sheet(s) 5000 sheet large capacity 2 drawer air feed tray Sheets: 2500 LCT 8.5 x 11 – 12 x 18 / 1,000 sheet(s) 5000 sheet large capacity 2 drawer air feed tray Sheets: 2500 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Enhanced Controller Option: (please provide the net cost difference between this enhanced controller and the basic or standard controller you included in the required equipment). MX-PE16+MX-PX16 $4,920 Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Optional: By-Pass Tray 250-sheets # MX-MF11 Sheets: 500 $456 High-Capacity Feeder (8.5 x 11): Minimum of 3,000 Sheets # MX-LC12 Sheets: 3500 $456 High-Capacity Feeder (12 x 18): Minimum of 3,000 Sheets # MX-LC13N Sheets: 5000 $2,249.28 Option 1: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: # MX-FN21+MX-PN13B Meets requirements? Yes No $379.20 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 60 of 87 File No.: 2337101 Min: 3-hole punch with 2-positions Option 2: External: 2-Tray Stacker with Stapling, 3-hole punch, and saddle stitch Booklet Maker: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN22+MX-PN13B Meets requirements? Yes No $1,492.80 Interleaving #Inc $Inc Post Sheet Insertion #MX-CF11 $1483.20 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 61 of 87 File No.: 2337101 2. Minimum Speed 120PPM: Production Copier/MFD - 120PPM B/W Segment a. Required Equipment Make/Model: Sharp MX-M1206 Purchase Price: $12,275.40 Device Speed: 120 PPM B/W Scanner Speed: 240 IPM Name/Description of Standard Controller: Standard Copier Controller NEMA ID: NEMA 6-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 LCT 8.5 x 11 – 12 x 18 / 1,000 sheet(s) 5000 sheet large capacity 2 drawer air feed tray Sheets: 2500 LCT 8.5 x 11 – 12 x 18 / 1,000 sheet(s) 5000 sheet large capacity 2 drawer air feed tray Sheets: 2500 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Enhanced Controller Option: (please provide the net cost difference between this enhanced controller and the basic or standard controller you included in the required equipment). MX-PE16+MX-PX16 $4920 Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Color Scanning: #Inc $Inc Scans in a Searchable PDF file format: #Inc $Inc Optional: By-Pass Tray 250-sheets # MX-MF11 Sheets: 500 $456 High-Capacity Feeder (8.5 x 11): Minimum of 3,000 Sheets # MX-LC12 Sheets: 5000 $456 High-Capacity Feeder (12 x 18): Minimum of 3,000 Sheets # MX-LC13N Sheets: 5000 $2,249.28 Option 1: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN21+MX-PN13B Meets requirements? Yes No $379.20 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 62 of 87 File No.: 2337101 Option 2: External: 2-Tray Stacker with Stapling, 3-hole punch, and saddle stitch Booklet Maker: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN22+MX-PN13B Meets requirements? Yes No $1,492.80 Interleaving #Inc $Inc Post Sheet Insertion #MX-CF11 $1483.20 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 63 of 87 File No.: 2337101 IV. Hardware Segments: Color Production Copier/MFD: Copy/Print/Scan A. Minimum Requirements for the Color Production Copier/MFD Segments 1. Production Copier/MFD - 75 PPM Color All proposed devices must meet the following minimum requirements. Device General Printing DPI Must have minimum copy/print DPI of 1200 x 600 dpi Accepted Paper Types • Paper Weight – 300 gsm, duplex • Recycled Paper up to and including 100% Post-Consumer Waste (PCW) paper • Registration: 0.5mm front-to-back; 0.25mm sheet-to-sheet. If not, describe the tolerances will you commit to for the contract period in the Information section. • Color calibration and balancing using Pantone Matching System is mandatory. Vendor guarantees color matching and balancing using the hardware/software proposed for the length of the contract period. Management of color calibration and balancing is assumed to be the responsibility of the vendor. If otherwise, please describe in the Information section. Duplexing Min paper size: 8.5 x 11 Max paper size: 12 x 18 Network Printing For devices with finishing options Print driver functionality must allow the user to select all finishing options as applicable based on the configuration of the device. Scanning Color Scanning Scanner output/destination • Scan to Email • Scan to Network • Scan to File Folder • Scan to Cloud Drive Scanner output/file type: • PDF • JPEG Scanner Resolution: • minimum Scan DPI of 1200 x 600 dpi Document Feeder: Minimum RADF Minimum paper size of 8.5 x 11 Maximum paper size of 11 x 17 Document feed capacity minimum of 200-sheets The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 64 of 87 File No.: 2337101 1. Minimum Speed 75PPM: Production Copier/MFD - 75PPM Color Segment a. Required Equipment Make/Model: Sharp MX-8081 Purchase Price: $ 7,889.45 Device Speed: 80 PPM B/W Device Speed: 80 PPM Color Scanner Speed: 240 IPM Name/Description of Standard Controller: Standard Sharp Controller NEMA ID: NEMA 6-20 Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 Adjustable up to 12 x 18 / 500 sheet(s) 500 sheets (letter/legal/ledger/statement/1 2" x 18") Sheets: 500 LCT 8.5 x 11- 12 x 18 / 1,500 sheet(s) Large Capacity 2 Drawer Air Feed Tray (Letter, Legal, Ledger, 12x18) Sheets: 5000 Additional Included Source (if applicable) Sheets: Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Enhanced Controller Option: (please provide the net cost difference between this enhanced controller and the basic or standard controller you included in the required equipment). MX-PE15+MX-PX15 $ 2,509.44 Scanner upgrade to Single Pass Duplex Scanning: #Inc $Inc Optional: By-Pass Tray 250-sheets # MX-MF11 Sheets: 500 $455.04 High-Capacity Feeder (8.5 x 11): Minimum of 3,000 Sheets # MX-MF12 Sheets: 3500 $456 High-Capacity Feeder (12 x 18): Minimum of 3,000 Sheets # MX-LC13N Sheets: 5000 $2,560.32 Option 1: External: 2-Tray Stacker with Stapling and 3-hole punch: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-PN16B Meets requirements? Yes No $177.60 Option 2: External: 2-Tray Stacker with Stapling, 3-hole punch, and saddle stitch Booklet Maker: Min: Tray 1: 250-sheets; Tray 2: 1,000-sheets; Min: stapling 50-sheets and 3 positions: Min: 3-hole punch with 2-positions # MX-FN35+MX-PN16B Meets requirements? Yes No $988.80 Interleaving #Inc $Inc Post Sheet Insertion #MX-CF11 $1,483.20 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 65 of 87 File No.: 2337101 V. Hardware Segments: MFP (Multi-Function Printer) (Laser) A. Minimum Requirements for the MFP Laser Segments 1. MFP - 30PPM B/W (Laser) 2. MFP - 30PPM B/W (Laser) – Option: Compatible with Usage Tracking Software 3. MFP - 30PPM Color (Laser) 4. MFP - 30PPM Color (Laser) – Option: Compatible with Usage Tracking Software 5. MFP - 50PPM B/W (Laser) 6. MFP - 50PPM B/W (Laser) – Option: Compatible with Usage Tracking Software 7. MFP - 50PPM Color (Laser) 8. MFP - 50PPM Color (Laser) – Option: Compatible with Usage Tracking Software All proposed devices must meet the following minimum requirements. Device General Printing DPI Must have minimum copy/print DPI of 600 x 600 dpi Accepted Paper Types • Address Labels (from By-Pass Tray) • Envelopes (from the By-Pass Tray) • Recycled Paper up to and including 100% Post-Consumer Waste (PCW) paper Duplexing Min paper size: 8.5 x 11 Max paper size: 8.5 x 14 Network Printing Driver(s) Current drivers for the proposed devices: PCL Version: 5e or 6 PostScript Level 3 Print Driver Additional Controller Requirements Remote Administration: The Print Controller must allow IT the ability to access the device from the network and perform administrative functions remotely without additional software. Scanning Color Scanning Scanner output/destinat ion • Scan to Email • Scan to Network • Scan to File Folder • Scan to Cloud Drive Scanner output/file type: • PDF • JPEG Scanner Resolution: • minimum Scan DPI of 600 x 600 dpi AD and LDAP All devices must support all functions and applications of Active Directory’s central authentication and authorization services as implemented by IT through the use of LDAP directory services. Document Feeder: Minimum RADF Minimum paper size of 8.5 x 11 Maximum paper size of 8.5 x 14 Document feed capacity minimum of 50-sheets DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 66 of 87 File No.: 2337101 1. Minimum Speed 30PPM: MFP – 30PPM B/W (Laser) Segment a. Required Equipment Make/Model: Sharp MX-B427W Purchase Price: $ 472.50 Device Speed: 42 PPM B/W Scanner Speed: 96 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 250 sheet(s) Paper drawer 250 sheets Sheets: 250 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 250 Sheets # MX-CS26 Sheets: 550 $117 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #35S8502 $320 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 67 of 87 File No.: 2337101 2. Minimum Speed 30PPM: Software Compatible MFP – 30PPM B/W (Laser) Segment a. Required Equipment Make/Model: Sharp MX-B427W Purchase Price: $ 472.50 Device Speed: 42 PPM B/W Scanner Speed: 96 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 250 sheet(s) Paper drawer 250 sheets Sheets: 250 Additional Included Source (if applicable) Sheets: Must have a touch screen interface. Yes No Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 250 Sheets # MX-CS26 Sheets: 550 $117 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #35S8502 $320 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 68 of 87 File No.: 2337101 3. Minimum Speed 30PPM: MFP - 30PPM Color (Laser) Segment a. Required Equipment Make/Model: Sharp MX-C407F Purchase Price: $ 1,286.40 Device Speed: 40 PPM B/W Device Speed: 40 PPM Color Scanner Speed: 60 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 250 sheet(s) 550-sheet paper drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 250 Sheets # MX-CS17 Sheets: 550 $214.50 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #40C2300 $320 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 69 of 87 File No.: 2337101 4. Minimum Speed 30PPM: Software Compatible MFP - 30PPM Color (Laser) Segment a. Required Equipment Make/Model: Sharp MX-C407F Purchase Price: $ 1,286.40 Device Speed: 40 PPM B/W Device Speed: 40 PPM Color Scanner Speed: 60 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 250 sheet(s) 550-sheet paper drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Must have a touch screen interface. Yes No Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 250 Sheets # MX-CS17 Sheets: 550 $214.50 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #40C2300 $320 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 70 of 87 File No.: 2337101 5. Minimum Speed 50PPM: MFP - 50PPM B/W (Laser) Segment a. Required Equipment Make/Model: Sharp MX-B557F Purchase Price: $ 2,376 Device Speed: 55 PPM B/W Scanner Speed: 150 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 500 sheet(s) 550-sheet paper drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 500 Sheets #MX-CS22 Sheets: 550 $195 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #50G0855 $400 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 71 of 87 File No.: 2337101 6. Minimum Speed 50PPM: Software Compatible MFP - 50PPM B/W (Laser) Segment a. Required Equipment Make/Model: Sharp MX-B557F Purchase Price: $ 2,376 Device Speed: 55 PPM B/W Scanner Speed: 150 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 500 sheet(s) 550-sheet paper drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Must have a touch screen interface. Yes No Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 500 Sheets #MX-CS22 Sheets: 550 $195 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #50G0855 $400 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 72 of 87 File No.: 2337101 7. Minimum Speed 50PPM: MFP - 50PPM Color (Laser) Segment a. Required Equipment Make/Model: Sharp MX-C507F Purchase Price: $ 2,210 Device Speed: 50 PPM B/W Device Speed: 50 PPM Color Scanner Speed: 60 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 500 sheet(s) 550-sheet paper drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 500 Sheets #MX-CS17 Sheets: 550 $214.50 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #40C2300 $320 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 73 of 87 File No.: 2337101 8. Minimum Speed 50PPM: Software Compatible MFP - 50PPM Color (Laser) Segment a. Required Equipment Make/Model: Sharp MX-C507F Purchase Price: $ 2,210 Device Speed: 50 PPM B/W Device Speed: 50 PPM Color Scanner Speed: 60 IPM Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 500 sheet(s) 550-sheet paper drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Must have a touch screen interface. Yes No Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 500 Sheets #MX-CS17 Sheets: 550 $214.50 Additional Dedicated Envelope Tray #Inc Sheets: 100 $Inc Faxing (Analog) #Inc $Inc Stand #40C2300 $320 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 74 of 87 File No.: 2337101 VI. Hardware Segments: Laser Printer A. Minimum Requirements for the Laser Printer Segments 1. Printer - 30PPM B/W (Laser) 2. Printer - 30PPM Color (Laser) 3. Printer - 50PPM B/W (Laser) 4. Printer - 50PPM Color (Laser) All proposed devices must meet the following minimum requirements. Device General Printing DPI Must have minimum copy/print DPI of 600 x 600 dpi Accepted Paper Types • Address Labels (from By-Pass Tray) • Envelopes (from the By-Pass Tray) • Recycled Paper up to and including 100% Post-Consumer Waste (PCW) paper Duplexing Min paper size: 8.5 x 11 Max paper size: 8.5 x 14 Network Printing Driver(s) Current drivers for the proposed devices: PCL Version: 5e or 6 PostScript Level 3 Print Driver The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 75 of 87 File No.: 2337101 1. Minimum Speed 30PPM: Printer - 30PPM B/W (Laser) Segment a. Required Equipment Make/Model: Sharp MX-B427PW Purchase Price: $ 225.60 Device Speed: 42 PPM B/W Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) TI Sheets: 100 Adjustable up to 8.5 x 14 / 250 sheet(s) 550-sheet tray Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 250 Sheets #MX-CS26 Sheets: 550 $117 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 76 of 87 File No.: 2337101 2. Minimum Speed 30PPM: Printer - 30PPM Color (Laser) Segment a. Required Equipment Make/Model: Sharp MX-C407F Purchase Price: $ 1,286.40 Device Speed: 40 PPM B/W Device Speed: 40 PPM Color Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-Sheet Bypass Tray Sheets: 100 Adjustable up to 8.5 x 14 / 250 sheet(s) 550-Sheet Paper Drawer Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 250 Sheets #MX-CS17 Sheets: 550 $214.50 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 77 of 87 File No.: 2337101 3. Minimum Speed 50PPM: Printer - 50PPM B/W (Laser) Segment a. Required Equipment Make/Model: Sharp MX-B557P Purchase Price: $ 748.80 Device Speed: 55 PPM B/W Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 500 sheet(s) 550-sheet tray Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 500 Sheets #MX-CS23 Sheets: 550 $199.88 The Remainder of This Page Intentionally Left Blank DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 78 of 87 File No.: 2337101 4. Minimum Speed 50PPM: Printer - 50PPM Color (Laser) Segment a. Required Equipment Make/Model: Sharp MX-C607P Purchase Price: $ 1,137.60 Device Speed: 60 PPM B/W Device Speed: 60 PPM Color Minimum, required sources/sheets: Paper Tray Description: Paper Tray Capacity: Multi-Purpose Tray / 100 sheet(s) 100-sheet bypass tray Sheets: 100 Adjustable up to 8.5 x 14 / 500 sheet(s) 550-sheet tray Sheets: 550 Additional Included Source (if applicable) Sheets: Paper Sources (pricing for any tray listed above must be included in Purchase Price) b. Optional Equipment Optional Equipment Description: Manufacturer Part # Additional Purchase Price (Please print “Inc.” if included or “NA” if not available) Additional Paper Tray (8.5 x 11): Minimum of 500 Sheets #MX-CS16 Sheets: 550 $214.50 DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 79 of 87 File No.: 2337101 ATTACHMENT E BUSINESS ASSOCIATE TERMS AND CONDITIONS A. GENERAL PROVISIONS AND RECITALS 1. The parties agree that the terms used, but not otherwise defined below, shall have the same meaning as those terms in the Health Insurance Portability and Accountability Act of 1996 (HIPAA) as it may exist now or be hereafter amended. 2. It is agreed by both parties that Contractor is a Business Associate of County for the purposes of this Agreement. 3. It is understood by both parties that the HIPAA Security and Privacy Rules apply to the Contractor in the same manner as they apply to the covered entity (County). Contractor shall therefore at all times be in compliance with the applicable provisions of both the Privacy and the Security Rules as are described in Sections B.4 and B.5. below, and is responsible for complying with the issued regulations for said rules, as they currently exist or are hereafter amended, for purposes of safeguarding any Protected Health Information (PHI) used or generated by Contractor consistent with the terms of this agreement. 4. It is understood by both parties that the Privacy Rule does not pre-empt any state statutes, rules or regulations that impose more stringent requirements with respect to confidentiality of PHI. 5. County wishes to disclose certain information to Contractor pursuant to the terms of this Agreement, some of which may constitute PHI as defined in Section B.6. below. 6. County and Contractor intend to protect the privacy and provide for the security of PHI disclosed to the Contractor pursuant to this Agreement, in compliance with HIPAA and the regulations promulgated thereunder by the U.S. Department of Health and Human Services as they may now exist or be hereafter amended. B. DEFINITIONS 1. “Breach” means the acquisition, access, use, or disclosure of Protected Health Information in a manner not permitted under the HIPAA Privacy Rule which compromises the security or privacy of the Protected Health Information. a) For purposes of this definition, compromises the security or privacy of the Protected Health Information means poses a significant risk of financial, reputational, or other harm to the Individual. b) A use or disclosure of Protected Health Information that does not include the identifiers listed at §164.514 (e) (2), date of birth, and zip code does not compromise the security or privacy of protected health information c) Breach excludes: i. Any unintentional acquisition, access, or use of Protected Health Information by a workforce member or person acting under the authority of a covered entity or a business associate, if such acquisition, access, or use was made in good faith and within the scope of authority and does not result in further use or disclosure in a manner not permitted DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 80 of 87 File No.: 2337101 under the Privacy Rule. ii. Any inadvertent disclosure by a person who is authorized to access Protected Health Information at a covered entity or business associate to another person authorized to access Protected Health Information at the same covered entity or business associate, or organized health care arrangement in which the covered entity participates, and the information received as a result of such disclosure is not further used or disclosed in a manner not permitted under the Privacy Rule. iii. A disclosure of Protected Health Information where a covered entity or business associate has a good faith belief that an unauthorized person to whom the disclosure was made would not reasonably have been able to retain such information. 2. “Designated Record Set” shall have the meaning given to such term under the Privacy Rule, including, but not limited to, 45 CFR Section 164.501. 3. “Individual” shall have the meaning given to such term under the Privacy Rule, including, but not limited to, 45 CFR Section 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 CFR Section 164.502(g). 4. “Privacy Rule” shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, Subparts A and E. 5. “Security Rule” shall mean the Security Standards for the Protection of Electronic Protected Health Information at 45 CFR Part 160, Part 162, and Part 164, Subparts A and C.” 6. “Protected Health Information” or “PHI” shall have the meaning given to such term under the Privacy Rule, including, but not limited to, 45 CFR Section 160.103, as applied to the information created or received by Business Associate from or on behalf of Covered Entity. 7. “Required by Law” shall have the meaning given to such term under the Privacy Rule, including, but not limited to, 45 CFR Section 164.103. 8. “Secretary” shall mean the Secretary of the Department of Health and Human Services or his or her designee. 9. “Unsecured Protected Health Information” means Protected Health Information that is not rendered unusable, unreadable, or indecipherable to unauthorized individuals through the use of a technology or methodology specified by the Secretary of Health and Human Services in the guidance issued on the HHS Web site. C. OBLIGATIONS AND ACTIVITIES OF CONTRACTOR AS BUSINESS ASSOCIATE: 1. Contractor agrees not to use or disclose PHI other than as permitted or required by this Agreement or as required by law. 2. Contractor agrees to use appropriate safeguards to prevent use or disclosure of PHI other than as provided for by this Agreement. 3. Contractor agrees to mitigate, to the extent practicable, any harmful effect that is known to Contractor of a use or disclosure of PHI by Contractor in violation of the requirements of th is Agreement. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 81 of 87 File No.: 2337101 4. Contractor agrees to report to County within five (5) business days any use or disclosure of PHI not provided for by this Agreement of which Contractor becomes aware. 5. Contractor agrees to ensure that any agent, including a subcontractor, to w hom it provides PHI received from County, or created or received by Contractor on behalf of County, agrees to the same restrictions and conditions that apply through this Agreement to Contractor with respect to such information. 6. Contractor agrees to provide access, within fifteen (15) calendar days of receipt of a written request by County, to PHI in a Designated Record Set, to County or, as directed by County, to an Individual in order to meet the requirements under 45 CFR Section 164.524. 7. Contractor agrees to make any amendment(s) to PHI in a Designated Record Set that County directs or agrees to pursuant to 45 CFR Section 164.526 at the request of County or an Individual, within thirty (30) calendar days of receipt of said request by County. Contractor agrees to notify County in writing no later than ten (10) calendar days after said amendment is completed. 8. Contractor agrees to make internal practices, books, and records, including policies and procedures and PHI, relating to the use and disclosure of PHI received from, or created or received by Contractor on behalf of County, available to County and the Secretary, in a time and manner as determined by County, or as designated by the Secretary, for purposes of the Secretary determining County’s compliance with the Privacy Rule. 9. Contractor agrees to document any disclosures of PHI and to make information related to such disclosures available as would be required for County to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 CFR Section 164.528. 10. Contractor agrees to provide County or an Individual, as directed by County, in a time and manner to be determined by County, that information collected in accordance with this Agreement, in order to permit County to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 CFR Section 164.528. 11. Contractor shall work with County upon notification by Contractor to County of a Breach to properly determine if any Breach exclusions exist as defined in Section B.1.c. above. D. SECURITY RULE 1. Security. Contractor shall establish and maintain appropriate administrative, physical and technical safeguards that reasonably and appropriately protect the confidentialit y, integrity and availability of electronic PHI. Contractor shall follow generally accepted system security principles and the requirements of the final HIPAA rule pertaining to the security of PHI. 2. Agents and Subcontractors. Contractor shall ensure that any agent, including a subcontractor, to whom it provides electronic PHI, agrees to implement reasonable and appropriate safeguards to protect the PHI. 3. Security Incidents. Contractor shall report any “security incident” of which it becomes aware to County. For purposes of this agreement, a security incident means the attempted or successful unauthorized access, use, disclosure, modification, or destruction of information or interference DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 82 of 87 File No.: 2337101 with system operations. This does not include trivial incidents that occur on a daily basis, such as scans, “pings”, or unsuccessful attempts to penetrate computer networks or servers maintained by Contractor. E. BREACH DISCOVERY AND NOTIFICATION 1. Following the discovery of a Breach of Unsecured Protected Health Information, Contractor shall notify County of such Breach, however both parties agree to a delay in the notification if so advised by a law enforcement official, pursuant to 45 CFR 164.412. 2. A Breach shall be treated as discovered by Contractor as of the first day o n which the Breach is known to the Contractor, or by exercising reasonable diligence, would have been known to Contractor. 3. Contractor shall be deemed to have knowledge of a Breach if the Breach is known, or by exercising reasonable diligence would have known, to any person who is an employee, officer, or other agent of the Contractor, as determined by federal common law of agency. 4. Contractor shall provide the notification of the Breach without unreasonable delay, and in no case later than five (5) business days after a Breach. 5. Contractor’s notification may be oral, but shall be followed by written notification within 24 hours of the oral notification. Thereafter, Contractor shall provide written notification containing the contents stated below, within five (5) business days. Contractor shall be required to provide any other information relevant to the Breach in writing, as soon as discovered, or as soon as the information is available. 6. Contractor’s notification shall include, to the extent possible: a) The identification of each Individual whose unsecured protected health information has been, or is reasonably believed by Contractor to have been, accessed, acquired, used, or disclosed during the Breach, b) Any other information that County is required to include in the notification to Individual it must provide pursuant to 45 CFR §164.404 (c), at the time Contractor is required to notify County, or promptly thereafter as this information becomes available, even after the regulatory sixty (60) day period set forth in 45 CFR § 164.410 (b) has elapsed, including: i. A brief description of what happened, including the date of the Breach and the date of the discovery of the Breach, if known; ii. A description of the types of Unsecured Protected Health Information that were involved in the Breach (such as whether full name, social security number, date of birth, home address, account number, diagnosis, disability code, or other types of information were involved); iii. Any steps Individuals should take to protect themselves from p otential harm resulting from the Breach; iv. A brief description of what Contractor is doing to investigate the Breach, to mitigate harm to Individuals, and to protect against any future Breaches; and DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 83 of 87 File No.: 2337101 v. Contact procedures for Individuals to ask questions or learn additional information, which shall include a toll-free telephone number, an e-mail address, Web site, or postal address. 7. County may require Contractor to provide notice to the Individual as required in 45 CFR § 164.404 if it is reasonable to do so under the circumstances, at the sole discretion of the County. 8. In the event that Contractor is responsible for, or suffers a Breach of Unsecured Protected Health Information, in violation of the Privacy Rule, Contractor shall have the burden of demonstrating that Contractor made all notifications to County as required by the Breach Notification regulations, or in the alternative, that the use or disclosure did not constitute a Breach as defined in 45 CFR § 164.402. 9. Contractor shall maintain documentation of all required notifications required pursuant to this Agreement in the event of an impermissible use or disclosure of Unsecured Protected Health Information, or its risk assessment of the application of an exception to demonstrate that the notification was not required. 10. Contractor shall provide to County all specific and pertinent information about the Breach to permit County to meet its notification obligations under the HITECH Act, as soon as practicable, but in no event later than fifteen (15) calendar days after reporting the initial Breach to the County. 11. Contractor shall continue to provide all additional pertinent information about the Breach to County as it may become available, in reporting increments of fifteen (15) calendar days after the last report to County. Contractor shall also respond in good faith to any reasonable requests for further information, or follow-up information after report to County, when such request is made by County. 12. Contractor shall bear all expense or other costs associated with the Breach, and shall reimburse County for all expenses County incurs in addressing the Breach and consequences thereof, including costs of investigation, notification, remediation, documentation or other costs associated with addressing the Breach. F. PERMITTED USES AND DISCLOSURES BY CONTRACTOR 1. Except as otherwise limited in this Agreement, Contractor may use or disclose PHI to perform functions, activities, or services for, or on behalf of, County as specified in this Agreement, provided that such use or disclosure would not violate the Privacy Rule if done by County or the minimum necessary policies and procedures of County. G. OBLIGATIONS OF COUNTY 1. County shall notify Contractor of any limitation(s) in County’s notice of privacy practi ces in accordance with 45 CFR Section 164.520, to the extent that such limitation may affect Contractor’ use or disclosure of PHI. 2. County shall notify Contractor of any changes in, or revocation of, permission by an Individual to use or disclose PHI, to the extent that such changes may affect Contractor’s use or disclosure DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 84 of 87 File No.: 2337101 of PHI. 3. County shall notify Contractor of any restriction to the use or disclosure of PHI that County has agreed to in accordance with 45 CFR Section 164.522, to the extent that such restriction may affect Contractor’s use or disclosure of PHI. 4. County shall not request Contractor to use or disclose PHI in any manner that would not be permissible under the Privacy Rule if done by County. H. BUSINESS ASSOCIATE TERMINATION 1. Notwithstanding the Termination provisions set forth in this Agreement, the Agreement shall only terminate when all of the PHI provided by County to Contractor, or created or received by Contractor on behalf of County, is destroyed or returned to County, or if infeasible to re turn or destroy PHI, protections are extended to such information, in accordance with the termination provisions of this Section. 2. In addition to the rights and remedies provided in the Termination paragraph of this Agreement, upon County’s knowledge of a material breach by Contractor of the requirements of this Paragraph, County shall either: a) Provide an opportunity for Contractor to cure the material breach or end the violation and terminate this Agreement if Contractor does not cure the material breach or end the violation within thirty (30) business days; or b) Immediately terminate this Agreement if Contractor has breached a material term of this Agreement and cure is not possible; or if neither termination nor cure is feasible, County shall report the violation to the Secretary of the Department of Health and Human Services. 3. Upon termination of this Agreement, all PHI provided by County to Contractor, or created or received by Contractor on behalf of County, shall either be destroyed or returned to Coun ty as provided in the Termination paragraph of this Agreement, and in conformity with the Privacy Rule. a) This provision shall apply to PHI that is in the possession of subcontractors or agents of Contractor. b) Contractor shall retain no copies of the PHI. c) In the event that Contractor determines that returning or destroying the PHI is infeasible, Contractor shall provide to County notification of the conditions that make return or destruction infeasible. Upon determination by County that return or destruction of PHI is infeasible, Contractor shall extend the protections of this Agreement to such PHI and limit further uses and disclosures of such PHI to those purposes that make the return or destruction infeasible, for so long as Contractor maintains such PHI. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 85 of 87 File No.: 2337101 ATTACHMENT F CERTIFICATION FOR DATA REMOVAL Contractor certifies that: 1. Contractor has permanently removed all stored data from the hard drives and Cache memory from copier prior to: a. Transfer or sale of returned Copier from County, b. Trade-in on replacement equipment, c. Scrapping, d. Donation, and/or e. Destruction 2. The procedures associated with permanently removing all stored data from the hard drives and Cache memory that resides within Copiers is in compliance with NIST Special Publication 800- 88 Revision 1 and Department of Defense (DoD) 5220.22 – Guidelines for Media Sanitization. Copier Model Number: ___________________________________________________ Copier Serial Number: ____________________________________________________ Name (please print): _____________________________________________________ Signature: _________________________________ Date: _____________________ Department: _______________________________ Phone No: ___________________ DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 86 of 87 File No.: 2337101 ATTACHMENT G MIGRATION/TRANSITION PLAN 1. Migration/Transition Plan It is the user department’s responsibility to coordinate and develop a detailed work plan with the existing and new Contractors. The plan will outline activities and technical components of a smooth transition/move with the least amount of equipment down time including but not limited to the following: 1.1. County Responsibilities: 1.1.1. User department shall provide thirty (30) days’ notice to existing Contractor of its intent to terminate existing contract to switch to a new Contractor. 1.1.2. User department shall inform new Contractor of its intent to use their equipment and services. 1.1.3. User department shall coordinate with existing Contractor for hard drive removal (if applicable) or to erase any remaining data saved in the copier to be removed. 1.1.4. User department shall coordinate with new Contractor and develop a schedule for new copier drop off and set up. 1.1.5. User department shall provide any operational considerations, coordinate with new Contractor to define processes needed for the set up and installation of new copiers. 1.1.6. User department shall coordinate network connectivity efforts with County IT staff for the set-up and installation of copiers. 1.1.7. User department shall coordinate with New Contractor on new copier/equipment demo and training. 1.1.8. County shall coordinate and provide any other transition services as necessary. 1.2. Contractor Responsibilities (Existing and/or New Contractor): 1.2.1. Existing Contractor shall work with user department in the removal of existing copiers, copier hard drive (if applicable) and/or erase any existing data inside the copier upon receipt of notice of intent to terminate contract. 1.2.2. New Contractor shall work with appropriate IT, Procurement and/or department personnel to assess user department needs and coordinate a migration/transition schedule (as applicable). 1.2.3. New Contractor shall deliver, install and ensure equipment is according to user department specifications. 1.2.4. New Contractor shall provide equipment training (copier features/functionalities; meter reading, etc.) based on building sites and department requests. 1.2.5. Existing and/or New Contractor shall coordinate and provide any other transition services as necessary. 1.2.6. Contractor shall advise County of any and all specialized installation and environmental County site requirements, prior to order acceptance, delivery and installation of copier equipment as necessary. DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE County of Orange County Procurement Office RCA-017-23010022 C3 Office Solutions LLC, dba C3 Tech Digital Multifunctional Copiers, Printers, Software, Related Accessories and Services Page 87 of 87 File No.: 2337101 ATTACHMENT H EQUIPMENT LEASE AGREEMENT DocuSign Envelope ID: EC53D77D-1303-4A34-B334-A62F013058AE Agenda Item M AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Resolution Adjusting the Bidding Thresholds for Public Works Contracts and Adjusting the City Manager’s Contract Authority for the Acquisition of Goods and Services ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7799: 1. Conducting a public hearing to receive input and consider the proposed adjustment of the bidding threshold for Public Works contracts to $42,982 pursuant to City Charter Section 1010, and adjusting the City Manager’s threshold to bind the City with or without a written contract for the acquisition of equipment, supplies, labor, services or other items within the budget approved by City Council to $42,982 pursuant to City Charter 420 and Resolution 6384; and, 2. Confirming the adjustment of bidding threshold for Public Works contracts to $42,982 pursuant to City Charter Section 1010; and, 3. Adjusting the City Manager’s threshold to bind the City, with or without a written contract, for the acquisition of equipment, materials, supplies, labor, services, or other items within the budget approved by City Council to $42,982 pursuant to City Charter 420 and Resolution 6384. BACKGROUND AND ANALYSIS: In March 2002, Section 1010 of the City Charter was amended to include a formal procedure to calculate the bidding threshold for Public Works contracts. The bidding threshold is to be adjusted annually based upon “computing the percentage difference between the current Engineering News Record (ENR) Construction Cost Index (CCI) 20 City Average and the ENR for the previous June 1st”. The purpose of the adjustment is to allow the City to maintain its bidding threshold current with inflation. The City Charter specifies that the City Engineer Page 2 2 3 1 4 shall calculate the required adjustment and the City Council shall confirm the calculation following a public hearing on the matter. In June 2013, the City Council adopted Resolution 6384 authorizing the City Manager to bind the City for the acquisition of equipment, materials, supplies, labor, services or other items included in the budget up to the amount for each acquisition equal to the bidding threshold amount for public works projects applicable under Section 1010 of the City Charter. On July 2, 2025, the City Council adopted Resolution 7538, which increased the Public Works bidding threshold to $41,818 to account for a CCI increase of 2.4 percent. Based on the June 2026 ENR publication, the CCI has increased 2.8 percent from 13871.21 to 14257.36. This increase includes one year of adjustments to the bidding threshold. The 2.8% percent increase would increase the bidding threshold from $41,818 to $42,982. Adjusting the bidding threshold does not waive requirements of competitive bidding on public projects. All projects over the proposed threshold of $42,982 would require formal bidding procedures and contracts per the City Charter unless exempt and approval at a City Council meeting. Contracts for projects under the proposed threshold of $42,982 may be awarded pursuant to informal bidding procedures. The proposed adjustment to the Public Works bidding threshold would result in an increase in the City Manager’s threshold to bind the City, with or without a written contract, for the acquisition of equipment, materials, supplies, labor, services, or other items within the budget approved by City Council to $42,982 pursuant to Resolution 6384. ENVIRONMENTAL IMPACT: This item is not subject to the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that the adjustment of bidding threshold for Public Works contracts and increase in the City Manager’s contract authority will not have a significant effect on the environment. LEGAL ANALYSIS: The City Attorney has approved the resolution as to form. Page 3 2 3 1 4 FINANCIAL IMPACT: There are no financial impacts associated with the adjustment of bidding thresholds for Public Works contracts or the increase in the City Manager’s contract authority. STRATEGIC PLAN: This item is not applicable to the Strategic Plan. RECOMMENDATION: That the City Council adopt Resolution 7799: 1. Conducting a public hearing to receive input and consider the proposed adjustment of the bidding threshold for Public Works contracts to $42,982 pursuant to City Charter Section 1010, and adjusting the City Manager’s threshold to bind the City with or without a written contract for the acquisition of equipment, supplies, labor, services or other items within the budget approved by City Council to $42,982 pursuant to City Charter 420 and Resolution 6384; and, 2. Confirming the adjustment of bidding threshold for Public Works contracts to $42,982 pursuant to the City Charter Section 1010; and, 3. Adjusting the City Manager’s threshold to bind the City, with or without a written contract, for the acquisition of equipment, materials, supplies, labor, services, or other items within the budget approved by City Council to $42,982 pursuant to City Charter 420 and Resolution 6384. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: Kathryne Cho, Deputy Director of Public Works/City Engineer ATTACHMENTS: A. Resolution 7799 B. ENR Construction Cost Index, June 2026 RESOLUTION 7799 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL CONFIRMING AN ADJUSTMENT TO THE BIDDING THRESHOLD FOR PUBLIC WORKS CONTRACTS TO $42,982 AND AUTHORIZING THE CITY MANAGER TO BIND THE CITY FOR THE ACQUISITION OF EQUIPMENT, MATERIALS, SUPPLIES, LABOR, SERVICES OR OTHER ITEMS INCLUDED WITHIN THE BUDGET TO $42,982, PURSUANT TO SECTIONS 1010 AND 420 OF THE CITY CHARTER AND CITY COUNCIL RESOLUTION 6384 WHEREAS, Section 420 of the City Charter states the City Council may authorize the City Manager by resolution or ordinance to bind the City, with or without a written contract, for the acquisition of equipment, materials, supplies, labor, services or other items included within the budget approved by the City Council, and may impose a monetary limit upon such authority; and, WHEREAS, in June 2013, the City Council adopted Resolution 6384 authorizing the City Manager to bind the City for the acquisition of equipment, materials, supplies, labor, services or other items included in the budget up to the amount for each acquisition equal to the bidding threshold amount for public works projects applicable under Section 1010 of the City Charter; and, WHEREAS, Section 1010 of the City Charter requires the City Engineer to adjust the bidding threshold by computing the percentage difference between the current Engineering News Record (ENR) Construction Cost Index and the ENR Construction Cost Index for the previous June 1st; and, WHEREAS, the City Charter requires the City Council to review such adjustment at a public hearing and upon Council confirmation, the bidding threshold amount shall be the adjusted figure; and, WHEREAS, the ENR Construction Cost Index was 13871.21 for June 2025, and the bidding threshold was set at $41,818; and, WHEREAS, the ENR Construction Cost Index is 14257.36 for June 2026, representing 2.8 percent increase, and raising the bidding threshold to $42,982; and, WHEREAS, on June 22, 2026, the City Council held a duly noticed public hearing regarding the proposed adjustment threshold. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. The City Council hereby finds all facts in the above recitals are true and correct. Section 2. The City Council hereby confirms the adjustment of the bidding threshold amount to $42,982 as required by City Charter Section 1010. Section 3. The City Council hereby adjusts the City Manager’s threshold to bind the City, with or without a written contract, for the acquisition of equipment, materials, supplies, labor, services, or other items included within the budget approved by the City Council to $42,982, pursuant to the authority conferred by Section 420 of the City Charter and Resolution 6384 . PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June, 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7799 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June, 2026. Gloria D. Harper, City Clerk +2.8% CCI +4.1% BCI 0.0% CCI +0.2% BCI CONSTRUCTION COST INDEX BUILDING COST INDEX CONSTRUCTION COST INDEX BUILDING COST INDEX MONTHLY ANNUAL Inflation’s Pulse Cost Index Review ENR INFLATION +1.3 % Common Labor Index 1913 1967 1913 1967 1913 1967 1913 1967BASEYEAR 13838.59 1288.31 8520.44 1261.18 12235.95 1205.22 26207.63 1246.36 13871.21 1291.35 8563.30 1267.52 12266.76 1208.07 26211.45 1246.54 13892.84 1293.36 8577.82 1269.67 12266.76 1208.07 26230.13 1247.32 13913.52 1295.29 8601.54 1273.18 12326.79 1214.25 26281.97 1249.42 13927.75 1296.61 8616.58 1275.41 12365.59 1217.99 26318.55 1250.92 14073.99 1310.23 8704.99 1288.50 12449.73 1226.39 26554.74 1261.43 14097.71 1312.44 8740.51 1293.75 12480.84 1229.60 26554.74 1261.43 14118.46 1314.37 8761.25 1296.82 12480.84 1229.60 26554.74 1261.43 14118.53 1314.37 8764.76 1297.34 12489.85 1230.46 26554.74 1261.43 14131.61 1315.59 8777.82 1299.82 12489.85 1230.46 26554.74 1261.43 14156.75 1317.93 8802.97 1303.00 12489.85 1230.46 26554.74 1261.43 14157.77 1318.03 8803.97 1303.15 12489.85 1230.46 26554.74 1261.43 14176.18 1319.74 8822.43 1305.88 12489.85 1230.46 26554.74 1261.43 14257.36 1327.59 8912.59 1319.22 12513.54 1232.86 26554.74 1261.43 ENR’s 20-city average cost indexes, wages and materials prices. Historical data for ENR’s 20 cities can be found at ENR.com/economics ENR’s 20-city average cost indexes, wages and materials prices. Historical data for ENR’s 20 cities can be found at ENR.com/economics ANNUAL INFLATION RATE CONSTRUCTION COST 14257.36 +0.6%+2.8% COMMON LABOR 26554.74 0.0%+1.3% WAGE $/HR.50.45 0.0%+1.3% ANNUAL INFLATION RATE BUILDING COST 8912.59 +1.2%+4.1% SKILLED LABOR 12513.54 +0.2%+2.0% WAGE $/HR.69.45 +0.2%+2.0% MONTHLY INFLATION RATE MATERIALS COST 6720.25 +2.0%+6.5% CEMENT $/TON 296.39 +0.6%+2.4% STEEL $/CWT 132.12 +3.0%+11.6% LUMBER $/MBF 866.58 +0.8%+8.8% 2.8 4.1 2.0 CONSTRUCTION ECONOMICS 0601_CE_WK1.indd 10601_CE_WK1.indd 1 5/28/26 2:12 PM5/28/26 2:12 PM Cement prices increased 0.6% in April following no movement in March, according to the Bureau of Labor Statistics' producer price index. Annual escalation for the index sits at –0.1% in April, up from –0.6% in March. ENR’s 20-city average monthly price for masonry cement declined 2.3%, while yearly prices are up 1.2% since June 2025. All types of concrete block experienced yearly increases in June, according to ENR's data. Monthly prices for concrete sand declined 1.7%, while yearly prices experienced a 4.3% increase. Monthly Percent Change BUREAU OF LABOR STATISTICS ENR’s Materials Prices 1.25.5 0.8 0.2 ENR 3.0 2.5 3.5 2.0 1.5 0.5 0 -0.5 -1.0 -2.0 -1.5 1.0 4.0 DJ’25 OA A’26F TON 639.91 +5.5 +5.0 TON 791.23 +0.4 +6.4 TON 596.44 +0.4 +1.8 TON 615.08 +0.4 +2.0 TON 299.94 +1.2 +3.1 TON 15.40 –2.3 +1.2 TON 36.99 +0.1 +4.3 TON 41.01 0.0 +4.3 TON 39.03 +0.1 +5.9 TON 38.88 –1.7 +4.3 TON 43.12 –0.1 +5.7 CY 187.38 –0.2 +4.2 CY 200.73 +0.1 +5.3 CY 223.70 0.0 +4.3 C 253.94 +0.8 +5.7 C 253.33 0.0 +2.6 C 386.85 0.0 +3.5 ITEM UNIT $PRICE %MONTH %YEAR CONSTRUCTION ECONOMICS 0601_CE_WK1.indd 20601_CE_WK1.indd 2 5/28/26 2:12 PM5/28/26 2:12 PM Asphalt, Cement, Aggregate, Concrete, Block City prices reflect quotes from single sources and can be volatile. They are not meant to be the prevailing price for a city. Data are a mix of list and transaction prices and may include ENR estimates. Do not compare prices between locations. Use city information to analyze national trends. ITEM UNIT ATLANTA BALTIMORE BIRMINGHAM BOSTON CHICAGO CINCINNATI CLEVELAND DALLAS DENVER DETROIT TON 550 +787.5 725 637.50 ––591 795 ––––700 TON 450 983.93 750 1500 ––––––683.4 850 795 TON 843.5 694.62 602.5 750 ––––450 525.3 720 360 TON 807.35 726.24 650.7 891.70 377 ––550 525.3 720 350 TON 403.62 +234.9 403.62 452.13 376.17 170 350 378.72 355.7 287.87 TON 380.43 219.7 420.64 429.79 ––––––485 –––– TON 16.65 –15.98 16.28 15 14.54 13.32 +16.4 16.61 20.5 14.75 TON 50 52 23 22.5 25 20 38 28.05 60 28.5 TON 60 55 26 39.29 29.56 23 42 33 43.5 27 TON 54 58 23 22.5 44.69 21 48 28.05 43.5 26.66 TON 30.25 +55 50 24.5 52.59 20 28 45 48 30 TON 36 +55 50 32.5 50.84 22 35 64.99 48 38 CY 195 187.22 185 215 198 160 –155 +110.69 190 184.54 CY 205 196.66 195 219 205 172 –168 +120.6 200 190.9 CY 215 206.09 205 227 210 185 –200 +125.55 245 199.37 C 228 234 226 298 184 145 300 325 225 209.86 C 250 237 186 240 225 170 280 370 215 245.69 C 340 325 418 541 399 293 290 490 445 281.52 ITEM UNIT KANSAS CITY LOS ANGELES MINNEAPOLIS NEW ORLEANS NEW YORK PHILADELPHIA PITTSBURGH ST. LOUIS SAN FRANCISCO SEATTLE TON 513.75 552 –– 659.52 ––––+787.5 +585 525 550 TON 1152 564 ––535.04 +754.11 +656.32 983.93 850 700 452 TON 924 558 328 462.2 +633.42 +482.78 694.62 820 475 412 TON 924 558 450 503.98 +614.63 +478.33 726.24 820 575 438 TON 197.28 452.98 285 292.55 +369 215.27 +234.9 240 145 141.5 TON 194.28 –– –– 509.34 252.45 198.63 219.7 240 –– –– TON 8.59 7.3 24.28 23.45 19.75 16.29 –15.98 13 –7.18 12.19 TON 15.08 48.46 20.58 +29 72 52.68 52 22.22 44 36.67 TON 40 59.34 38.94 +32.86 48.5 37.17 55 35.35 43 46.67 TON 21.45 59.34 43.25 +24.05 47 21.97 58 40.42 43 46.67 TON 26.5 48.4 +27.23 62.35 46.5 31.21 55 30 45 36.11 TON 30.4 44.37 +42.83 102.3 31 20.15 55 40 42 36.11 CY 210 222.47 161 176.64 258 195 187.22 191.9 195 170 CY 224.55 228.66 168 177.3 275 205 196.66 232.3 202 188 CY 449.55 244.78 175 +184 298 212 206.09 247.45 208 222 C 198 213 292 203.7 352 286.34 234 190.95 +310 418 C 198 150 419.02 238.77 385 255 237 221.1 264 280 C 385 390 385 309.75 620 380 426 351.75 401 233 CONSTRUCTION ECONOMICS 0601_CE_WK1.indd 30601_CE_WK1.indd 3 5/28/26 2:12 PM5/28/26 2:12 PM Agenda Item N AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Michael Henderson, Chief of Police SUBJECT:Annual Military Equipment Report Review and Introduction of Ordinance to Renew Military Equipment Authorization and Approve Seal Beach Police Department’s Updated Policy 706 ________________________________________________________________ SUMMARY OF REQUEST: That the City Council: 1. Review and file the Seal Beach Police Department’s Annual Military Equipment Report for 2025; and, 2. Introduce, read by title only, and waive further reading of Ordinance 1728 to renew the Military Equipment Use Ordinance and update the Seal Beach Police Department’s Military Equipment Use Policy – Policy 706. BACKGROUND AND ANALYSIS: On April 25, 2022, the City Council adopted Ordinance 1694 (Attachment B), approving a Military Equipment Use Policy – Policy 706, pursuant to Assembly Bill 481 (“AB 481”). In accordance with AB 481 and Policy 706, a military equipment report must be submitted to the City Council annually for each type of military equipment approved within one (1) year of approval, and annually thereafter for as long as the military equipment is available for use. The Police Department’s 2025 Annual Military Equipment Report is provided below, pursuant to Government Code section 7072. The updated Policy and Inventory are also attached (Attachments B and C). In addition, the military equipment use ordinance initially adopted by Ordinance 1694 must be annually re-adopted by the Council. Background On September 30, 2021, Assembly Bill 481 (“AB 481”) required law enforcement agencies to adopt a military equipment use policy, by ordinance, no later than May 1, 2022. The Department complied with AB 481, and the City Council adopted Ordinance 1694, approving Policy 706. Page 2 2 3 0 0 AB 481 also requires law enforcement agencies to submit to the City Council an annual military equipment usage report (“Annual Report”) on the use of the equipment, any complaint(s) or concern(s) regarding the use of the equipment, results of any internal audits on the use of the equipment, the annual costs for the equipment, the quantity possessed by the agency, and the intention to purchase additional equipment in the following year. In addition, within 30 days of submitting and publicly releasing the Annual Report, a well-publicized and community engagement meeting must be held to allow for public comments. Government Code § 7072 requires that the Department’s Annual Report include the following information for the immediately preceding calendar year about each type of military equipment: A summary of how the military equipment was used and the purpose of its use. A summary of any complaints or concerns received concerning the military equipment. The results of any internal audits, any information about violations of the military equipment use policy, and any actions taken in response. The total annual cost for each type of military equipment, including acquisition, personnel, training, transportation, maintenance, storage, upgrade, and other ongoing costs, and from what source funds will be provided for the military equipment in the calendar year following submission of the annual military equipment report. The quantity possessed for each type of military equipment. If the law enforcement agency intends to acquire additional military equipment in the next year, the quantity sought for each type of military equipment. To renew Ordinance 1694 and approve the updated Policy 706 by ordinance, City Council must determine whether each type of military equipment identified in the Annual Report and Policy 706 complies with the following standards under Government Code § 7071(d): The military equipment is necessary because there is no reasonable alternative that can achieve the same objective of officer and civilian safety. The military equipment use policy will safeguard the public’s welfare, safety, civil rights, and civil liberties. If purchasing the equipment, the equipment is reasonably cost effective compared to available alternatives that can achieve the same objective of officer and civilian safety. Prior military equipment use complied with the military equipment use policy that was in effect at the time, or if prior uses did not comply with the accompanying military equipment use policy, corrective action has been taken to remedy nonconforming uses and ensure future compliance. Page 3 2 3 0 0 Staff recommends that the City Council adopt the proposed Ordinance to renew the military equipment use ordinance and approve the updated Policy 706 and Military Equipment Inventory. Complaints or Concerns All use of force incidents are reviewed by assigned supervisors and Watch Commanders. The supervisor for each use of force incident completes a supervisor’s report and provides a determination as to whether the use of force was consistent with Department Policy. The supervisor’s report is reviewed by the Operations Bureau Lieutenant and Captain, and ultimately the Chief of Police, to ensure employees perform their duties within guidelines set by Department policy and applicable law. In 2025, no violations were discovered, and officers were found to be operating in a manner which met or exceeded Department and community expectations. As listed below in the use summary, the Department did not receive any complaints or concerns related to the use of military equipment. Internal Audit The Department conducted an internal audit and found no violations of the military equipment use policy. Equipment Purchases in 2025 The only purchases for the Department in 2025 included additional ammunition. Intention to Purchase Additional Equipment in 2026 The Department does not intend to acquire additional types of military equipment, however, future attempts to obtain new equipment will adhere to procedures set forth in the Government Code and Policy 706, including a public hearing and City Council approval prior to acquisition. For 2026, the Department intends to purchase a new drone to replace the drone damaged three (3) years ago. The inventory for the Unmanned Aircraft Systems (UAS) at the time of adoption of Ordinance 1694 and Policy 706 consisted of two (2) drones: one (1) DJI Mavic 2 Enterprise Dual and one (1) DJI Avata. During 2023, the DJI Mavic 2 Enterprise Dual, Serial Number 1581F4QWD227B0021HFY was decommissioned due to damage sustained during a flight when the battery malfunctioned, causing an emergency landing condition. This drone has not been repaired due to the prohibitively expensive repairs required. Due to the changing legislative landscape, additional research must be completed in order to identify a drone that can meet the needs of the City. Additionally, the Department requests additional ammunition and chemical agents, which were previously authorized and need to be replenished after being used in either the Page 4 2 3 0 0 field or training environments. All items that require replenishment are included in the updated policy and the attached Inventory that was previously approved by the City Council. The Department Inventory and all costs associated with the use of the listed equipment is believed to be consistent with the military equipment inventory list, policy, and Department budget, previously approved by the City Council. The operating costs listed below reflect good faith estimates subject to changes based on variables related to availability, shipping, and general market increases for vendors or manufacturers. Equipment Inventory Page 5 2 3 0 0 Use Summary There were no incidents or complaints about the Department’s use of military equipment authorized in 2025. The table illustrated below includes use of Unmanned Aerial Systems (UAS) by the Department in response to calls for service in 2025: Date Time Location Call Type Duration 1/16/2025 11:40am City of Cypress Area Search 16 m 21 s 1/18/2025 4:28am City of Cypress Area Search 14m 44 s 1/18/2025 4:44am City of Cypress Area Search 19m 19s 1/18/2025 05:04am City of Cypress Area Search 11m 17s 3/7/2025 7:32am Seal Beach Police Department Test Flight 4 m 59s 3/19/2025 10:04am Gum Grove Park Area Search 12 m 47s 4/15/2025 04:05am Seal Beach Police Department Test Flight 4m 28s 4/30/2025 11:34am 10th St Beach Lot Test Flight 2s Page 6 2 3 0 0 4/30/2025 11:35am 10th St Beach Lot Assist Marine Safety 8m 41s 5/14/2025 08:50am Leisure World Area Search 5m18s 5/14/2025 09:04am Leisure World Area Search 13m 43s 5/20/2025 05:56pm 10th St Armed Suspect Search 14m31s 5/20/2025 06:12pm 10th St Armed Suspect Search 11m 17s 5/20/2025 06:24pm 10th St Armed Suspect Search 9m 55s 5/25/2025 07:34pm San Gabriel River Bike Path Area Search 7m 39s May-25 12:07am Seal Beach Boulevard Area Search 18m 52s 6/6/2025 12:06am Arbor Park Area Search 10m40s 6/11/2025 06:57pm Seal Beach Police Department Test Flight 19m 11s 6/16/2025 08:46pm Old Ranch Pkwy Petty Theft 35s 6/16/2025 08:47am Old Ranch Pkwy Petty Theft 8m 39s 6/23/2025 10:37am McGaugh Elementary School Demo 12m 30s 7/1/2025 04:11pm Seal Beach Blvd 415J-Pursuit 8m 17s 7/1/2025 7:42pm Westminster Blvd Traffic - Fatal 20m 2s 7/6/2025 03:12am City of Cypress Burglary 12m 36s 7/6/2025 2:57pm City of Cypress Shots Heard 18m 57s 7/19/2025 11:42pm Edison Park 3m 1s 7/19/2025 11:45pm Edison Park 2m47s 7/20/2025 10:47pm Dogwood Ave Missing Juvenile 14m 4s 7/21/2025 01:22am Saint Andrews Drive Missing Adult 10m46s 7/27/2025 08:10pm Pacific Coast Hwy 417 Threats 5m 14s 7/28/2025 11:37 No Data Test Flight 13s 7/30/2025 10:24pm 8th St Follow Up 13m43s 8/5/2025 07:10pm 8th St Beach Lot Assist Marine Safety 7m21s 8/23/2025 6:12pm Seal Beach Police Department Test Flight 3m21s 8/26/2025 11:04pm 8th St Beach lot Assist Marine Safety 7m 27s 9/13/2025 09:14am 10th St Beach Lot Assist Marine Safety 8m 36s 9/13/2025 09:26am 10th St Beach Lot Assist Marine Safety 21m 4s 9/13/2025 10:05am 10th St Beach Lot Assist Marine Safety 19m 6s 9/20/2025 08:15pm City of Los Alamitos Assist Los Al PD Search 7m 12s 9/23/2025 05:40am City of Los Alamitos Search for Stolen Vehicle 20m4s 9/23/2025 06:01am City of Los Alamitos Search for Stolen Vehicle 16m6s 9/28/2025 12:31pm North Gate Rd 8m 39s 9/28/2025 01:42pm North Gate Rd 6m 8s Page 7 2 3 0 0 9/28/2025 02:21pm 405 Fwy / 605 Fwy Interchange Adjacent Area Area Search 15m 13s 9/28/2025 02:45pm Seal Beach Blvd E-Bike 9m 44s 9/28/2025 04:14pm Main St E-Bike 18m 16s 9/28/2025 07:03pm City of Los Alamitos Foot Pursuit 16m5s 10/4/2025 10:10pm City of Los Alamitos FATAL 13m 10s 10/4/2025 11:43pm City of Los Alamitos FATAL 5m 46s 10/7/2025 10:31pm Surfside 5m 33s 10/27/2025 05:41pm Driftwood Ave 417 7m54s 11/11/2025 09:31pm Surfside Ave Trespass 8m 40s 11/17/2025 03:13am 1st St Trouble Unk 7m 49s 11/21/2025 10:09pm City of Cypress AOA 4m 49s 11/21/2025 10:28pm City of Cypress AOA 15m 40s 11/22/2025 08:18am Orange County Fire Authority Test Flight 3m19s 11/28/2025 7:26pm Old Ranch Pkwy 3m40s 12/4/2025 02:44pm Seal Beach Blvd FATAL 20m5s 12/4/2025 03:05pm Seal Beach Blvd FATAL 8m11s 12/31/2025 04:02am City of Cypress 459-AOA 20m 43s The Department gives strong consideration to the public’s welfare, safety, civil rights, and civil liberties. In a continued effort for greater transparency, the Department values meaningful public input related to the use of military equipment in our community. The Department is required to hold at least one (1) well-publicized and conveniently located community engagement meeting where community members may discuss and ask questions regarding the annual military equipment report. Meetings must be held within thirty days of posting this report on the Department’s website. The Department will provide this opportunity on June 22, 2026 at 7:00 pm, during the City’s regularly scheduled City Council meeting. The meeting will take place in the City Council chambers and will include a presentation as well as opportunities to discuss this report with the Chief of Police and/or City Council. In compliance with the requirements of AB 481, a draft of this staff report, which includes the 2025 Annual Military Equipment Report, and the updated Policy was published on the Department’s website as of May 11, 2026. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: The City Attorney has reviewed and approved as to form. Page 8 2 3 0 0 FINANCIAL IMPACT: There is no financial impact for this item. RECOMMENDATION: That the City Council: 1. Review and file the Seal Beach Police Department’s Annual Military Equipment Report for 2025; and, 2. Introduce, read by title only, and waive further reading of Ordinance 1728 to renew the Military Equipment Use Ordinance and update the Seal Beach Police Department’s Military Equipment Use Policy 706. SUBMITTED BY: NOTED AND APPROVED: Michael Henderson Patrick Gallegos Michael Henderson, Chief of Police Patrick Gallegos, City Manager Prepared by: Michael Ezroj, Operation Bureau Captain ATTACHMENTS: A. Ordinance 1728 B. Policy 706 – updated 01-10-25 C. Military Equipment Inventory List – updated 05/11/2026 ORDINANCE 1728 AN ORDINANCE OF THE SEAL BEACH CITY COUNCIL RENEWING ITS MILITARY EQUIPMENT USE ORDINANCE AND APPROVING THE SEAL BEACH POLICE DEPARTMENT’S UPDATED MILITARY EQUIPMENT USE POLICY IN ACCORDANCE WITH GOVERNMENT CODE SECTION 7071 WHEREAS, on September 30, 2021, Governor Gavin Newsom signed into law Assembly Bill 481 (“AB 481”), adding sections 7070 et. seq. to the Government Code, requiring law enforcement agencies to obtain approval from their governing body before acquiring “military equipment,” as defined by Government Code section 7070(c); and, WHEREAS, Government Code section 7071(a) requires law enforcement agencies to obtain approval from their governing body by an ordinance adopting a military use policy, at a regular meeting held pursuant to open meeting laws, prior to taking certain actions relating to the funding, acquisition, or use of “military equipment”; and, WHEREAS, on April 25, 2022, City Council adopted its military equipment use ordinance (Ordinance 1694) approving the Seal Beach Police Department’s Military Equipment Use Policy (“Policy 706”) and Military Equipment Use Inventory; and, WHEREAS, on May 22, 2023, City Council authorized the Seal Beach Police Department’s updated Military Equipment Use Policy and renewed its military equipment ordinance (Ordinance 1705); and, WHEREAS, on May 28, 2024, City Council authorized the Seal Beach Police Department’s updated Military Equipment Use Policy and renewed its military equipment ordinance (Ordinance 1710); and, WHEREAS, on May 27, 2025, City Council authorized the Seal Beach Police Department’s updated Military Equipment Use Policy and renewed its military equipment ordinance (Ordinance 1718); and, WHEREAS, the Seal Beach Police Department currently possesses equipment that qualifies under the definition of “military equipment” in Government Code section 7070(c), and wishes to continue to use such equipment in a responsible manner to ensure the safety of the community and its residents; and, WHEREAS, in accordance with Government Code Section 7071(e)(1), a law enforcement agency seeking to continue the use of any military equipment must annually commence the governing body renewal process for the military equipment use ordinance adopted by the governing body; and, 1 1 1 9 7 WHEREAS, the renewal of the military equipment use ordinance is necessary in order to continue the use of such equipment for the purpose of protecting the safety of officers, residents, and visitors in the City of Seal Beach; and, WHEREAS, the Seal Beach Police Department seeks authorization for the purchase of additional weapons previously authorized and identified in the Military Equipment Use Policy’s attached Inventory; and, WHEREAS, in accordance with Government Code Section 7071(b), the Seal Beach Police Department submitted a proposed military equipment use policy with the updated inventory to the City Council and has posted a copy of the policy on the Seal Beach Police Department’s website; and, WHEREAS, in accordance with Government Code Section 7072(a), the Seal Beach Police Department submitted an annual report for each type of military equipment approved and has posted a copy of the annual report on the Seal Beach Police Department’s website; and, WHEREAS, in accordance with Government Code Section 7072(b), the Seal Beach Police Department held a community engagement meeting on May 27, 2026, at which time the public had the opportunity to comment on the annual military equipment report; proposed military equipment use policy and inventory list; the renewal of the military equipment use ordinance; and the funding, acquisition, or use of military equipment. NOW, THEREFORE, the City Council of the City of Seal Beach does hereby ordain as follows: Section 1. The City Council hereby finds that all of the facts set forth in the Recitals above are true and correct. Section 2. Legislative Findings. Pursuant to Government Code Section 7071, the City Council considered the adoption of this Ordinance at a regular, public meeting on June 22, 2026, and based on the facts set forth above, the Agenda Report, the information provided to the City Council at the public meeting, and the record thereof which is incorporated by this reference, the City Council hereby determines and makes the following findings: A. The military equipment identified in the Seal Beach Police Department’s Military Equipment Inventory are necessary because there is no reasonable alternative that can achieve the same objective of officer and civilian safety for the reasons identified in the Military Equipment Inventory; and, 1 1 1 9 7 B. The military equipment identified in the Seal Beach Police Department’s Military Equipment Inventory will safeguard the public’s welfare, safety, civil rights, and civil liberties for the reasons identified in the Military Equipment Inventory; and C. The military equipment identified in the Seal Beach Police Department’s Military Equipment Inventory are necessary because there are no cost-effective alternatives; and D. Prior military equipment use complied with Seal Beach Police Department Policy 706, or if prior uses did not comply with the accompanying military equipment use policy, corrective action has been taken to remedy nonconforming uses and ensure future compliance. Section 3. Pursuant to Government Code Section 7071, the City Council hereby renews its military equipment use ordinance, Ordinance No. 1694, and authorizes the updated inventory list under Seal Beach Police Department Policy 706, as set forth in the attached Exhibit A and incorporated by this reference. Section 4. Severability. If any sentence, clause, or phrase of this Ordinance is for any reason held to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the remaining provisions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each sentence, clause or phrase thereof irrespective of the fact that any one or more sentences, clauses or phrases be declared unconstitutional or otherwise invalid. Section 5. Publication. The City Clerk shall cause this Ordinance to be published at least once in a newspaper of general circulation published and circulated in the City within fifteen (15) days after its passage in accordance with Section 36933 of the Government Code, shall certify to the adoption of this Ordinance, and shall cause this Ordinance and this certification, together with proof of publication, to be entered in the Book of Ordinances of the Council of this City. Section 6. Effective Date. This Ordinance shall take effect and be in full force thirty (30) days after its passage. Section 7. Certification. The City Clerk shall certify to the adoption of this Ordinance and shall cause the same to be published in the manner prescribed by law. 1 1 1 9 7 INTRODUCED at a regular meeting of the City Council of the City of Seal Beach held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk APPROVED AS TO FORM: ___________________________ Nicholas Ghirelli, City Attorney Policy 706 Seal Beach Police Department Seal Beach PD Policy Manual Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 1 Military Equipment 706.1 PURPOSE AND SCOPE The purpose of this policy is to provide guidelines for the approval, acquisition, reporting requirements, and use of military equipment (California Government Code § 7070; Government Code § 7071; Government Code § 7072). This policy is provided to fulfill the obligations set forth in Assembly Bill No. 481, enacting the foregoing Code sections. These obligations include, but are not limited, to seeking approval for the use and acquisition of specific items deemed to be military equipment, and requirements related to compliance, annual reporting, cataloging, and complaints regarding these items. 706.1.1 DEFINITION OF MILITARY EQUIPMENT California Government Code § 7070 defines "military equipment" as including: •Unmanned, remotely piloted, powered aerial or ground vehicles. •Mine-resistant ambush-protected (MRAP) vehicles or armored personnel carriers. •High mobility multipurpose wheeled vehicles (HMMWV), two-and-one-half-ton trucks, five-ton trucks, or wheeled vehicles that have a breaching or entry apparatus attached. •Tracked armored vehicles that provide ballistic protection to their occupants. •Command and control vehicles that are either built or modified to facilitate the operational control and direction of public safety units. •Weaponized aircraft, vessels, or vehicles of any kind. •Battering rams, slugs, and breaching apparatuses that are explosive in nature. This does not include a handheld, one-person ram. •Firearms and ammunition of.50 caliber or greater, excluding standard-issue shotguns and standard-issue shotgun ammunition. •Specialized firearms and ammunition of less than.50 caliber, including firearms and accessories identified as assault weapons in Penal Code § 30510 and Penal Code §30515, with the exception of standard-issue handguns. •Any firearm or firearm accessory that is designed to launch explosive projectiles. •Noise-flash diversionary devices and explosive breaching tools. •Munitions containing tear gas or OC, excluding standard, service-issued handheld pepper spray. •TASER® Shockwave, microwave weapons, water cannons, and long-range acoustic devices (LRADs). •Kinetic energy weapons and munitions. •Any other equipment as determined by a governing body or a state agency to require additional oversight. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 2 706.2 POLICY It is the policy of the Seal Beach Police Department that members of this Department shall comply with the provisions of Government Code § 7071, et seq., with respect to military equipment. It is the policy of the Seal Beach Police Department that there shall be legally enforceable safeguards, including transparency, oversight, and accountability measures in place to protect the public's welfare, safety, civil rights, and civil liberties before military equipment is funded, acquired, or used. 706.3 MILITARY EQUIPMENT COORDINATOR The Chief of Police designates the Support Services Bureau Lieutenant to act as the military equipment coordinator. The responsibilities of the military equipment coordinator include, but are not limited to: (a)Acting as liaison to the City Council for matters related to the requirements of this policy. (b)Identifying equipment that qualifies as military equipment in the current possession of the Department, and/or military equipment the Department intends to acquire that requires approval by the City Council. (c)Conducting an inventory of all Department military equipment at least annually. (d)Collaborating with any allied agency that may use military equipment within the jurisdiction of Seal Beach Police Department (Government Code § 7071). (e)Preparing for, scheduling, and coordinating the annual community engagement meeting, which includes: 1.Publicizing the details of the meeting. 2.Preparing for public questions regarding the Department's funding, acquisition, and use of equipment. (f)Preparing the annual military equipment report for submission to the Chief of Police and ensuring that the report is made available on the Department website (Government Code § 7072). (g)Coordinating the processing of complaints and concerns submitted pursuant to Section 706.7 of this policy. 706.4 MILITARY EQUIPMENT USE CONSIDERATIONS The military equipment acquired and authorized by the Department is: (a)Necessary because there is no reasonable alternative that can achieve the same objective of officer and civilian safety. (b)Reasonably cost effective compared to available alternatives that can achieve the same objective of officer and civilian safety. Military equipment shall only be used by a Department employee after the employee has received the training specified herein, any course required by the Commission on Peace Officer Standards and Training (POST), has been successfully completed, unless exigent circumstances arise. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 3 706.5 MILITARY EQUIPMENT REPORTING CONSIDERATIONS Upon approval of a military equipment policy, the Chief of Police or the authorized designee shall submit a military equipment report to the City Council for each type of military equipment approved within one year of approval of this policy, and annually thereafter for as long as the military equipment is available for use (Government Code § 7072). The Chief of Police or the authorized designee shall also make each annual military equipment report publicly available on the Department website for as long as the military equipment is available for use. The report shall include all information required by Government Code § 7072 for the preceding calendar year, for each type of military equipment in the Department's inventory. The annual military equipment report shall, at a minimum, include the following information for the immediately preceding calendar year for each type of military equipment: (a)A summary of how the military equipment was used and the purpose of its use. (b)A summary of any complaints or concerns received concerning the military equipment. (c)The results of any internal audits, any information about violations of the military equipment use policy, and any actions taken in response. (d)The total annual cost for each type of military equipment, including acquisition, personnel, training, transportation, maintenance, storage, upgrade, and other ongoing costs, and from what source funds will be provided for the military equipment in the calendar year following submission of the annual military equipment report. (e)The quantity possessed for each type of military equipment. (f)If the Department intends to acquire additional military equipment in the next year, the quantity sought for each type of military equipment. Within 30 days of submitting and publicly releasing an annual military equipment report, the Department shall hold at least one well-publicized and conveniently located community engagement meeting, at which the general public may discuss and ask questions regarding the annual military equipment report and Seal Beach Police Department's funding, acquisition, or use of military equipment. This shall occur as a part of the Department's presentation to the City Council. 706.6 CATALOGING OF MILITARY USE EQUIPMENT All military use equipment kept and maintained by the Seal Beach Police Department shall be cataloged in a way which addresses each of the following requirements: 1.The manufacturer's description of the equipment. 2.The capabilities of the equipment. 3.The purposes and authorized uses for which the Department proposes to use the equipment. 4.The expected lifespan of the equipment. 5.The fiscal impact of the equipment, both initially and for on-going maintenance. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 4 6.The quantity of the equipment, whether maintained or sought. 706.7 COMPLIANCE The Support Services Bureau Lieutenant will ensure that all Department members comply with this policy and will conduct an annual audit. The Chief of Police or designee will be notified of any policy violations and, as appropriate, the violation(s) will be referred to the Internal Affairs Division and handled in accordance with Policy 1009 (Personnel Complaints). All instances of non-compliance will be reported to City Council via the annual military equipment report. Any member of the public can register a question or concern regarding military use equipment by contacting the Seal Beach Police Department via email at askacop@sealbeachca.gov. A response to the question or concern shall be completed and provided by the Department in a timely manner, but not to exceed thirty (30) days. Any member of the public can submit a complaint to any member of the Department and in any form (i.e., in person, telephone, email, etc.). Once the complaint is received, it shall be routed to the Internal Affairs Division in accordance with Policy 1009. 706.8 FUNDING The Department shall obtain City Council approval, by an ordinance adopting a new or revised military equipment use policy, prior to seeking funds for military equipment, including, but not limited to, applying for a grant, soliciting, or accepting private, local, state, or federal funds, in-kind donations, or other donations or transfers. The Department has authority to apply for funding prior to obtaining City Council approval in the case of exigent circumstances.In such case, the Department shall obtain City Council approval as soon thereafter as practicable. In seeking such approval, the Support Services Bureau Lieutenant will submit to the City Council a report explaining the nature of the exigency and why prior approval could not be obtained. 706.9 MILITARY EQUIPMENT INVENTORY The following constitutes an inventory of previously purchased equipment for the Seal Beach Police Department deemed to be military and militaristic as defined by this policy. 1. Unmanned Aircraft System (UAS) A UAS is an unmanned aircraft and the equipment necessary for the safe and efficient operation of the aircraft. An unmanned aircraft is a component of a UAS. It is defined by statute as an aircraft that is operated without the possibility of direct human intervention from within or on the aircraft. Current Inventory: DJI MAVIC 2 ENTERPRISE DUAL Description: UAS that has a color and infrared camera as well as audible speaker and light. Capable of video recording and weighs 899 grams, approx. 30 minutes of flight time. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 5 Quantity: 2 Purchase Price: $5,500 each DJI Avata Description: First-person-view (FPV) "Cinewhoop" UAS designed to take high-quality video. The model is smaller, lighter, more agile, and equipped with propeller guards so that it is safe to fly around people and in-door use. Quantity: 1 (Serial Number 1581F4QWD227B0021HFY) Purchase Price: $677.74 each Purpose: To be deployed when its view would assist officers or incident commanders with the following situations, which include but are not limited to: (a)major collision investigations (b)search for missing persons (c)natural disaster management (d)crime scene photography (e)SWAT, tactical or other public safety and life preservation missions (f)In response to specific requests from local, state, or federal fire authorities for fire response and/or prevention. Authorized Use: Only assigned operators who have completed the required training shall be permitted to operate any UAS during approved missions. Expected Life Span: All UAS equipment, 3-5 years. Fiscal Impact: Annual maintenance and battery replacement cost is approximately $2,000. Training Required: All Department UAS operators must be licensed by the Federal Aviation Administration for UAS operation. In addition, each operator must attend a 40-hour Department training and ongoing quarterly training. Legal and Procedural Rules: Use is established under Policy 606, FAA Regulation 14 CFR Part 107, and the City of Seal Beach UAS policy. It is the policy of the Seal Beach Police Department to utilize UAS only for official law enforcement purposes, and in a manner that respects the privacy of our community, pursuant to State and Federal law. 2. 40 MM Launchers and Rounds 40MM Launchers are utilized by Department personnel as a less lethal tool to launch impact rounds. Current Inventory: DEFENSE TECHNOLOGY, 40MM SINGLE SHOT LAUNCHER Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 6 Description: The 40MM Single Launcher is a tactical single shot launcher that features an expandable ROGERS Super Stock and an adjustable Integrated Front Grip (IFG) with light rail. It will fire standard 40mm less lethal ammunition, up to 4.8 inches in cartridge length. It will launch a 40mm less lethal round up to 131 feet and is only authorized to be used by SWAT personnel. Serial Numbers #D36434/FW21222/FW21223. Quantity: 1 Purchase Price: $1,000 each DEFENSE TECHNOLOGY, EXACT IMPACT 40MM ROUND Description: The eXact iMpact 40mm sponge round is a point-of-aim, point-of-impact direct- fire round. This is a lightweight, high-speed projectile consisting of a plastic body and sponge projectile that is spin stabilized via the incorporated rifling collar and the 40mm launcher's rifled barrel. The round utilizes smokeless powder as the propellant, and therefore, has velocities that are extremely consistent. It is used for crowd control, patrol, and tactical applications. Part Number 6325. Quantity: 41 Purchase Price: $26.50 each Purpose: To limit the escalation of conflict where employment of lethal force is prohibited or undesirable. Authorized Use: Situations for use of the less lethal weapon systems may include, but are not limited to: (a)Self-destructive, dangerous and/or combative individuals. (b)Riot/crowd control and civil unrest incidents. (c)Circumstances where a tactical advantage can be obtained. (d)Potentially vicious animals. (e)Training exercises or approved demonstrations. Training: Sworn members utilizing 40mm less lethal chemical agents or impact rounds must first be trained in their use by POST certified less lethal and chemical agent instructors. Expected Life Span: Defense Technology Launchers - 25 years, Rounds - 5 years. Fiscal Impact: Annual maintenance is approximately $50 for each launcher. Legal and Procedural Rules: Use is established under Policy 302.7.2. It is the policy of the Seal Beach Police Department to utilize the 40mm only for official law enforcement purposes, and pursuant to State and Federal law, including laws regarding the use of force. 3. Less Lethal Shotgun Less Lethal Shotgun is used to deploy the less lethal 12-gauge Super-Sock Beanbag Round. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 7 Current Inventory: REMINGTON 870 LESS LETHAL SHOTGUN Description: The Remington 870 Less Lethal Shotgun is used to deploy the less lethal 12- gauge Super-Sock Beanbag Round up to a distance of 75 feet. The range of the weapon system helps to maintain space between officers and a suspect reducing the immediacy of the threat which is a principle of De-escalation. Quantity: 13 Purchase Price: $946 each Drag Stabilized 12-GAUGE BEANBAG ROUND Description: A less lethal 2.4-inch 12-gauge shotgun round firing a ballistic fiber bag filled with 40 grams of lead shot at a velocity of 270-290 feet per second (FPS). Drag Stabilized rounds are discharged from a dedicated 12-gauge shotgun that is distinguishable by an orange butt stock and fore grip. This round provides accurate and effective performance when fired from the approved distance of not fewer than five (5) feet. The maximum effective range of this munition is up to 75 feet from the target. The Drag Stabilized Model is in its deployed state immediately upon exiting the barrel. It does not require a minimum range to "unfold" or "stabilize." The Drag Stabilized Model is an aerodynamic projectile. However, accuracy is relative to the shotgun, barrel length, environmental conditions, and the operator. The Drag Stabilized Model is very accurate. However, effectiveness depends on many variables, such as distance, clothing, stature, and the point where the projectile impacts. Quantity: 317 Purchase Price: $5 each Purpose: To limit the escalation of conflict where employment of lethal force is prohibited or undesirable. Authorized Use: Situations for use of the less lethal weapon systems may include, but are not limited to: (a)Self-destructive, dangerous and/or combative individuals. (b)Riot/crowd control and civil unrest incidents. (c)Circumstances where a tactical advantage can be obtained. (d)Potentially vicious animals. (e)Training exercises or approved demonstrations. Expected Life Span: Remington 870 Less Lethal Shotgun- 25 years, Drag Stabilized 12-Gauge beanbag round - no listed expiration date. Fiscal Impact: Annual maintenance is approximately $50 for each shotgun. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 8 Training: All officers must first be trained in the 12 gauge less lethal shotgun as a less lethal option by in-service training. SWAT personnel receive additional training internally when they transfer to the unit. SWAT operators who utilize these munitions must have been through and successfully completed a POST approved gas school and/or trained in house by POST certified chemical agent instructors for muzzle blast training. Legal and Procedural Rules: Use is established under Policy 305.4.2. It is the policy of the Seal Beach Police Department to utilize the less lethal shotgun only for official law enforcement purposes, and pursuant to State and Federal law, including laws regarding the use of force. 4. Rifles Firearm designed and intended to be fired from the shoulder and designed to use the energy in a fixed metallic cartridge to fire only a single projectile through a rifled bore for each single pull of the trigger. Current Inventory: Colt AR-15 223 16" Description: lightweight, magazine-fed, gas-operated semi-automatic rifle. Caliber 223, 16- inch barrel. Quantity: 37 Purchase Price: $846.56 per firearm Colt AR-15 223 Short Barrel Rifle (SBR) Description: lightweight, magazine-fed, gas-operated semi-automatic rifle. Caliber 223, 16- inch barrel. Quantity: 3 Purchase Price: $1,223.64 per firearm Geissele AR-15 223 14.5 SBR Description: lightweight, magazine-fed, gas-operated semi-automatic rifle. Caliber 223, 14.5- inch barrel. Quantity: 5 Purchase Price: $750 per firearm Geissele AR-15 5.56 10.3 SBR Description: lightweight, magazine-fed, gas-operated semi-automatic rifle. Caliber 5.56, 10.3- inch barrel. Quantity: 6 Purchase Price: $925 per firearm Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 9 H&K MP-7 4.6X30 7.1" Description: lightweight, magazine-fed, gas-operated semi-automatic rifle. Chambered for the HK 4.6×30mm armor-piercing cartridge designed by manufacturer Heckler & Koch. 7.1- inch barrel. Quantity: 2 Purchase Price: $1,852.20 per firearm Winchester.223 Remington 55GR silver tip rifle round Description:.223 Remington caliber, Fragmenting Polymer Tip (FPT), 55 grain bullet weight, brass cartridge case material. Quantity: 3,680 Purchase Price: $802.74 (price per 1,000) Winchester.223 Remington 55GR frangible rifle round Description:.223 Remington caliber, Frangible, 55 grain bullet weight, brass cartridge case material. Quantity: 1,900 Purchase Price: $668.05 (price per 1,000) Winchester 5.56 MM 55GRFull Metal Jacket (FMJ) rifle round Description: 5.56 MM caliber, Full Metal Jacket (FMJ), 55 grain bullet weight, brass cartridge case material. Quantity: 6,000 Purchase Price: $392.21 (price per 1,000) L-Tech 4.6 x 30MM 31GR Frangible rifle round Description: 4.6x30MM caliber, Frangible, 31 grain bullet weight. Quantity: 4,800 Purchase Price: $437.50 (price per 1,000) L-Tech 4.6 x 30MM 31GR OTM Description: 4.6x30MM caliber, Open Tip Match (OTM), 31 grain bullet weight. Quantity: 880 Purchase Price: $572.00 (price per 1,000) Purpose: To be used as precision weapons to address a threat with more precision and/or greater distances than a handgun, if present and feasible. Authorized Use: Only members that are POST certified are authorized to use a rifle. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 10 Expected Life Span: No expiration date. Fiscal Impact: Annual maintenance is approximately $50 for each rifle. Training: Prior to using a rifle, officers must be certified by POST instructors in the operation of the rifle. Additionally, all members that operate any rifle are required to pass a range qualification two times a year. Legal and Procedural Rules: Use is established under Policy 305.4.3. It is the policy of the SBPD to utilize rifles only for official law enforcement purposes, and pursuant to State and Federal laws regarding the use of force. 5. PepperBall Launcher A device that discharges irritant projectiles. Current Inventory: Tippmann PepperBall Gun Description: A compressed-air powered launcher designed to fire non-lethal PepperBall projectiles. Quantity: 2 Purchase Price: $1,146.50 PepperBall LIVE-X PROJECTILE Description: The Live Projectile contains a concentrated amount of PAVA pepper powder. One round of LIVE-X contains the equivalent to 10 PepperBall rounds. Discharged from a PepperBall Launcher, the projectile has a velocity of 280-350 FPS. The projectile has a direct impact of 60ft and an area of saturation of 150+ft. The projectile contains 5% PAVA Powder. Quantity: 340 Purchase Price: $3 per projectile Purpose: To limit the escalation of conflict where employment of lethal force is prohibited or undesirable. Situations for use of the less lethal weapon systems may include but are not limited to: (a)Self-destructive, dangerous and/or combative individuals. (b)Riot/crowd control and civil unrest incidents. (c)Circumstances where a tactical advantage can be obtained. (d)Potentially vicious animals. (e)Training exercises or approved demonstrations. Authorized Use: Only those officers who have been trained in the use of PepperBall launchers are authorized to use the PepperBall launchers. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 11 Training: Only sworn members may utilize PepperBall launchers and projectiles and must first be trained in their use by POST certified less lethal and chemical agent instructors. Expected Life Span: (a)Tippmann PepperBall Gun - 20 years (b)PepperBall Live-X Projectile - 3 years Fiscal impact: Annual maintenance is approximately $50 for each PepperBall launcher. Legal and Procedural Rules: Use is established under Policy 302.7.2. It is the policy of the SBPD to utilize PepperBall only for official law enforcement purposes, and pursuant to State and Federal law, including laws regarding the use of force. 706.10 MILITARY SWAT EQUIPMENT INVENTORY The Seal Beach Police Department participates in the West County Special Weapons and Tactics (SWAT) team, a regional SWAT and Crisis Negotiation Team (CNT) with Officers from the cities of Seal Beach, Los Alamitos, Cypress, Fountain Valley, and Westminster. The following constitutes an inventory of previously purchased equipment known to be owned and/ or utilized by law enforcement units with which the Seal Beach Police Department collaborates and/or participates for law enforcement purposes, which are deemed to be military and militaristic as defined by this policy. The equipment in this section is primarily used by the members of the West County SWAT Team. 1. Armored Vehicles Commercially produced wheeled armored personnel vehicle utilized for law enforcement purposes. Current Inventory: LENCO BEARCAT G2 Description: Armored vehicle that seats 10-12 personnel with open floor plan that allows for rescue of down personnel. It can stop various projectiles, which provides greater safety to citizens and officers beyond the protection level of shield and personal body armor, VIN FDAF5HT2BEC98082. Quantity: 1 Purchase Price: Refer to Westminster Police Department policy Purpose: To be used in response to critical incidents to enhance officer and community safety, improve scene containment and stabilization, and assist in resolving critical incidents. Authorized Use: The use of armored vehicles shall only be authorized by a watch commander or SWAT commander, based on the specific circumstances of a given critical incident. Armored vehicles shall be used only by officers trained in their deployment and in a manner consistent with Department policy and training. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 12 Expected Lifespan: 25 years. Fiscal Impact: Annual maintenance cost of approximately $10,000. Training: All driver/operators must first attend formalized instruction and be trained in vehicle operations and practical driving instruction. Legal and Procedural Rules: It is the policy of the Department to utilize armored vehicles only for official law enforcement purposes, and pursuant to State and Federal law. Other Notes: The bearcat was obtained through the UASI group procurement process in 2012. The vehicle is currently stored at Westminster Police Department and used by the West County SWAT during training and SWAT operations for the region. 2. Mobile Command Post Vehicle (MCP) A vehicle used mobile office that provides shelter, access to Department computer systems, and restroom facilities during extended events. Current Inventory: Freightliner M2 106 vehicle Description: The MCP can also be utilized for SWAT/CNT and other critical incidents, preplanned large events, searching for missing persons, natural disasters, and community events. Quantity: 1 Purchase Price: Refer to Cypress Police Department policy Purpose: To be used based on the specific circumstances of a given critical incident, large event, natural disaster, or community event that is taking place. Authorized Use: Only officers trained in their deployment and operations in a manner consistent with Department policy and training are authorized to operate the MCP. Furthermore, only officers who have completed the California State Class B Commercial driving school and become properly licensed will be allowed to drive the MCP. Situations which the MCP is authorized for use would include but not be limited to critical incidents, emergencies, and natural disasters. Expected Lifespan: The MCP, 20-year lifespan on chassis and vehicle structure. Upgrades needed in 7 years to maintain IT systems. Fiscal Impact: Annual maintenance cost is approximately $1,000. Cost-sharing for the vehicle is administered by the Cypress Finance Department and each city is billed a third of costs associated with the annual vehicle maintenance and technology service fees. Training: The driver/operator must first receive training in the safe handling of the vehicle on a closed training course. Once the operator has shown competence in vehicle handling, the driver/ operator will drive the vehicle throughout the city with an experienced driver. Driver/operators shall Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 13 also undergo California Department of Motor Vehicles commercial vehicle testing and possess a Class B driver's license. Legal and Procedural Rules: It is the policy of the Department to use the MCP only for official law enforcement purposes, and in accordance with California State law regarding the operation of motor vehicles. Other Notes: After the City of Anaheim UASI group completed the procurement process and the vehicle was built, the City of Cypress took delivery of the MCP on April 19, 2007. The City of Cypress entered into an agreement with the cities of Los Alamitos and Seal Beach to accept, house, utilize and cost-share repairs and routine maintenance for the regional MCP vehicle. The vehicle is currently housed inside a City of Seal Beach fire station (OCFA station #48) and is utilized by all three cities for special events that include DUI checkpoints, public relations presentations, and emergency incidents. The vehicle is also the primary command and control platform for West County S.W.A.T. during training and S.W.A.T. operations for the region. The vehicle is staffed with a team of City employees and designated volunteers from all three cities including the West Cities Police Dispatch Communications Center. Cost-sharing for the vehicle is administered by the Cypress Finance Department and each city is billed a third of costs associated with the annual vehicle maintenance and technology service fees. 3. Light Sound Diversionary Devices (LSDD) A device used to distract dangerous persons. Current Inventory: COMBINED TACTICAL SYSTEMS (CTS), MODEL 7290 FLASH BANG Description: This is the standard diversionary flash-bang device. It is non-bursting, non- fragmenting single use device that produces a 175db and 6-8 million candela of light output. It is ideal for distracting potentially dangerous suspects during assaults, hostage rescue, building/room entry or other high-risk arrest situations. Quantity: 1 Purchase Price: $45 each DEFENSE TECHNOLOGY, NO. 15 STINGER GRENADE Description: This is a hand-held, hand-thrown grenade and has an initial 1 second delayed fuse. Once the fuse is discharge at a low speed, the main charge detonates to produce a loud sound and bright flash of light, and the distribution of approximately 180 rubber pellets of.32 caliber size are expelled from the grenade, and the pellets can travel up to 50 ft. from the point of detonation. Quantity: 15 Purchase Price: $36 each Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 14 Purpose: A diversionary device is ideal for distracting dangerous suspects during assaults, hostage rescue, room entry or other high-risk arrest situations. To produce atmospheric overpressure and brilliant white light and, as a result, can cause short-term (6 - 8 seconds) physiological/psychological sensory deprivation to give officers a tactical advantage. Authorized Use: Diversionary Devices shall only be used: (a)By officers who have been trained in their proper use. (b)In hostage and barricaded subject situations. (c)In high-risk warrant (search/arrest) services where there may be extreme hazards to officers. (d)During other high-risk situations where their use would enhance officer safety. (e)During training exercises. Expected Lifespan: Until used. Fiscal Impact: No annual maintenance. Training: Prior to use, officers must attend diversionary device training that is conducted by POST certified instructors. Legal and Procedural Rules: Use is established under Policy 302.6. It is the policy of the SBPD to utilize diversion devices only for official law enforcement purposes, and pursuant to State and Federal law regarding the use of force. Other Notes: This equipment is owned and operated by West County SWAT through the Cypress Police Department, which could result in its deployment and/or use in the City of Seal Beach. 4. Chemical Agent and Smoke Canisters Canisters that contain chemical agents that are released when deployed. Current Inventory: DEFENSE TECHNOLOGY, DIRECT IMPACT 40MM CS ROUND Description: The Direct Impact 40MM CS munition is a point-of-aim, point-of-impact direct- fire round. The munition can be used to incapacitate a single subject or control a crowd. The munition is loaded with CS powder and is combined with lightweight, high-speed crushable foam projectile for maximizing the potential for incapacitation. Part Number 6322. Quantity: 4 Purchase Price: $26.50 each DEFENSE TECHNOLOGY, DIRECT IMPACT 40MM OC ROUND Description: The 40MM Direct Impact OC munition is a point-of-aim, point-of-impact direct- fire round. The munition is loaded OC powder and is combined with a lightweight, high-speed projectile consisting of a plastic body and crushable foam nose. Part Number 6320. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 15 Quantity: 5 Purchase Price: 26.50 each DEFENSE TECHNOLOGY, FLAMELESS TRI-CHAMBER CS GRENADE Description: The design of the Tri-Chamber Flameless CS Grenade allows the contents to burn within an internal can and disperse the agent safely with reduced risk of fire. The grenade is designed primarily for indoor tactical situations to detect and/or dislodge a barricaded subject. This grenade will deliver 20 grams of agent during its 20-30 seconds burn time. The device is not launchable. Part Number 1032. Quantity: 2 Purchase Price: $34.94 each DEFENSE TECHNOLOGY SPEDE-HEAT CS GRENADE Description: The Spede-Heat CS Grenade is a high volume, continuous burn munition. It expels a CS payload of 81.2 grams in approximately 20-40 seconds. The CS is discharged through four gas ports on top of the canister, three gas ports on the side, and one gas port on the bottom. The device is launchable. Part Number 1072. Quantity: 15 Purchase Price: $28.30 each DEFENSE TECHNOLOGY CS TRIPLE-CHASER SEPARATING CANISTER Description: The Triple-Chaser separating CS consists of three separate canisters pressed together with separating charges between each section (canister). When deployed, this grenade will separate into three (3) distinct sub-munitions, spaced approximately 20ft. apart. This allows increased area coverage in a short period of time, from one deployment. Terrain and surface conditions can affect the distance of the separating sub-munitions. The device is specifically designed for outdoor use in crowd control situations. The separating function and relatively quick burn time minimizes the potential of a "throwback" from hostile or combative subjects. The munition is launchable. Part Number 1026. Quantity: 1 Purchase Price: $44.89 each DEFENSE TECHNOLOGY 40MM CS FERRET POWDER BARRICADE PENETRATING PROJECTILE ROUND Description: The 40MM CS Ferret Powder munition is a barricade penetrating round filled with a CS Powder chemical agent. It is a frangible projectile that is spin stabilized utilizing barrel rifling of the 40MM launcher. It is non-burning and designed to penetrate barriers. It is primarily used to dislodge barricaded subjects and can also be used for area denial. It is used by tactical teams to penetrate barriers such as windows, hollow core doors, wallboard (drywall), and thin plywood. Upon impact, the nose ruptures and instantaneously delivers Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 16 the agent payload inside of a structure of vehicle. The active CS agent is 7.6 grams and instantaneously discharges on impact. Part Number 2292. Quantity: 7 Purchase Price: $20.91 each DEFENSE TECHNOLOGY 40MM CS FERRET LIQUID BARRICADE PENETRATING PROJECTILE ROUND Description: The 40MM CS Ferret Liquid munition is a frangible projectile filled with chemical agent. It is designed to deliver chemical agents in barricade situations from a 40mm launcher. Spin stabilization from barrel rifling affords maximum stand-off distance and accuracy for safety. The munition is non-burning and suitable for indoor use. It is designed to penetrate barriers, such as windows, hollow core doors, wallboard, and thin plywood. Upon impacting the barrier, the nose cone ruptures and instantaneously delivers a small chemical payload inside of a structure or vehicle. The active CS agent is 27.6 grams and instantaneously discharges on impact. Part Number 2262. Quantity: 7 Purchase Price: $21.53 each DEFENSE TECHNOLOGY CS RIOT CONTROL CONTINUOUS DISCHARGE GRENADE Description: The Riot Control CS Grenade is designed specifically for outdoor use in crowd control situations with a high volume continuous burn that expels its payload in approximately 20-40 seconds through four gas ports located on the top of the canister. This grenade can be used to conceal tactical movement or to route a crowd. The volume of smoke and agent is vast and obtrusive. This launchable grenade is 6.0 in. by 2.35 in. and holds approximately 0.88oz. of active agent. Quantity: 15 Purchase Price: $32.70 DEFENSE TECHNOLOGY POCKET TACTICAL CS GRENADE Description: The Pocket Tactical CS Grenade is small, and lightweight. The 0.9 oz. of active agent will burn approximately 20-40 seconds. At 4.75 in. by 1.4 inches in size, it easily fits in most tactical pouches. This is a launchable grenade; however it is normally used as a signaling or covering device. Though this device is slightly over four inches in length, it produces a smoke cloud so fast it appears to be an enveloping screen produced by a full size tactical grenade. Quantity: 15 Purchase Price: $31.25 Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 17 Purpose: To limit the escalation of conflict where employment of lethal force is prohibited or undesirable. Situations for use of the less lethal weapon systems may include, but are not limited to: (a)Self-destructive, dangerous and/or combative individuals. (b)Riot/crowd control and civil unrest incidents. (c)Circumstances where a tactical advantage can be obtained. (d)Potentially vicious animals. (e)Training exercises or approved demonstrations. Authorized Use: Only officers who have received POST certification in the use chemical agents are authorized to use chemical agents. Training: Sworn members utilizing chemical agent canisters must first be certified by POST less lethal and chemical agent instructors. Expected Lifespan: 5 years from manufacturing date. Fiscal Impact: No annual maintenance. Legal and Procedural Rules: Use is established under the Seal Beach Police Department Chemical Agent Policy 302.7.2. It is the policy of the SBPD to utilize chemical agents only for official law enforcement purposes, and pursuant to State and Federal law, including those regarding the use of force. Other Notes: This equipment is owned and operated by Seal Beach Police Department and used by the West County SWAT during training and SWAT operations for the region. 5. Kinetic Breaching Tools Tools that are used to conduct a kinetic breach. The tool utilizes a self contained impact ram that has no projectiles or explosive pressures exiting the tool. Current Inventory: Kinetic Breaching Tool (KBT) Model 3-1000 Description: The KBT is a powder actuated kinetic energy forced entry tool. It utilizes a crimped blank explosive charge which drives a captive steel impact plate directed at the breach point. The impact plate extends forward out of the clamshell shroud and impacts against the target with a high level of kinetic energy to defeat the entry point or fortification. The impact plate automatically retracts and is reset in the breaching device. The KBT uses semi-automatic cycling, allowing repeated strikes on hardened or multiple targets. The KBT's intended use is for forced entry during high-risk operations with secure entry points and is designed to be operated by a single officer/tactical team member. The KBT weighs 28 lbs. dimensions are 35 in. x 9.9 in. x 9.3 in. and has an audible report of 115 dB. The KBT utilizes a proprietary blank cartridge to deliver up to 850 ft. lbs. of kinetic energy through the steel Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 18 ram. There is no projectile or explosive energy that leaves the device except for the force of the ram, which is permanently captured in the breaching device. Quantity: 1 Purchase Price: $10,494.38 each Purpose: To safely gain entry into a structure. Authorized Use: Explosive breaching may only occur after authorization by the Incident Commander or SWAT Commander in the field, and during training exercises. Expected Lifespan: (a)Kinetic Breaching Tool (KBT) - 30 years (b)Blank cartridges – 5 years (preferably rotate rounds within 1 year) Fiscal Impact: No annual maintenance. Training: All officers who use explosive breaching tools shall first attend 40 hours of explosive breaching instruction and must additionally receive quarterly training for explosive operations. Legal and Procedural Rules: It is the policy of the Seal Beach Police Department to utilize breaching tools only for official law enforcement purposes, and pursuant to State and Federal law. Other Notes: This equipment is owned and operated by Seal Beach Police Department and used by the West County SWAT during training and SWAT operations for the region. 6. Long Range Acoustic Device (LRAD) A high intensity directional acoustical array for long-range, crystal-clear hailing, notification, and an unmistakable warning tone. The LRAD is primarily used as a communication device. Current Inventory: Genasys Long-Range Acoustic Device (LRAD) Model 500X Description: The Genasys Long-Range Acoustic Device (LRAD) is a public address system optimized to the primary range of hearing. The LRAD system can deliver a live or recorded voice message with clarity for any operational scenario. LRAD's advanced driver and waveguide technology ensures every broadcast is clearly heard and understood, even above crowd, engine, and background noise. The LRAD 500X is compact, lightweight, and designed for applications ranging from fixed security installations to vehicles and vessels. The 500X is easily mounted and transportable to provide law enforcement long-range communication and safe, scalable non-kinetic escalation of force. The audible range of the LRAD 500X can reach up to 6,561 ft. American Technology Corp. Serial Number: 05984 UASI ASAUA/DHS Number 11-00456. Quantity: 1 Purchase Price: Refer to Westminster Police Department policy Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 19 Purpose: To be used to issue dispersal orders during crowd and riot control situations or to address the public in the event of civil emergencies, natural disasters, evacuations, and police incidents (e.g., missing persons, perimeters for wanted suspects/ K9 deployments, etc.). The LRAD may also be used to issue a warning tone. Authorized Use: LRAD use may only occur after the authorization of the Incident Commander or SWAT Commander in the field and/or during training exercises by personnel trained to operate the LRAD. Expected Lifespan: 25 years with proper maintenance Fiscal Impact: No annual maintenance. Training: Only officers trained in the use of the LRAD are authorized to set up and operate the device. Legal and Procedural Rules: It is the policy of the Seal Beach Police Department to utilize the Long-Range Acoustic Device (LRAD) only for official law enforcement purposes, and pursuant to State and Federal Law. Other Notes: This equipment is owned and operated by West County SWAT through the Westminster Police Department, which could result in its deployment and/or use in the City of Seal Beach. 7. Robots A remotely controlled unmanned machine that operates on the ground, which is utilized to enhance the safety of the community and officers. Current Inventory: TRANSCEND Vantage Patrol Robot Description: Transcend's Vantage robot is the world's only double-patented automatic stair and obstacle climbing robot for First Responders. It's the only option for First Responders that want their robot to "just figure it out" on the first attempt to climb stairs, clothes, and junk without the burden of tedious manual controls associated with flippers and other limb systems. This means the Vantage can be used without prior training to enter a house or building to see, hear and learn what's happening before sending officers inside. Cameras: Drive Camera (Night Vision), Pan Tilt Zoom (25x zoom, 90/15 degree up/down tilt, auto infrared night vision), FLIR Thermal. 3 hours constant driving, 12 hours monitoring / intermittent driving. 100+ lb. payload, zero degree turning radius, two-way audio (push to talk), key ignition, easy battery swapping (robot and controller). Quantity: 1 Purchase Price: Refer to Westminster Police Department policy Purpose: To be used to remotely gain visual/audio data, deliver HNT phone, open doors, disrupt packages, and clear buildings. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 20 Authorized Use: Only assigned operators who have completed the required training shall be permitted to operate the robot(s) identified above. Use is established by the Bomb Squad Commander or Incident Commander. Expected Lifespan: 8 to 10 years. Fiscal Impact: Annual maintenance and battery replacement cost is approximately $500. Training: All robot operators must first complete the FBI's 6-week hazardous device school prior to operating the robot(s) identified above. Legal and Procedural Rules: It is the policy of the SBPD to utilize a robot only for official law enforcement purposes, and in a manner that respects the privacy of our community, pursuant to State and Federal law. Other Notes: This equipment is owned and operated by West County SWAT through the Westminster Police Department, which could result in its deployment and/or use in the City of Seal Beach. 706.11 APPROVAL The Chief of Police or the authorized designee shall obtain approval from the City Council by way of an ordinance adopting the military equipment policy. As part of the approval process, the Chief of Police or the authorized designee shall ensure the proposed military equipment policy is submitted to the City Council and is available on the Department website at least 30 days prior to any public hearing concerning the military equipment at issue (Government Code § 7071).The military equipment policy must be approved by the City Council prior to engaging in any of the following (Government Code § 7071): (a)Requesting military equipment made available pursuant to 10 USC § 2576a. (b)Seeking funds for military equipment, including but not limited to applying for a grant, soliciting, or accepting private, local, state, or federal funds, in-kind donations, or other donations or transfers. (c)Acquiring military equipment either permanently or temporarily, including by borrowing or leasing. (d)Collaborating with another law enforcement agency in the deployment or other use of military equipment within the jurisdiction of this Department. (e)Using any new or existing military equipment for a purpose, in a manner, or by a person not previously approved by the City Council. (f)Soliciting or responding to a proposal for, or entering into an agreement with, any other person or entity to seek funds for, apply to receive, acquire, use, or collaborate in the use of military equipment. (g)Acquiring military equipment through any means not provided above. Seal Beach Police Department Seal Beach PD Policy Manual Military Equipment Copyright Lexipol, LLC 2024/01/15, All Rights Reserved. Published with permission by Seal Beach Police Department Military Equipment - 21 706.12 COORDINATION WITH OTHER JURISDICTIONS Military equipment used by any member of this Department shall be approved for use and in accordance with this Department policy. Military equipment used by other jurisdictions that are providing mutual aid to this Department shall comply with their respective military equipment use policies in rendering mutual aid. 706.13 MAINTENANCE OF MILITARY EQUIPMENT SUPPLY LEVELS When stocks of military equipment ammunition have reached significantly low levels or have been exhausted, the Department may order up to 10% of stock in a calendar year without City Council approval to maintain essential availability for the Department's needs. Seal Beach Police Department is authorized to acquire additional stock of items listed here from other law enforcement agencies or California Office of Emergency Services (Cal OES) in the event of an emergency when approved by the Chief of Police or designee. Assembly Bill 481 Seal Beach City Council Meeting June 22nd 2026 History… why do we need this? The use of military equipment by municipal police departments is a highly debated topic. Here are several reasons why the Seal Beach Police Department has this equipment: 1. Preparedness for High-Risk Situations Municipal police occasionally face extreme threats, such as active shooter incidents, terrorist attacks, or heavily armed suspects. Military-grade equipment like armored vehicles or tactical gear can protect officers and civilians in these rare but high-risk scenarios. 2. Enhanced Officer Safety Military equipment, such as ballistic helmets, body armor, and tactical vehicles, can significantly increase the safety of officers responding to dangerous calls, reducing injuries or fatalities in confrontations involving firearms or explosives. 3. Cost Efficiency through Federal Programs Programs like the U.S. Department of Defense’s 1033 Program allow local police departments to acquire surplus military equipment at little or no cost. This is a cost-effective way to equip law enforcement agencies with resources that would otherwise be prohibitively expensive. 4. Disaster Response and Rescue Operations Some military equipment, like drones, armored vehicles, and night -vision devices, are useful for non-combat purposes such as search and rescue, natural disaster response, and evacuation efforts. 5. Deterrence Visible possession of military-grade equipment can act as a deterrent to would-be criminals or violent actors who might otherwise challenge police authority or plan large-scale attacks. Assembly Bill 481 Requirements ●Policy ●Governing Body Approval ●Public Review ●Annual Reporting Unmanned Aircraft System (UAS) DJI MAVIC 2 ENTERPRISE DUAL DJI Avata Armored Vehicle Lenco Bearcat G2 Mobile Command Post Vehicle (MCP) Freightliner M2 106 Defense technology 40MM Launcher 40MM Single Shot Launcher 40 MM Exact Impact Sponge Less LETHAL SHOTGUN REMINGTON MODEL 870 SHOTGUN DRAG STABILIZED 12-GAUGE BEAN BAG ROUND Rifles Colt AR-15 .223 GEISSELE AR-15 .223 H&K MP-7 PepperBall Launcher Tippmann PepperBall Gun PepperBall Live X PepperBall Rounds RIFLE AMMUNITION Winchester 5.56MM 55 Gr. FMJ Winchester .223 Remington 55 Gr. Silver TipWinchester .223 Remington 55 Gr. Frangible RIFLE AMMUNITION L-Tech 4.6 x 30MM 31 Gr. OTM L-Tech 4.6 x 30MM 13 Gr. Frangible Light sound diversionary devices (LSDD) Defense Technology No. 15 Stinger Grenade Combined Tactical Systems (CTS) Model 7290 Flash Bang Chemical agents & smoke canisters Defense Technology Direct Impact 40MM CS Round Defense Technology Direct Impact 40MM OC Round Chemical agents & smoke canisters Defense Technology Spede-Heat CS Grenade Defense Technology CS Triple-Chaser Separating Canister Defense Technology Flameless Tri- Chamber CS Grenade Chemical agents & smoke canisters Defense Technology 40MM CS Ferret Powder Barricade Penetrating Projectile Round Defense Technology 40MM CS Ferret Liquid Barricade Penetrating Projectile Round Chemical agents & smoke canisters Defense Technology CS Riot Control Continuous Discharge Grenade Defense Technology Pocket Tactical CS Grenade Kinetic Breaching Tool Kinetic Breaching Tool (KBT) Model 3-1000 Long Range Acoustic Device (LRAD) Genasys LRAD Model 500X Robot Transcend Vantage Patrol Robot Questions? Agenda Item O AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Awarding and Authorizing Execution of a Public Works Agreement with Performance Pipeline Technologies, Inc. for the Sewer Mainline Improvement Project (2026), CIP O-SS-2 ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7800: 1. Approving the plans, specifications, and contract documents for the Sewer Mainline Improvement Project, CIP O-SS-2; and, 2. Sustaining the bid protest of Performance Pipeline Technologies, Inc. and rejecting the bid of the apparent low bidder, Estate Design and Construction, Inc., as non-responsive on the basis of the non-responsive defects identified in the bid protest and by staff; and, 3. Awarding a Public Works Agreement to Performance Pipeline Technologies, Inc. in the amount of $718,850.00, and rejecting all other bids; and, 4. Authorizing the City Manager to execute a Public Works Agreement with Performance Pipeline Technologies, Inc. for the Project; and, 5. Authorizing the City Manager to approve additional work requests by Performance Pipeline up to $110,000; and, 6. Authorizing the City Manager to approve construction support/inspection services up to the not-to-exceed amount of $80,000, in connection with the Project, to be performed by the City’s on-call professional inspection services contractor. Page 2 2 3 1 9 BACKGROUND AND ANALYSIS: The City’s Sewer Mainline Improvement Project (Project) was budgeted in the FY 2025-26 Capital Improvement Program (CIP) to improve the sanitary sewer infrastructure within the City. The work will generally include cured-in-place pipe (CIPP) lining of identified sewer mainline to extend its serviceable life. Pursuant to the 2023 Sewer Repair Work Plan (Plan), various sanitary sewer mainlines were subject to closed circuit television (CCTV) inspection of which identified pipes in need of lining. On April 2, 2026, the City issued a solicitation for bids for the Project, and on May 6, 2026, the City Clerk’s office received three (3) bids with the following bid results: Rank Contractor Total Bid Low Estate Design and Construction (Estate Design) $699,510.00 2 Performance Pipeline Technologies, Inc. (Performance Pipeline) $718,850.00 3 Vortex Services, LLC dba Sancon Technologies $839,650.00 A. Staff Analysis and Bid Protest The City’s project team reviewed the bid submitted by Estate Design, the apparent low bidder, and the other bids submitted. Several defects were identified with respect to Estate Design’s bid, with respect to non-responsiveness and non- responsibility, including: 1. Failure to submit bid bond meeting minimum 10% requirement. The submitted bid bond was in the amount of $69,800 (non- responsiveness). 2. Failure to provide documentation of certification or license to perform CIPP lining (non-responsiveness). 3. Failure to provide relevant subcontractor(s) to execute the Scope of Project including a subcontractor to perform CIPP lining (non- responsiveness). 4. Failure to meet mandatory experience requirements including minimum ten (10) years’ installation experience and minimum of 5,000 lineal feet (LF) of CIPP liner using bidder’s own work force (non-responsibility). Following the opening of the bids, the second low bidder, Performance Pipeline, submitted a bid protest on the grounds that the apparent low bidder is non- responsive and non-responsible, on the following grounds: 1. Failure to demonstrate mandatory technical ability and experience (non-responsibility). Page 3 2 3 1 9 2. Failure to meet minimum requirements including minimum of ten (10) years of CIPP installation experience or 5,000 LF of CIPP using the bidder’s own workforce; or certification and licensure to perform the CIPP lining (non-responsibility). 3. Failure to comply with Subletting and Subcontracting Fair Practices Act, due to failure to list a CIPP subcontractor while lacking the minimum ten (10) years’ experience or CIPP certifications required to self-perform the work (non-responsiveness). Staff provided Estate Design with a copy of the protest and requested that the apparent low bidder provide a response. Estate Design did not submit a response to the bid protest and or the City’s letter within the allotted time allocation. B. Staff’s Recommendation After reviewing all submitted bids, the bid protest submitted by Performance Pipeline, and Estate Design’s lack of response, it was determined that the bid of the apparent low bidder, Estate Design, was non-responsive to the Project specifications. Estate Design submitted a bid bond that was not 10% of their bid, a material deviation that renders their bid non-responsive. In addition, Estate Design’s bid is also non-responsive because they failed to provide documentation reflecting that they possess the required certification or license to perform the CIPP lining work and failed to list a subcontractor to perform the CIPP lining work while listing subcontractors for work that is not part of the Project. These defects in their bid are material and cannot be waived. Staff therefore recommends that the City Council find that Estate Design’s bid is non-responsive for these reasons. A determination by the City Council that the Estate Design bid is non-responsive would be sufficient to reject their bid, and would negate the need for any further review of the Estate Design’s bid related to the question of responsibility. Therefore, based upon these material, non-waivable defects in Estate Design’s bid, staff recommends that the City Council sustain the bid protest and reject the apparent low bidder’s bid as non-responsive, deem the second lowest bidder, Performance Pipeline as the lowest responsive and responsible bidder at the bid price of $718,850, award the Project to Performance Pipeline, and reject all other bids. The Project plans are available in the City Engineer’s office. Staff further recommend authorizing the City Manager, or designee, to approve additional work requests by Performance Pipeline up to $110,000, authorizing the City Manager, or designee, to approve the performance of construction support/inspection services up to $80,000, by the City’s on-call professional inspection services contractor, NV5, Inc., in the cumulative not-to-exceed amount of $190,000. Construction is estimated to start in fall 2026 in FY 2026-27 and is projected to be completed within 70 working days following the issuance of the Notice to Proceed. This Project is to be conducted in various ongoing phases for sewer mainline improvement throughout the City based on the lining priority. This first phase of the Page 4 2 3 1 9 Project entails work conducted within Districts 1 and 3, comprising within the residential areas of the Hill, Bridgeport, the Cove, and Old Town areas, respectively. The work and schedule will be coordinated with nearby residences and businesses prior to the start of construction. ENVIRONMENTAL IMPACT: This project complies with all requirements of the California Environmental Quality Act (CEQA) and is categorically exempt under section 15301 Class 1, Subsection (c) of the CEQA Guidelines. LEGAL ANALYSIS: The City Attorney has reviewed the agreement and approved the resolution as to form. FINANCIAL IMPACT: Sufficient funding has been allocated in the FY 2026-27 CIP budget for the Sewer Mainline Improvement Program (2026). No budget amendments are recommended. The table below presents the estimated breakdown of the Project construction cost: Description Amount Performance Pipeline Technologies - Total Bid $ 718,850 Additional Work/Contingency $ 110,000 Construction Support/Inspection $ 80,000 Total $ 898,850 Any unspent funds will be returned to the original funding source. RECOMMENDATION: That the City Council adopt Resolution 7800: 1. Approving the plans, specifications, and contract documents for the Sewer Mainline Improvement Project, CIP O-SS-2; and, 2. Sustaining the bid protest of Performance Pipeline Technologies, Inc. and rejecting the bid of the apparent low bidder, Estate Design and Construction, Inc., as non-responsive on the basis of the non-responsive defects identified in the bid protest and by staff; and, Page 5 2 3 1 9 3. Awarding a Public Works Agreement to Performance Pipeline Technologies, Inc. in the amount of $718,850.00, and rejecting all other bids; and, 4. Authorizing the City Manager to execute a Public Works Agreement with Performance Pipeline Technologies, Inc. for the Project; and, 5. Authorizing the City Manager to approve additional work requests by Performance Pipeline up to $110,000; and, 6. Authorizing the City Manager to approve construction support/inspection services up to the not-to-exceed amount of $80,000, in connection with the Project, to be performed by the City’s on-call professional inspection services contractor. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager Prepared by: Sean Low, Deputy Director of Public Works – Maint./Util. ATTACHMENTS: A. Resolution 7800 B. Public Works Agreement with Performance Pipeline Technologies, Inc. C. Performance Pipeline Technologies, Inc. Bid Protest dated May 13, 2026 D. City’s Protest Notice to Estate Design and Construction, Inc., dated May 28, 2026 RESOLUTION 7800 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL AWARDING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A PUBLIC WORKS AGREEMENT WITH PERFORMANCE PIPELINE TECHNOLOGIES, INC. FOR THE SEWER MAINLINE IMPROVEMENT PROJECT, CIP O-SS-2 WHEREAS, on April 2, 2026, the City issued a solicitation for bids for the Sewer Mainline Improvement Project, CIP O-SS-2 (Project), and received three (3) bids in response to the solicitation; and, WHEREAS, based on the bids opened on May 6, 2026, the apparent low bidder was Estate Design and Construction, Inc. (Estate Design) in the amount of $699,510.00; the second low bidder was Performance Pipeline Technologies, Inc. (Performance Pipeline) in the amount of $718,850.00; and the third low bidder was Vortex Services, LLC dba Sancon Technologies in the amount of $839,650.00; and, WHEREAS, upon reviewing the Notice Inviting Bids and Instructions to Bidders, the bids submitted for the work to be performed pursuant to the Agreement and the plans and specifications, staff found the following defects in the Estate Design bid: 1. Failure to submit bid bond meeting minimum 10% requirement – the submitted bid bond was in the amount of $69,800 (non-responsiveness); and, 2. Failure to provide documentation of certification or license to perform Cured-In-Place Pipe (CIPP) lining (non-responsiveness); and, 3. Failure to provide relevant subcontractor(s) to execute the Scope of Project including a subcontractor to perform CIPP lining (non-responsiveness); and, 4. Failure to meet mandatory experience requirements including minimum 10 years’ installation experience and minimum of 5,000 lineal feet (LF) of CIPP liner using bidder’s own work force (non-responsibility); and, WHEREAS, on May 13, 2026, the second low bidder, Performance Pipeline, submitted a bid protest to the City alleging that Estate Design is a non-responsive and non-responsible bidder on the following grounds: 1. Failure to demonstrate mandatory technical ability and experience (non- responsibility); and, 2. Failure to meet minimum requirements including minimum of ten (10) years of CIPP installation experience or 5,000 LF of CIPP using the bidder’s own workforce; or certification and licensure to perform CIPP lining (non- responsibility); and, 3. Failure to comply with Subletting and Subcontracting Fair Practices Act, due to failure to list a CIPP subcontractor while lacking the minimum ten (10) years’ experience or CIPP certifications required to self-perform the work (non-responsiveness); and, WHEREAS, upon reviewing the Notice Inviting Bids and Instructions to Bidders, bids submitted for the work to be performed pursuant to the Agreement, plans and specifications, and the staff report and oral comments, the City Council finds that Estate Design’s bid is non-responsive for the following reasons: 1. Failure to submit a bid bond in the minimum amount of 10% of its bid; and, 2. Failure to provide documentation of certification or license to perform CIPP lining; and, 3. Failure to list relevant subcontractor(s) to execute the Scope of Project including a subcontractor to perform the CIPP lining; and, WHEREAS, the City Council further finds that the non-responsive defects identified by Staff and Performance Pipeline in Estate Design’s bid are material and non- waivable, and that Estate Design’s bid should therefore be rejected because it is non-responsive; and, WHEREAS, a finding that Estate Design’s bid is rejected due to non- responsiveness, negates the necessity for further review of Estate Design’s bid pertaining to non-responsibility; and, WHEREAS, based upon its review of the record, the City Council finds that Performance Pipeline is the next low responsive and responsible bidder and a qualified firm to perform the Project. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. The City Council finds that all Recitals set forth above are true and correct, and incorporates them herein by this reference. Section 2. The City Council hereby approves the plans and specifications for the Project. Section 3. Based on the City Council’s review of the record and the recitals set forth above, the City Council hereby sustains the bid protest filed by Performance Pipeline against the bid of Estate Design and further finds the Estate Design bid to be non-responsive based on the non- responsive defects identified in the protest letter and identified by staff, and rejects the Estate Design bid. Section 4. Based on the City Council’s review of the record and the recitals set forth above, the City Council hereby awards a Public Works Agreement to Performance Pipeline for the Project in the not-to- exceed amount of $718,850.00, and rejects all other bids. Section 5. The City Council hereby authorizes and directs the City Manager to execute the Public Works Agreement with Performance Pipeline on behalf of the City. Section 6. The City Council hereby authorizes the City Manager to approve payments for additional work requests by Performance Pipeline up to $110,000; and Section 7. The City Council hereby authorizes payments for construction support/inspection services up to the not-to-exceed amount of $80,000, in connection with the Project, to be performed by the City’s on-call professional inspection services contractor. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7800 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk PUBLIC WORKS AGREEMENT SEWER MAINLINE IMPROVEMENT PROJECT CIP O-SS-2 between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & Performance Pipeline Technologies, Inc. 5292 System Drive Huntington Beach, CA 92649 (714) 536-7386 THIS CONTRACT (“Contract”) is made as of June 30, 2026, by and between the City of Seal Beach, a California charter city (“City”), and Performance Pipeline Technologies Inc., a California Corporation (“Contractor”) (collectively, “the parties” and individually, a “party”). RECITALS A. WHEREAS, the City Council of the City of Seal Beach (“City”) approved the plans and specifications for the SEWER MAINLINE IMPROVEMENT PROJECT (“Project”) with respect to design criteria, and based thereon the City issued a Notice Inviting Bids dated April 2nd, 2026; and, B. WHEREAS, Contractor submitted a Bid to City for the Project dated May 6, 2026 in the amount of $718,850.00 (“Bid” hereinafter) in response to the Notice Inviting Bids; and, C. WHEREAS, Contractor is a California licensed Class C-42, State Contractor’s License #825824, and DIR #1000561121; and, D. WHEREAS, pursuant to the authority provided by its City Charter and Seal Beach Municipal Code, City desires to engage Contractor to carry out the Project in the manner set forth herein and more fully described in Section 1.0. NOW, THEREFORE, in consideration of performance by the parties of the mutual promises, covenants, and conditions herein contained, the parties hereto agree as follows: CONTRACT 1. Contractor’s Services. 1.1 Scope and Level of Services. For and in consideration of the mutual promises set forth herein, and subject to the terms and conditions set forth in this Contract, Contractor shall perform and complete in good and workmanlike manner all work (“Work”) for the Project identified as Sewer Mainline Improvement Project CIP O-SS-2 (“Project”) as described in this Contract and in the Contract Documents listed in Subsection 1.2. 1.2 Contract Documents. The Contract Documents consist of this Contract and all the following: Notice Inviting Bids, Instructions to Bidders, Accepted Bid Proposal and Bid Sheets, Notification of Award, Noncollusion Declaration, Designation of Subcontractors, Contractor’s Industrial Safety Record, Contractor’s Technical Ability and Experience References, Resumes, Bidder Questionnaire, Bid Bond, Faithful Performance Bond, Payment Bond (Labor and Materials), permits from regulatory agencies with jurisdiction, Special Provisions, Specifications, General Provisions, Plans, Standard Plans, Reference Documents, and any other documents referenced therein, all Addenda as prepared prior to the date of Bid opening setting forth any modifications or interpretations of any of said documents, Change Orders, and any and all supplemental agreements executed amending or extending the Work contemplated and that may be required to complete the Work in a substantial and acceptable manner; and all Exhibits attached to this Contract. The Exhibits attached to this Contract include the Performance Bond (Exhibit A), Payment Bond (Labor and Materials) (Exhibit B), Workers’ Compensation Insurance Certificate (Exhibit C), Insurance Endorsements (Exhibit D), Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws (Exhibit E), Acknowledgment of Labor Law Requirements (Exhibit F), Standard Specifications and Reference Documents (Exhibit G), Non-Collusion Declaration (Exhibit H), Contractor’s Industrial Safety Record (Exhibit I), Declaration of Subcontractors (Exhibit J), and Accepted Bid Proposal with Bid Sheets (Exhibit K), and Project Plans (Appendix A). All Contract Documents are hereby incorporated into this Contract. 1.3 The Work shall be performed in accordance with the Plans, Specifications and other Contract Documents. Contractor shall furnish at its own expense all labor, materials, equipment and services necessary therefor, except such labor, materials, equipment and services as are specified in the Contract Documents to be furnished by City. 1.4 In the event of any material discrepancy between the express provisions of this Contract and the provisions of the other Contract Documents, the provisions of this Contract shall prevail. 2. Effective Date. This Contract is effective as of June 30, 2026 (the “Effective Date”), and shall remain in full force and effect until Contractor has rendered the services required by this Contract and a Notice of Completion has been filed with the Orange County Recorder, unless sooner terminated or extended pursuant to this Contract. 3. Contractor’s Compensation. 3.1 Payment. For performing and completing the Work in accordance with the Contract Documents, City shall pay Contractor, in accordance with the Bid Proposal as full compensation therefor, but in no event will City pay more than the total base bid amount of $718,850.00 (Seven Hundred Eighteen Thousand Eight Hundred and Fifty dollars), subject to any additions and deletions pursuant to the terms of the Contract Documents. Said sum shall constitute payment in full for all Work performed hereunder, including, without limitation, all labor, materials, equipment, tools and services used or incorporated in the Work, supervision, administration, overhead, expenses and any and all other things required, furnished or incurred for completion of the Work as specified in the Contract Documents. City shall make payments to Contractor on account of the Contract sum at the time, in the manner, and upon the conditions specified in the Contract Documents. 3.2 Additional Work. The City Manager is authorized to approve extra work requests to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 4. Contractor’s Personnel. 4.1 All Work shall be performed by Contractor or under Contractor’s direct supervision, and all personnel shall possess the qualifications, permits, and licenses required by the Seal Beach Municipal Code and other state and local laws and by the Notice Inviting Bids/Instructions to Bidders to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. 4.2 Contractor shall be responsible for payment of all employees’ wages and benefits, and shall comply with all requirements pertaining to employer’s liability, workers’ compensation, unemployment insurance, and Social Security. Contractor shall fully comply with the workers’ compensation law regarding Contractor and Contractor’s employees. 4.3 Contractor shall indemnify and hold harmless City and its elected officials, officers, employees, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, from any and all liabilities, damages, claims, costs and expenses of any nature to the extent arising from Contractor’s alleged violations of personnel practices. 4.4 Contractor is, and shall at all times remain as to City, a wholly independent contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Contract. Contractor shall not, at any time, or in any manner, represent that it or any of its officers, agents, or employees are in any manner employees of City. Contractor shall pay all required taxes on amounts paid to Contractor under this Contract, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the Work performed pursuant to this Contract. 4.5 City shall have the right to offset against the amount of any fees due to Contractor under this Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 4. 5. Indemnification. 5.1 Contractor’s Duty. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, indemnify, and hold the City and its elected and appointed officials, officers, attorneys, agents, employees, volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, stop notices, liens, liabilities and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals and all costs associated therewith and the payment of all consequential damages (collectively, “Liabilities”), in law or in 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, its officers, agents, attorneys, servants, employees, Subcontractors, materialmen, contractors, or their officers, agents, servants or employees (or any entity or individual for whom the Contractor bears legal liability)in the performance of the Contract, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by 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 Indemnitees in connection therewith. The City shall not be liable for any accident, loss, or damage to the Work prior to completion, except as otherwise specified in Section 6-5 of the Specifications. 5.2 Taxes and Workers’ Compensation. Contractor shall pay all required taxes on amounts paid to the Contractor under the Contract, and indemnify and hold the City harmless from any and all taxes, assessments, penalties, and interest asserted against the City by reason of the independent contractor relationship created by the Contract. Contractor shall fully comply with the Workers’ Compensation law regarding Contractor and Contractor’s employees. Contractor shall indemnify and hold the City harmless from any failure of Contractor to comply with applicable Workers’ Compensation laws. City may offset against the amount of any fees due to Contractor under the Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to the City any reimbursement or indemnification arising under this Subsection 5.2. 5.3 Bid Protests. In addition to all other obligations set forth in this Section 5, Contractor shall reimburse the City for all attorneys’ fees and costs incurred by City in connection with, arising out of or incident to any Bid protest. 5.4 Civil Code Exception. Nothing in this Section 5 shall be construed to encompass Indemnitees’ sole negligence or willful misconduct to the limited extent that the underlying Contract is subject to Civil Code Section 2782(a) or the City’s active negligence to the limited extent that the underlying Contract Documents are subject to Civil Code Section 2782(b), provided such sole negligence, willful misconduct or active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. 5.5 Workers’ Compensation Acts not Limiting. Contractor’s indemnifications and obligations under this Section 5, or any other provision of the Contract, shall not be limited by the provisions of any Workers’ Compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers. 5.6 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 the Contract. The indemnities in this Section 5 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City. 5.7 Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights that they may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Contract. 5.8 Subcontractor Indemnity Agreements. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 5 from each and every Subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of the Contract. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in 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, agents, servants, employees, Subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual for whom Contractor’s Subcontractor bears legal liability) in the performance of the Contract, 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 court decision or by the agreement of the Parties. 5.9 Survival. The provisions of this Section 5 shall survive the expiration or termination of the Contract, are intended to be as broad and inclusive as is permitted by the law of the State, and are in addition to any other rights or remedies that Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitee’s right to recover under this indemnity provision, and an entry of judgment against a Contractor shall be conclusive in favor of the Indemnitee’s right to recover under this indemnity provision. 6. Insurance. 6.1 Liability Insurance. Contractor shall at all times during the term of this Contract carry, maintain and keep in full force and effect the insurance referenced in this Section 6. The policy limits set forth below do not act as a limitation upon the amount of indemnification to be provided by Contractor. Contractor shall complete and execute the following documents attached as Exhibits hereto and incorporated herein by this reference: 6.1.1 Exhibit D-1: Additional Insured Endorsement - Commercial General Liability. 6.1.2 Exhibit D-2: Additional Insured Endorsement - Automobile Liability. 6.2 Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: 6.2.1 Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 6.2.2 Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 6.2.3 Insurance Services Office form number CG 20 10 11 85 (Ed. 11/85) covering Additional Insured—Owners, Lessees or Contactors (Form B). 6.2.4 Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. 6.3 Minimum Limits of Insurance. Contractor shall maintain limits no less than: 6.3.1 General Liability: $2,000,000 per occurrence and in the aggregate for bodily injury, personal injury and property damage. Commercial General Liability Insurance or other form with a general aggregate limit shall apply separately to this Contract or the general limit shall be twice the required occurrence limit. 6.3.2 Automobile Liability: $2,000,000 per occurrence for bodily injury and property damage. 6.3.3 Employer’s Liability: $1,000,000 per occurrence and in the aggregate for bodily injury or disease; and Workers’ Compensation Insurance in the amount required by law. 6.4 Additional Insureds. City, its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials, shall be the insured or named as additional insureds covering the Work, regardless of any inconsistent statement in the policy or any subsequent endorsement, whether liability is attributable to Contractor or City. 6.5 Replacement Insurance. Contractor agrees that it will not cancel, reduce or otherwise modify the insurance coverage required by the Contract during the term of the Contract. Contractor agrees that if it does not keep the required insurance in full force and effect, and such insurance is available at a reasonable cost, City may take out the necessary insurance and pay the premium thereon, and the repayment thereof shall be deemed an obligation of Contractor and the cost of such insurance may be deducted, at the option of City, from payments due Contractor. This shall be in addition to all other legal options available to City to enforce the insurance requirements. 6.6 Certificates of Insurance with Original Endorsements. Contractor shall submit to City certificates of insurance with the original endorsements, both of which reference the same policy number, for each of the insurance policies that meet the insurance requirements, not less than one (1) day before beginning of performance under the Contract. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Endorsements must be executed on City’s forms titled “Additional Insured Endorsement,” copies of which are attached as exhibits to this Contract, or on any other form that contains substantially the same terms and is approved by City’s Risk Manager. The endorsements must specifically name the City of Seal Beach and its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials as insureds or additional insureds. Current insurance certificates and endorsements shall be kept on file with City at all times during the term of this Contract. City reserves the right to require complete, certified copies of all required insurance policies at any time. 6.7 Deductibles and Self-Insured Retentions. Contractor shall inform City of any deductibles or self-insured retentions except with respect to any professional liability insurance. 6.8 Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 6.8.1 For any claims related to this Contract, Contractor’s insurance coverage shall be primary insurance as respects City, its officers, officials, employees, volunteers and those City agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, their officers, officials, employees, volunteers or those City agents serving as independent contractors in the role of City officials shall be excess of Contractor’s insurance and shall not contribute with it. 6.8.2 Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. 6.8.3 Each insurance policy required by this Section 6 shall be endorsed to state that coverage shall not be canceled or materially modified except after 30 calendar days prior written notice by first class mail has been given to City. 6.8.4 Each insurance policy required by this Section 6 shall expressly waive the insurer’s right of subrogation against City and its elected officials, officers, employees, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City or agency officials. By executing this Agreement, Contractor waives all rights of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. 6.9 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VIIl unless waived in writing by City’s Risk Manager. 6.10 No Limitation on Indemnity. The insurance provisions shall not be construed to limit Contractor’s indemnity obligations contained in this Contract or any other Contract Documents. 6.11 Insurance Requirements not Limiting. If Contractor maintains broader coverage and/or higher limits than the minimums required in this Section 6, 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. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor under this Contract. 6.12 Subcontractors. Contractor shall require each of its Subcontractors, if applicable, that perform services under the Contract to maintain insurance coverage that meets all of the requirements of the Contract including this Section 6. 7. Liquidated Damages. Should the Contractor fail to complete the Project, or any part thereof, in the time agreed upon in the Contract, the Contractor shall reimburse the City for the additional expense and damage for each calendar day that the Contract remains uncompleted after the Contract completion date. It is agreed that the amount of such additional expense and damage incurred by reason of failure to complete the Contract is the per diem rate of $1,500.00 per calendar day. Such amount is hereby agreed upon as liquidated damages for the loss to the City resulting from the failure of the Contractor to complete the Project within the allotted time and to the value of the operation of the works dependent thereon. It is expressly understood and agreed that this amount is a reasonable amount and is established in lieu of damages that are incapable of calculation at the inception hereof; and this amount is not to be considered in the nature of a penalty. The City shall have the right to deduct such damages from any amount due, or that may become due to the Contractor, or the amount of such damages shall be due and collectible from the Contractor or the Contractor’s Surety. Progress payments made after the scheduled completion date shall not constitute a waiver of liquidated damages. 8. Suspension. City may, in writing, order Contractor to suspend all or any part of the Contractor’s Services for the convenience of City or for work stoppages beyond the control of City or Contractor. A suspension of the Services does not void this Contract. 9. Notices. Any notices, bills, invoices, or reports authorized or required by this Contract shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during Contractor’s and City’s regular business hours or by facsimile before or during Contractor’s regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Contract, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this Section. All notices shall be addressed as follows: If to City: City Clerk City of Seal Beach 211-8th Street Seal Beach, California 90740 Telephone: (562) 431-2527 Fax: (562) 493-9857 With a copy to: Public Works Director City of Seal Beach 211-8th Street Seal Beach, California 90740 If to Contractor: Performance Pipeline Technologies, Inc. 5292 System Drive Huntington Beach, CA 92649 Telephone: 714-536-7386 Attn: Gene Glassburner 10. Non-Assignability; Subcontracting. Contractor shall not assign, transfer, or subcontract any interest in this Contract or the performance of any of Contractor’s obligations hereunder. Any attempt by Contractor to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder shall be null, void and of no effect. 11. Compliance with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor performs the Services. 12. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one or more of the conditions of performance under this Contract shall not be a waiver of any other condition of performance under this Contract. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 13. Attorneys’ Fees. In the event that either party to this Contract shall commence any legal action or proceeding to enforce or interpret the provisions of this Contract, each party shall be responsible for their own attorneys’ fees. 14. Construction. The validity, interpretation, and performance of this Contract shall be controlled by and construed under the laws of the State of California, with venue in Orange County, California. In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Contract shall not be resolved by any rules of interpretation providing for interpretation against the party who causes the uncertainty to exist or against the party who drafted the Contract or who drafted that portion of the Contract. 15. Workers’ Compensation. Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of Labor Code Section 1861, by signing this Contract, the Contractor 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.” 16. Prevailing Wages. The City and the Contractor acknowledge that the Project is a public work to which prevailing wages apply, and Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including but not limited to those set forth in Exhibits E and F, attached hereto. 17. Claim Dispute Resolution. 17.1 In the event of any dispute or controversy with the City over any matter whatsoever, the Contractor shall not cause any delay or cessation in or of Work, but shall proceed with the performance of the Work in dispute. 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. 17.2 All claims arising out of or related to the Contract Documents or this Project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims. All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Contract hereby incorporates those provisions as though fully set forth herein. Thus, 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. 18. Antitrust Claims. In entering into this Contract, 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 the Agreement. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the parties. 19. Prohibited Interests; Conflict of Interest 19.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Work, or which would conflict in any manner with the performance of the Work under this Agreement. 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 Work. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor “financially interested” (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 19.2. 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. 19.3. 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 subsection. 20. Entire Agreement. This Contract, including any other documents incorporated herein by specific reference, represents the entire and integrated agreement between Contractor and City. This Contract supersedes all prior oral or written negotiations, representations, or agreements. This Contract may not be amended, nor any provision or breach hereof waived, except in a writing signed by the parties which expressly refers to this Contract. 21. Severability. The invalidity in whole or in part of any provisions of this Contract shall not void or affect the validity of the other provisions of this Contract. 22. Titles and Headings. The titles and headings used in this Contract are for convenience only and shall in no way define, limit or describe the scope or intent of this Contract or any part of it. 23. Authority. Any person executing this Contract on behalf of Contractor warrants and represents that he or she has the authority to execute this Contract on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder. 24. Counterparts. This Contract may be executed in counterpart originals, duplicate originals, or both, each of which is deemed to be an original for all purposes. 5292 System Drive Huntington Beach, CA. 92649 Phone (714) 536-7386 Performance Pipeline Technologies DIR # 1000561121 License # 825824 Performance Pipeline Technologies, Inc. 5292 System Drive Huntington Beach, CA. 92649 Phone (714) 536-7386 May 13, 2026 VIA EMAIL Gloria Harper, City Clerk City of Seal Beach 211 8th Street Seal Beach, CA 90740 Email: gharper@sealbeachca.gov Iris Lee, Public Works Director City of Seal Beach 211 8th Street Seal Beach, CA 90740 Email: ilee@sealbeachca.gov SUBJECT: FORMAL BID PROTEST – Sewer Mainline Improvement Project (CIP O-SS-2) APPARENT LOW BIDDER: Estate Design and Construction Dear Ms. Harper and Ms. Lee: Performance Pipeline Technologies, Inc. (PPT) hereby submits this formal protest regarding the bid submitted by Estate Design and Construction (“Estate Design”) for the Sewer Mainline Improvement Project (CIP O-SS-2). Our protest is based on the fact that the apparent low bidder is non-responsible and their bid is materially non-responsive. Estate Design lacks the specialized experience and technical qualifications specifically mandated by the Contract Documents to perform Cured-In-Place Pipe (CIPP) rehabilitation. I. Failure to Demonstrate Mandatory Technical Ability and Experience The City’s "Bidder’s Technical Ability and Experience References" form (Page 17 of the Bid Proposal) requires bidders to demonstrate their competency in the specific type of work being tendered. For this project, that work is almost exclusively 8” and 12” UV CIPP lining and chemical grouting. A review of Estate Design’s submitted references reveals a total absence of CIPP or trenchless rehabilitation experience. Their listed projects consist of:  General plumbing and restroom remodeling.  Solar energy and roofing installations.  Street light trenching and open-cut drainage. None of these references involve the specialized equipment, technical ability, or bypass pumping protocols inherent to CIPP. In contrast, PPT’s technical submission confirms our specialized focus on this scope, including the mandatory 5,000 lineal feet of CIPP installation required for this project. Under California public contracting law, a bidder must be "responsible," meaning they possess the fitness and capacity to perform the specific work. Estate Design has effectively admitted in their own bid that they have zero experience in the project's primary scope. II. Non-Responsiveness to Special Provisions Section 5-9 Section 5-9 of the Special Provisions (SP-24) establishes strict threshold requirements for this contract, specifically:  A minimum of ten (10) years of CIPP installation experience.  Installation of a minimum of 5,000 lineal feet of CIPP using the Contractor’s own workforce.  Current certification and licensure to perform the CIPP lining process. 5292 System Drive Huntington Beach, CA. 92649 Phone (714) 536-7386 Performance Pipeline Technologies DIR # 1000561121 License # 825824 While the City may choose to waive the physical attachment of certification letters at the time of bid as a minor informality, it cannot waive the underlying requirement that the bidder actually possesses this experience. Estate Design’s own Bidder Questionnaire (Page 25) states the firm has only five (5) years of experience as a contractor, and their references confirm none of that time was spent performing CIPP. Therefore, they cannot meet the mandatory 10-year requirement, rendering them a non-responsible bidder. III. Subcontractor Listing and Self-Performance Requirements Under the Subletting and Subcontracting Fair Practices Act, Estate Design is required to self-perform any work for which a subcontractor was not listed. Estate Design failed to list a CIPP subcontractor, meaning they are legally obligated to perform the CIPP lining themselves. As their bid proves they do not have the 10 years of experience or the specific CIPP certifications required by Section 5-9, they are incapable of legally or technically self-performing the work. This creates a material defect in their bid that cannot be cured after the fact. Conclusion The City of Seal Beach established these experience requirements to protect the integrity of its sewer infrastructure and to ensure the work is performed by qualified specialists. Awarding a high-risk trenchless project to a general building and remodeling contractor with no CIPP history creates significant risk for the City. Performance Pipeline Technologies, Inc. respectfully requests that the City find the bid of Estate Design and Construction non-responsive and award the contract to the lowest responsible bidder that meets the technical requirements of the project. Sincerely, Gene Glassburner General Manager Performance Pipeline Technologies, Inc. SEWER MAINLINE IMPROVEMENT PROGRAM (2026)–CIP O-SS-2 CITY OF SEAL BEACH June 22, 2026 WHAT TO EXPECT •Project Overview •Timeline •Bid Summary & City Findings •Project Budget and Funding •Council Action Recommendations PROJECT OVERVIEW •Furnish and install cured-in-place pipe (CIPP) lining for 8” and 12” pre -designated lines •Conduct as-needed point repairs on sewer lateral connections •Project phase of work (Phase 1) will be conducted in Districts 1 and 3 (The Hill, Bridgeport, Cove, Old Town areas) TIMELINE April 2, 2026 Notice of Inviting Bids Issued May 6, 2026 Bid Opening May 2026 – June 2026 Bid Review Bid Protest Management June 22, 2026 Council Award July 2026-August 2026 Contract Execution Notice to Proceed Issued Fall 2026 Mobilization 70 Working Days BID SUMMARY •Formal bid process (April 2, 2026 – May 6, 2026): •Three (3) bids received Rank Contractor Total Bid Low Estate Design and Construction, Inc.$699,510 2 Performance Pipeline Technologies, Inc.$718,850 3 Vortex LLC dba Sancon Technologies $839,650 Terms: RESPONSIVE VS. RESPONSIBLE •Responsive bid: •Considered “responsive” if it promises to do what the bidding instructions demand and follows all relevant submission instructions •Responsiveness concerns only the bid itself, not the bidder’s qualifications or ability to execute the project •Responsible bidder: •Indicates a bidder “has demonstrated the attribute of trustworthiness, as well as quality, fitness, capacity and experience to satisfactorily perform the public works contract.” City Findings and Bid Protest Summary •City discovered several defects in low bidder’s (Estate Design) bid: •Non-Responsive: •Failure to meet minimum bid bond of 10% •Failure to submit the required documentation of license or certification to execute scope •Failure to submit relevant subcontractors •Performance Pipeline Technologies submitted a Bid Protest on May 13, 2026, citing: •Non-Responsible: •Failure to demonstrate min. mandatory technical ability and experience (10 years or 5,000 LF of CIPP using own workforce) •Non-Responsive: •Failure to list relevant subcontractors/lacking minimum experience and certifications required •City Informed Apparent Low Bidder of City findings/Bid Protest, no response from Estate Design within time allotted PROJECT BUDGET & FUNDING Description Amount Performance Pipeline Technologies - Total Bid $ 718,850 Unforeseen Work/Construction Contingency $ 110,000 Construction Support/Inspection $ 80,000 Total $ 898,850 •Budgeted in FY 2026-27 CIP budget for the Sewer Mainline Improvement Program (2026) •O-SS-2 is a listed project within the Sewer Rate Study •No budget amendments are necessary •Rate Funded. No external funding is being contemplated RECOMMENDATIONS: •Approving the plans, specifications, and contract documents for the Sewer Mainline Improvement Project, CIP O-SS-2; and, •Sustaining the bid protest of Performance Pipeline Technologies, Inc. and rejecting the bid of the apparent low bidder, Estate Design and Construction, Inc., as non -responsive on the basis of the non-responsive defects identified in the bid protest and by staff; and, •Awarding a Public Works Agreement to Performance Pipeline Technologies, Inc. in the amount of $718,850, and rejecting all other bids; and, •Authorizing the City Manager to execute a Public Works Agreement with Performance Pipeline Technologies, Inc. for the Project; and, •Authorizing the City Manager to approve unforeseen work requests up to $110,000 and construction support/inspection services up to $80,000, in connection with the Project, in the cumulative not-to-exceed amount of $190,000 THANK YOU! Agenda Item P AGENDA STAFF REPORT DATE:June 22, 2026 TO:Honorable Mayor and City Council THRU:Patrick Gallegos, City Manager FROM:Iris Lee, Director of Public Works SUBJECT:Awarding and Authorizing Execution of a Public Works Agreement with T.E. Roberts, Inc. for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 ________________________________________________________________ SUMMARY OF REQUEST: That the City Council adopt Resolution 7801: 1. Approving the plans, specifications, and contract documents for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103; and, 2. Awarding a Public Works Agreement to T.E. Roberts, Inc. for the Project in the not-to-exceed amount of $3,209,485; finding bids submitted by Minako America Corporation dba Minco Construction and Vortex Services, LLC as non-responsive; and rejecting all other bids; and, 3. Authorizing the City Manager to execute the Public Works Agreement with T.E. Roberts, Inc. for the Project; and authorizing the City Manager to approve additional work requests up to $320,950 (approximately 10%), in connection with the Project; and, 4. Authorizing the City Manager to approve construction support services in the amount of $234,976 in connection with the Project, including engineering and environmental support, construction management, and inspection services, to be performed by the City’s on-call professional services contractors. BACKGROUND AND ANALYSIS: The 18” diameter LCWA Watermain serves as one of the City's primary transmission facilities and provides critical redundancy for conveying potable water to Old Town and other portions of the service area. Failure of this pipeline could significantly impact the City's ability to maintain reliable water service, fire flow Page 2 2 3 2 4 capacity, and operational flexibility during emergency conditions. Given the age and condition of the pipeline, proactive rehabilitation is more cost-effective than continued emergency repairs and reduces the risk of service disruptions. The Project corridor is located within a wetlands area that is currently undergoing restoration by the Los Cerritos Wetlands Authority (LCWA). Completing the rehabilitation work prior to the full implementation of restoration improvements will minimize future habitat disturbance, avoid additional permitting complexities, and reduce the likelihood that future maintenance activities would impact restored wetland resources. Given the condition of the watermain infrastructure and the frequency of main breaks within this area, the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 (Project), was programmed into the Capital Improvement Program (CIP) to extend the pipeline’s serviceable life. Relining of the existing watermain was evaluated as the most cost-effective approach for extending the useful life of the facility while minimizing environmental impacts, construction duration, and overall project costs compared to full replacement. On March 18, 2026, the City solicited public bids for the Project and subsequently issued four (4) official addenda. The original Notice Inviting Bids, Instructions to Bidders, Bid Specifications, and addenda (collectively “Bid Documents”) may be reviewed in the Public Works Department and are not included with this staff report due to their length. On May 21, 2026, the City Clerk’s office received three (3) bids with the following base bid results: Rank Contractor Total Base Bid Low T.E. Roberts, Inc. $3,209,485 2 Minako America Corporation dba Minco Construction $3,475,000 3 Vortex Services, LLC $3,863,605 A. Independent Bid Analysis An independent analysis of the apparent low bidder’s bid package finds T.E. Roberts, Inc. (T.E. Roberts) to be responsive and responsible. As a condition of receiving Drinking Water State Revolving Fund (DWSRF) financing, bidders were required to submit specific DWSRF compliance documentation with their bids. Minako America Corporation dba Minco Construction (Minco) and Vortex Services, LLC (Vortex) failed to provide the required bid documentation and are therefore deemed non-responsive. The apparent low bid submitted by T.E. Roberts was approximately 8% lower than the second-lowest bid and approximately 17% lower than the highest bid received. Page 3 2 3 2 4 The relatively narrow spread among the bids provides confidence that the pricing reflects current market conditions and that the bid is fair and reasonable. B. Drinking Water State Revolving Fund Loan The State Water Resources Control Board’s (Water Board) DWSRF program was created to finance infrastructure improvements to support drinking water systems and maintain compliance with Safe Drinking Water Act requirements. Interest rates associated with DWSRF are generally favorable to emphasize the importance of investing into each agency’s water system. The 2026 DWSRF interest rate is 2.1%. The standard loan term is the lesser of 30 years or the useful life of the financed facility. In parallel with project construction efforts, the City and Water Board are finalizing the DWSRF financing agreement. The financing agreement has undergone review by the Water Board, City Attorney's Office, Finance Department, and Public Works Department, and is nearing completion. Staff anticipates presenting the agreement to the City Council for consideration in the near future. The Water Board has confirmed that execution of the financing agreement is not required prior to construction contract award or contractor mobilization. The City has been advised that proceeding with Project award while finalizing financing documents is a customary practice under the DWSRF program and helps avoid unnecessary project delays. C. Staff’s Recommendation The Water and Sewer Rate Study adopted in 2025 assumed a construction cost of approximately $2.5 million for the Project. Subsequent design refinement, updated cost estimating, and current market conditions resulted in an engineer's estimate of approximately $2.68 million, exclusive of construction support and contingency. The low bid received was $3.21 million. Although construction costs exceed original planning assumptions, staff recommends proceeding with the Project due to the critical nature of the facility, the increasing risk of pipeline failure, the favorable financing available through the DWSRF program, and the unique opportunity to complete the work prior to implementation of planned wetlands restoration activities. ENVIRONMENTAL IMPACT: This project complies with all requirements of the California Environmental Quality Act (CEQA) and is categorically exempt under section 15301 Class 1, Subsection (b) of the CEQA Guidelines because this project is an alteration of a publicly owned utility facility involving negligible expansion of existing use. Page 4 2 3 2 4 LEGAL ANALYSIS: The City Attorney has reviewed and approved the Agreement and Resolution as to form. FINANCIAL IMPACT: The DWSRF program operates on a reimbursement basis, requiring the City to initially fund eligible project expenditures and subsequently seek reimbursement through the State. As such, construction funding has been appropriated in the FY 2026-27 budget to support project implementation pending reimbursement through the DWSRF program. The table below presents the estimated breakdown of the Project cost: Description Amount RATE FUNDED Design (completed):$294,072 SRF LOAN FUNDED Construction Support Engineering & Environmental Support $115,196 Construction Management $ 69,780 Inspection $ 50,000 Construction Support Cost:$234,976 Construction T.E. Roberts $3,209,485 Contingency (approx. 10%)$ 320,950 Construction Cost:$3,530,435 RECOMMENDATION: That the City Council adopt Resolution 7801: 1. Approving the plans, specifications, and contract documents for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103; and, 2. Awarding a Public Works Agreement to T.E. Roberts, Inc. for the Project in the not-to-exceed amount of $3,209,485; finding bids submitted by Minako America Corporation dba Minco Construction and Vortex Services, LLC as non-responsive; and rejecting all other bids; and, Page 5 2 3 2 4 3. Authorizing the City Manager to execute the Public Works Agreement with T.E. Roberts, Inc. for the Project; and authorizing the City Manager to approve additional work requests up to $320,950 (approximately 10%), in connection with the Project; and, 4. Authorizing the City Manager to approve construction support services in the amount of $234,976 in connection with the Project, including engineering and environmental support, construction management, and inspection services, to be performed by the City’s on-call professional services contractors. SUBMITTED BY: NOTED AND APPROVED: Iris Lee Patrick Gallegos Iris Lee, Director of Public Works Patrick Gallegos, City Manager ATTACHMENTS: A. Resolution 7801 B. Public Works Agreement with T.E. Roberts, Inc. RESOLUTION 7801 A RESOLUTION OF THE SEAL BEACH CITY COUNCIL AWARDING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A PUBLIC WORKS AGREEMENT WITH T.E. ROBERTS, INC. FOR THE LCWA WATERMAIN LINING – TRENCHLESS TECHNOLOGY IMPROVEMENTS, CIP WT2103 WHEREAS, on March 18, 2026, the City issued a solicitation for bids for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103 (Project); and, WHEREAS, on May 21, 2026, the City Clerk’s office received three (3) bids in response to the solicitation for bids, and T.E. Roberts, Inc. (T.E. Roberts) submitted the lowest responsive bid in the amount of $3,209,485; and, WHEREAS, upon review of T.E. Robert’s Bid Proposal and the Bid Documents, the City Council further finds that T.E. Roberts is a responsive and responsible bidder and a qualified firm to perform the Project; and, WHEREAS, upon review of Minako America Corporation dba Minco Construction (Minco) and Vortex Services, LLC (Vortex) bid proposals, the City Council finds that Minco and Vortex failed to provide the required bid documentation and are therefore deemed non-responsive; and, WHEREAS, the City has submitted a State Revolving Fund loan application to the State Water Resources Control Board (Water Board) to finance the Project at a favorable interest rate; and, WHEREAS, the Water Board has authorized the City to proceed with implementation of the Project, and the City is currently finalizing a State Revolving Fund financing agreement that will be presented to the City Council under a separate action. NOW, THEREFORE, the Seal Beach City Council does resolve, declare, determine and order as follows: Section 1. The City Council finds that all Recitals set forth above are true and correct, and incorporates them herein by this reference. Section 2. The City Council hereby approves the plans and specifications for the Project. Section 3. Based on the record and recitals set forth above, the City Council hereby awards a Public Works Agreement to T.E. Roberts for the Project in the not-to-exceed amount of $3,209,485; finds bids submitted by Minako America Corporation dba Minco Construction and Vortex Services, LLC as non-responsive; and rejects all other bids. Section 4. The City Council hereby authorizes and directs the City Manager to execute the Public Works Agreement with T.E. Roberts on behalf of the City. Section 5. The City Council hereby authorizes the City Manager, or designee, to approve additional work requests by T.E. Roberts up to $320,950 (approximately 10%), in connection with the Project. Section 6. The City Council hereby authorizes the City Manager to approve construction support services in the amount of $234,976, in connection with the Project, including engineering and environmental support, construction management, and inspect ion services, to be performed by the City’s on-call professional services contractors. PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 22nd day of June 2026 by the following vote: AYES: Council Members NOES: Council Members ABSENT: Council Members ABSTAIN: Council Members Lisa Landau, Mayor ATTEST: Gloria D. Harper, City Clerk STATE OF CALIFORNIA } COUNTY OF ORANGE } SS CITY OF SEAL BEACH } I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7801 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 22nd day of June 2026. Gloria D. Harper, City Clerk PUBLIC WORKS AGREEMENT LCWA WATERMAIN LINING - TRENCHLESS TECHNOLOGY IMPROVEMENTS PROJECT CIP WT2103 between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 & T.E. Roberts, Inc. 17771 Mitchell North Irvine, CA 92614 (714) 669-0072 (714) 200-0241 - FAX THIS CONTRACT (“Contract”) is made as of June 22, 2026, by and between the City of Seal Beach, a California charter city (“City”), and T.E. Roberts, Inc., a California corporation (“Contractor”) (collectively, “the parties” and individually, a “party”). Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE RECITALS A. WHEREAS, the City Council of the City of Seal Beach (“City”) approved the plans and specifications for the LCWA WATERMAIN LINING - TRENCHLESS TECHNOLOGY IMPROVEMENTS, CIP WT2103 (“Project”) with respect to design criteria, and based thereon the City issued a Notice Inviting Bids dated March 18, 2026; and B. WHEREAS, Contractor submitted a Bid to City for the Project dated May 21, 2026 in the amount of $3,209,485 (“Bid” hereinafter) in response to the Notice Inviting Bids; and C. WHEREAS, Contractor is a California licensed A and C-34 Contractor (State Contractor's license number (License #603008, DIR #1000000280); and D. WHEREAS, pursuant to the authority provided by its City Charter and Seal Beach Municipal Code, City desires to engage Contractor to carry out the Project in the manner set forth herein and more fully described in Section 1.0. NOW, THEREFORE, in consideration of performance by the parties of the mutual promises, covenants, and conditions herein contained, the parties hereto agree as follows: CONTRACT 1. Contractor’s Services. 1.1 Scope and Level of Services. For and in consideration of the mutual promises set forth herein, and subject to the terms and conditions set forth in this Contract, Contractor shall perform and complete in good and workmanlike manner all work (“Work”) for the Project identified as LCWA WATERMAIN LINING CIP - TRENCHLESS TECHNOLOGY IMPROVEMENTS, CIP WT2103 (“Project”) as described in this Contract and in the Contract Documents listed in Subsection 1.2. 1.2 Contract Documents. The Contract Documents consist of this Contract and all the following: Notice Inviting Bids, Instructions to Bidders, Accepted Bid Proposal and Bid Sheets, Notification of Award, Noncollusion Declaration, Designation of Subcontractors, Contractor’s Industrial Safety Record, Contractor’s Technical Ability and Experience References, Resumes, Bidder Questionnaire, Bid Bond, Faithful Performance Bond, Payment Bond (Labor and Materials), permits from regulatory agencies with jurisdiction, Special Provisions, Specifications, General Provisions, Plans, Standard Plans, Reference Documents, and any other documents referenced therein, all Addenda as prepared prior to the date of Bid opening setting forth any modifications or interpretations of any of said documents, Change Orders, and any and all supplemental agreements executed amending or extending the Work contemplated and that may be required to complete the Work in a substantial and Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE acceptable manner; and all Exhibits attached to this Contract. The Exhibits attached to this Contract include the Performance Bond (Exhibit A), Payment Bond (Labor and Materials) (Exhibit B), Workers’ Compensation Insurance Certificate (Exhibit C), Insurance Endorsements (Exhibit D), Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws (Exhibit E), Acknowledgment of Labor Law Requirements (Exhibit F), Accepted Bid Proposal with Bid Sheets (Exhibit G), Required Federal Forms (Appendix H), and Project Plans (Appendix A). All Contract Documents are hereby incorporated into this Contract. 1.3 The Work shall be performed in accordance with the Plans, Specifications and other Contract Documents. Contractor shall furnish at its own expense all labor, materials, equipment and services necessary therefor, except such labor, materials, equipment and services as are specified in the Contract Documents to be furnished by City. 1.4 In the event of any material discrepancy between the express provisions of this Contract and the provisions of the other Contract Documents, the provisions of this Contract shall prevail. 2. Effective Date. This Contract is effective as of June 22, 2026 (the “Effective Date”), and shall remain in full force and effect until Contractor has rendered the services required by this Contract and a Notice of Completion has been filed with the Orange County Recorder, unless sooner terminated or extended pursuant to this Contract. 3. Contractor’s Compensation. 3.1 Payment. For performing and completing the Work in accordance with the Contract Documents, City shall pay Contractor, in accordance with the Bid Proposal as full compensation therefor, but in no event will City pay more than the total not-to-exceed amount of $3,209,485.00 (Three million two hundred nine thousand four hundred eight five dollars and 00/100), subject to any additions and deletions pursuant to the terms of the Contract Documents. Said sum shall constitute payment in full for all Work performed hereunder, including, without limitation, all labor, materials, equipment, tools and services used or incorporated in the Work, supervision, administration, overhead, expenses and any and all other things required, furnished or incurred for completion of the Work as specified in the Contract Documents. City shall make payments to Contractor on account of the Contract sum at the time, in the manner, and upon the conditions specified in the Contract Documents. 3.2 Additional Work. 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, subject to the not-to-exceed amount set forth in Section 3.1. Payment for additional work in excess of this amount requires prior City Council authorization. 4. Contractor’s Personnel. 4.1 All Work shall be performed by Contractor or under Contractor’s direct supervision, and all personnel shall possess the qualifications, permits, and Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE licenses required by the Seal Beach Municipal Code and other state and local laws and by the Notice Inviting Bids/Instructions to Bidders to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. 4.2 Contractor shall be responsible for payment of all employees’ wages and benefits, and shall comply with all requirements pertaining to employer’s liability, workers’ compensation, unemployment insurance, and Social Security. Contractor shall fully comply with the workers’ compensation law regarding Contractor and Contractor’s employees. 4.3 Contractor shall indemnify and hold harmless City and its elected officials, officers, employees, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, from any and all liabilities, damages, claims, costs and expenses of any nature to the extent arising from Contractor’s alleged violations of personnel practices. 4.4 Contractor is, and shall at all times remain as to City, a wholly independent contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Contract. Contractor shall not, at any time, or in any manner, represent that it or any of its officers, agents, or employees are in any manner employees of City. Contractor shall pay all required taxes on amounts paid to Contractor under this Contract, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the Work performed pursuant to this Contract. 4.5 City shall have the right to offset against the amount of any fees due to Contractor under this Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 4. 5. Indemnification. 5.1 Contractor’s Duty. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, indemnify, and hold the City and its elected and appointed officials, officers, attorneys, agents, employees, volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, stop notices, liens, liabilities and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals and all costs associated therewith and the payment of all consequential damages (collectively, “Liabilities”), in law or in 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, its officers, agents, attorneys, servants, employees, Subcontractors, materialmen, contractors, or their officers, agents, servants or employees (or any entity or individual for whom the Contractor bears legal liability)in the performance of the Contract, including the Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by 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 Indemnitees in connection therewith. The City shall not be liable for any accident, loss, or damage to the Work prior to completion, except as otherwise specified in Section 6-5 of the Specifications. 5.2 Taxes and Workers’ Compensation. Contractor shall pay all required taxes on amounts paid to the Contractor under the Contract, and indemnify and hold the City harmless from any and all taxes, assessments, penalties, and interest asserted against the City by reason of the independent contractor relationship created by the Contract. Contractor shall fully comply with the Workers’ Compensation law regarding Contractor and Contractor’s employees. Contractor shall indemnify and hold the City harmless from any failure of Contractor to comply with applicable Workers’ Compensation laws. City may offset against the amount of any fees due to Contractor under the Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to the City any reimbursement or indemnification arising under this Subsection 5.2. 5.3 Bid Protests. In addition to all other obligations set forth in this Section 5, Contractor shall reimburse the City for all attorneys’ fees and costs incurred by City in connection with, arising out of or incident to any Bid protest. 5.4 Civil Code Exception. Nothing in this Section 5 shall be construed to encompass Indemnitees’ sole negligence or willful misconduct to the limited extent that the underlying Contract is subject to Civil Code Section 2782(a) or the City’s active negligence to the limited extent that the underlying Contract Documents are subject to Civil Code Section 2782(b), provided such sole negligence, willful misconduct or active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. 5.5 Workers’ Compensation Acts not Limiting. Contractor’s indemnifications and obligations under this Section 5, or any other provision of the Contract, shall not be limited by the provisions of any Workers’ Compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers. 5.6 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 the Contract. The indemnities in this Section 5 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 5.7 Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights that they may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Contract. 5.8 Subcontractor Indemnity Agreements. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 5 from each and every Subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of the Contract. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in 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, agents, servants, employees, Subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual for whom Contractor’s Subcontractor bears legal liability) in the performance of the Contract, 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 court decision or by the agreement of the Parties. 5.9 Survival. The provisions of this Section 5 shall survive the expiration or termination of the Contract, are intended to be as broad and inclusive as is permitted by the law of the State, and are in addition to any other rights or remedies that Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitee’s right to recover under this indemnity provision, and an entry of judgment against a Contractor shall be conclusive in favor of the Indemnitee’s right to recover under this indemnity provision. 6. Insurance. 6.1 Liability Insurance. Contractor shall at all times during the term of this Contract carry, maintain and keep in full force and effect the insurance referenced in this Section 6. The policy limits set forth below do not act as a limitation upon the amount of indemnification to be provided by Contractor. Contractor shall complete and execute the following documents attached as Exhibits hereto and incorporated herein by this reference: 6.1.1 Exhibit D-1: Additional Insured Endorsement - Commercial General Liability. 6.1.2 Exhibit D-2: Additional Insured Endorsement - Automobile Liability. 6.2 Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as: 6.2.1 Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 6.2.2 Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 6.2.3 Insurance Services Office form number CG 20 10 11 85 (Ed. 11/85) covering Additional Insured—Owners, Lessees or Contactors (Form B). 6.2.4 Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. 6.2.5 Professional Liability insurance. Unless the City waives in the requirement for professional liability insurance, Contractor shall provide to City the standard form issued by the carrier. 6.2.6 Contractor’s Pollution Liability (CPL). 6.3 Minimum Limits of Insurance. Contractor shall maintain limits no less than: 6.3.1 General Liability: $2,000,000 per occurrence and in the aggregate for bodily injury, personal injury and property damage. Commercial General Liability Insurance or other form with a general aggregate limit shall apply separately to this Contract or the general limit shall be twice the required occurrence limit. 6.3.2 Automobile Liability: $2,000,000 per occurrence for bodily injury and property damage. 6.3.3 Employer’s Liability: $1,000,000 per occurrence and in the aggregate for bodily injury or disease; and Workers’ Compensation Insurance in the amount required by law. 6.3.4. Professional Liability: Professional Liability (or Errors and Omissions) Liability, within minimum limits of $1,000,000 per claim/aggregate. If a “claims made” policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 6.3.5 Contractor’s Pollution Liability (CPL): Contractor’s Pollution Liability coverage with limits of $5,000,000 per occurrence, and $10,000,000 aggregate. 6.4 Additional Insureds. City, its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials, shall be the insured or named as additional insureds covering the Work, regardless of any inconsistent statement in the policy or any subsequent endorsement, whether liability is attributable to Contractor or City. 6.5 Replacement Insurance. Contractor agrees that it will not cancel, reduce or otherwise modify the insurance coverage required by the Contract during the term of the Contract. Contractor agrees that if it does not keep the required insurance Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE in full force and effect, and such insurance is available at a reasonable cost, City may take out the necessary insurance and pay the premium thereon, and the repayment thereof shall be deemed an obligation of Contractor and the cost of such insurance may be deducted, at the option of City, from payments due Contractor. This shall be in addition to all other legal options available to City to enforce the insurance requirements. 6.6 Certificates of Insurance with Original Endorsements. Contractor shall submit to City certificates of insurance with the original endorsements, both of which reference the same policy number, for each of the insurance policies that meet the insurance requirements, not less than one (1) day before beginning of performance under the Contract. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Endorsements must be executed on City’s forms titled “Additional Insured Endorsement,” copies of which are attached as exhibits to this Contract, or on any other form that contains substantially the same terms and is approved by City’s Risk Manager. The endorsements must specifically name the City of Seal Beach and its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials as insureds or additional insureds. Current insurance certificates and endorsements shall be kept on file with City at all times during the term of this Contract. City reserves the right to require complete, certified copies of all required insurance policies at any time. 6.7 Deductibles and Self-Insured Retentions. Contractor shall inform City of any deductibles or self-insured retentions except with respect to any professional liability insurance. 6.8 Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 6.8.1 For any claims related to this Contract, Contractor’s insurance coverage shall be primary insurance as respects City, its officers, officials, employees, volunteers and those City agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, their officers, officials, employees, volunteers or those City agents serving as independent contractors in the role of City officials shall be excess of Contractor’s insurance and shall not contribute with it. 6.8.2 Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. 6.8.3 Each insurance policy required by this Section 6 shall be endorsed to state that coverage shall not be canceled or materially modified except after 30 calendar days prior written notice by first class mail has been given to City. 6.8.4 Each insurance policy required by this Section 6 shall expressly waive the insurer’s right of subrogation against City and its elected officials, officers, employees, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City or agency officials. By executing this Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE Agreement, Contractor waives all rights of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials. 6.9 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VIIl unless waived in writing by City’s Risk Manager. 6.10 No Limitation on Indemnity. The insurance provisions shall not be construed to limit Contractor’s indemnity obligations contained in this Contract or any other Contract Documents. 6.11 Insurance Requirements not Limiting. If Contractor maintains broader coverage and/or higher limits than the minimums required in this Section 6, 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. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor under this Contract. 6.12 Subcontractors. Contractor shall require each of its Subcontractors that perform services under the Contract to maintain insurance coverage that meets all of the requirements of the Contract including this Section 6. 7. Liquidated Damages. Should the Contractor fail to complete the Project, or any part thereof, in the time agreed upon in the Contract, the Contractor shall reimburse the City for the additional expense and damage for each calendar day that the Contract remains uncompleted after the Contract completion date. It is agreed that the amount of such additional expense and damage incurred by reason of failure to complete the Contract is the per diem rate of $1,000.00 and all other related liquidated damages associated with DWSRF requirements per calendar day. Such amount is hereby agreed upon as liquidated damages for the loss to the City resulting from the failure of the Contractor to complete the Project within the allotted time and to the value of the operation of the works dependent thereon. It is expressly understood and agreed that this amount is a reasonable amount and is established in lieu of damages that are incapable of calculation at the inception hereof; and this amount is not to be considered in the nature of a penalty. The City shall have the right to deduct such damages from any amount due, or that may become due to the Contractor, or the amount of such damages shall be due and collectible from the Contractor or the Contractor’s Surety. Progress payments made after the scheduled completion date shall not constitute a waiver of liquidated damages. 8. Suspension. City may, in writing, order Contractor to suspend all or any part of the Contractor’s Services for the convenience of City or for work stoppages beyond the control of City or Contractor. A suspension of the Services does not void this Contract. 9. Notices. Any notices, bills, invoices, or reports authorized or required by Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE this Contract shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during Contractor’s and City’s regular business hours or by facsimile before or during Contractor’s regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Contract, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this Section. All notices shall be addressed as follows: If to City: City Clerk City of Seal Beach 211-8th Street Seal Beach, California 90740 Telephone: (562) 431-2527 Fax: (562) 493-9857 With a copy to: Public Works Director City of Seal Beach 211-8th Street Seal Beach, California 90740 If to Contractor: T.E. Roberts, Inc. 17771 Mitchell North Irvine, CA 92614 Telephone: (714) 669-0072 Fax: (714) 200-0241 Attn: Timothy Roberts 10. Non-Assignability; Subcontracting. Contractor shall not assign, transfer, or subcontract any interest in this Contract or the performance of any of Contractor’s obligations hereunder. Any attempt by Contractor to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder shall be null, void and of no effect. 11. Compliance with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor performs the Services. 12. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one or more of the conditions of performance under this Contract shall not be a waiver of any other condition of performance under this Contract. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 13. Attorneys’ Fees. In the event that either party to this Contract shall commence any legal action or proceeding to enforce or interpret the provisions of this Contract, each party shall be responsible for their own attorneys’ fees. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 14. Construction. The validity, interpretation, and performance of this Contract shall be controlled by and construed under the laws of the State of California, with venue in Orange County, California. In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Contract shall not be resolved by any rules of interpretation providing for interpretation against the party who causes the uncertainty to exist or against the party who drafted the Contract or who drafted that portion of the Contract. 15. Workers’ Compensation. Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of Labor Code Section 1861, by signing this Contract, the Contractor 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.” 16. Prevailing Wages. The City and the Contractor acknowledge that the Project is a public work to which prevailing wages apply, and Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including but not limited to those set forth in Exhibits E and F, attached hereto. 17. Claim Dispute Resolution. 17.1 In the event of any dispute or controversy with the City over any matter whatsoever, the Contractor shall not cause any delay or cessation in or of Work, but shall proceed with the performance of the Work in dispute. 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. 17.2 All claims arising out of or related to the Contract Documents or this Project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims. All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Contract hereby incorporates those provisions as though fully set forth herein. Thus, 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. 18. Antitrust Claims. In entering into this Contract, 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 Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE Act (Business and Professions Code Section 16700 et seq.) arising from purchases of goods, services, or materials pursuant to the Agreement. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the parties. 19. Prohibited Interests; Conflict of Interest 19.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Work, or which would conflict in any manner with the performance of the Work under this Agreement. 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 Work. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor “financially interested” (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 19.2. 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. 19.3. 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 subsection. 20. Entire Agreement. This Contract, including any other documents incorporated herein by specific reference, represents the entire and integrated agreement between Contractor and City. This Contract supersedes all prior oral or written negotiations, representations, or agreements. This Contract may not be amended, nor any provision or breach hereof waived, except in a writing signed by the parties which expressly refers to this Contract. 21. Severability. The invalidity in whole or in part of any provisions of this Contract shall not void or affect the validity of the other provisions of this Contract. 22. Titles and Headings. The titles and headings used in this Contract are for Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE convenience only and shall in no way define, limit or describe the scope or intent of this Contract or any part of it. 23. Authority. Any person executing this Contract on behalf of Contractor warrants and represents that he or she has the authority to execute this Contract on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder. 24. Counterparts. This Contract may be executed in counterpart originals, duplicate originals, or both, each of which is deemed to be an original for all purposes. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE IN WITNESS WHEREOF, the parties, through their respective authorized representatives, have executed this Contract as of the date first written above. CITY OF SEAL BEACH CONTRACTOR: T.E. Roberts, Inc., a California corporation By: ___________________________ By: ____________________________ Patrick Gallegos, City Manager Timothy E. Roberts Chief Executive Officer Attest: By: ___________________________ Gloria D. Harper, City Clerk By: ____________________________ Justin M. Roberts Secretary Approved as to Form: By: ___________________________ (Please note, two signatures required for Nicholas R. Ghirelli, City Attorney corporations pursuant to California Corporations Code Section 313. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE EXHIBIT A FAITHFUL PERFORMANCE BOND Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 16 Bond No. __________ PERFORMANCE BOND KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach (“City”), has awarded to (“Principal”) (Name and address of Contractor) a contract (the “Contract”) for the Work described as follows: LCWA WATERMAIN LINING PROJECT - TRENCHLESS TECHNOLOGY IMPROVEMENTS, CIP WT2103 (Project name) WHEREAS, Principal is required under the terms of the Contract to furnish a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the undersigned Principal, and , (Name and address of Surety) (“Surety”) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City in the penal sum of Dollars ($ ), this amount being not less than the total Contract Price, in lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors executors and administrators, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the hereby bounded Principal, his, her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the Contract and any alteration thereof made as therein provided, on the Principal’s part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. As a part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorneys’ fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Surety hereby waives any statute of limitations as it applies to an action on this Bond. The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or of the Work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations under this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work or to the specifications. Surety hereby waives the Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 17 provisions of California Civil Code Sections 2845 and 2849. The City is the principal beneficiary of this Bond and has all rights of a party hereto. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: “Principal” By: Its By: Its (Seal) “Surety” By: Its By: Its (Seal) Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 18 EXHIBIT B PAYMENT BOND (LABOR AND MATERIALS) Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 19 Bond No. __________ PAYMENT BOND (LABOR AND MATERIALS) KNOW ALL PERSONS BY THESE PRESENTS that: WHEREAS the City of Seal Beach (“City”), State of California, has awarded to (“Principal”) (Name and address of Contractor) a contract (the “Contract”) for the Work described as follows: LCWA WATERMAIN LINING PROJECT - TRENCHLESS TECHNOLOGY IMPROVEMENTS, CIP WT2103 (Project name) WHEREAS, under the terms of the Contract, the Principal is required before entering upon the performance of the Work, to file a good and sufficient payment Bond with the City to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code. NOW, THEREFORE, we, the undersigned Principal, and (Name and address of Surety) (“Surety”) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the penal sum of Dollars ($ ), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this Work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this Bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys’ fees, incurred by City in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this Bond. Upon expiration of the time within which the California Labor Commissioner may serve a civil wage and penalty assessment against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1741, and upon expiration of the time within which a joint labor management committee may commence an action against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 20 Labor Code Section 1771.2, if the condition of this Bond be fully performed, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or the Specifications accompanying the same shall in any manner affect its obligations on this Bond, and it does hereby waive notice of any such change, extension, alteration, or addition. IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body. Dated: “Principal” By: Its By: Its (Seal) “Surety” By: Its By: Its (Seal) Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 21 EXHIBIT C WORKER’S COMPENSATION INSURANCE CERTIFICATE Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 22 WORKERS’ COMPENSATION CERTIFICATE OF INSURANCE WHEREAS, the City of Seal Beach (“City”) has required certain insurance to be provided by: NOW THEREFORE, the undersigned insurance company does hereby certify that it has issued the policy or policies described below to the following named insureds and that the same are in force at this time: 1. This certificate is issued to: City of Seal Beach City Hall 211 8th Street Seal Beach, California 90740 The insureds under such policy or policies are: 2. Workers’ Compensation Policy or Policies in a form approved by the Insurance Commissioner of California covering all operations of the named insureds as follows: Policy Number Effective Date Expiration Date By: Its Authorized Representative Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 23 EXHIBIT D-1 ADDITIONAL INSURED ENDORSEMENT COMMERCIAL GENERAL LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING COMMERCIAL GENERAL LIABILITY] Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 24 ADDITIONAL INSURED ENDORSEMENT COMPREHENSIVE GENERAL LIABILITY Name and address of named insured (“Named Insured”): Name and address of insurance company (“Company”): General description of agreement(s), permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach (“City”), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials, are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company’s liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company’s limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereof. In the event of Company’s failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 25 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 8th Street Seal Beach, CA 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS ENDORSEMENT ATTACHES POLICY PERIOD FROM/TO LIMITS OF LIABILITY 11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes: □ Contractual Liability □ Explosion Hazard □ Owners/Landlords/Tenants □ Collapse Hazard □ Manufacturers/Contractors □ Underground Property Damage □ Products/Completed Operations □ Pollution Liability □ Broad Form Property Damage □ Liquor Liability □ Extended Bodily Injury □ □ Broad Form Comprehensive □ □ General Liability Endorsement □ 12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one). 13. This is an □ occurrence or □ claims made policy (check one). 14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number . I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed , 20___ Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 26 Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: ( ) or initialed signature accepted) Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 27 EXHIBIT D-2 ADDITIONAL INSURED ENDORSEMENT AUTOMOBILE LIABILITY [INSERT INSURANCE CERTIFICATE SHOWING AUTOMOBILE LIABILITY] Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 28 ADDITIONAL INSURED ENDORSEMENT AUTOMOBILE LIABILITY Name and address of named insured (“Named Insured”): Name and address of insurance company (“Company”): General description of agreement(s), permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach (“City”), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company’s liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company’s limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereto. In the event of Company’s failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 29 regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 8th Street Seal Beach, CA 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS ENDORSEMENT ATTACHES POLICY PERIOD FROM/TO LIMITS OF LIABILITY 11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes: □ Any Automobiles □ Truckers Coverage □ All Owned Automobiles □ Motor Carrier Act □ Non-owned Automobiles □ Bus Regulatory Reform Act □ Hired Automobiles □ Public Livery Coverage □ Scheduled Automobiles □ □ Garage Coverage □ 12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one). 13. This is an □ occurrence or □ claims made policy (check one). 14. This endorsement is effective on ______________ at 12:01 a.m. and forms a part of Policy Number _________. I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed , 20___ Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: ( ) or initialed signature accepted) Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 30 EXHIBIT D-3 ADDITIONAL INSURED ENDORSEMENT [INSERT INSURANCE CERTIFICATE SHOWING PROFESSIONAL INSURANCE LIABILITY, IF REQUIRED] Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 31 ADDITIONAL INSURED ENDORSEMENT EXCESS LIABILITY Name and address of named insured (“Named Insured”): Name and address of insurance company (“Company”): General description of agreement(s), permit(s), license(s), and/or activity(ies) insured: Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows: 1. The City of Seal Beach (“City”), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy. 2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy. 3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought, except with respect to the limits of the Company’s liability. 4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company’s limits of liability as provided under the policy. 5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds. 6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereto. In the event of Company’s failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement. 7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 32 regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds. 8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance. 9. This endorsement and all notices given hereunder shall be sent to City at: City Manager City of Seal Beach City Hall 211 Eighth Street Seal Beach, California 90740 10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached. TYPE OF COVERAGES TO WHICH THIS ENDORSEMENT ATTACHES POLICY PERIOD FROM/TO LIMITS OF LIABILITY □ Following Form □ Umbrella Liability □ 11. Applicable underlying coverages: INSURANCE COMPANY POLICY NUMBER AMOUNT 12. The following inclusions, exclusions, extensions or specific provisions relate to the above coverages: 13. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one). 14. This is an □ occurrence or □ claims made policy (check one). 15. This endorsement is effective on ________ at 12:01 a.m. and forms a part of Policy Number ________. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 33 I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company. Executed , 20___ Signature of Authorized Representative (Original signature only; no facsimile signature Telephone No.: ( ) or initialed signature accepted) Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 34 EXHIBIT E ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING CONTRACTOR LICENSING LAWS Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 35 ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING THE CONTRACTORS' LICENSING LAWS [Business & Professions Code § 7028.15] [Public Contract Code § 20103.5] I, the undersigned, certify that I am aware of the following provisions of California law and that I, or the entity on whose behalf this certification is given, hold a currently valid California contractor's license as set forth below (required at time of award): Business & Professions Code § 7028.15: (a) It is a misdemeanor for any person to submit a bid to a public agency in order to engage in the business or act in the capacity of a contractor within this state without having a license therefore, except in any of the following cases: (1) The person is particularly exempted from this chapter. (2) The bid is submitted on a state project governed by Section 10164 of the Public Contract Code or on any local agency project governed by Section 20104 [now § 20103.5] of the Public Contract Code. (b) If a person has been previously convicted of the offense described in this section, the court shall impose a fine of 20 percent of the price of the contract under which the unlicensed person performed contracting work, or four thousand five hundred dollars ($4,500), whichever is greater, or imprisonment in the county jail for not less than 10 days nor more than six months, or both. In the event the person performing the contracting work has agreed to furnish materials and labor on an hourly basis, “the price of the contract” for the purposes of this subdivision means the aggregate sum of the cost of materials and labor furnished and the cost of completing the work to be performed. (c) This section shall not apply to a joint venture license, as required by Section 7029.1. However, at the time of making a bid as a joint venture, each person submitting the bid shall be subject to this section with respect to his or her individual licensure. (d) This section shall not affect the right or ability of a licensed architect, land surveyor, or registered professional engineer to form joint ventures with licensed contractors to render services within the scope of their respective practices. (e) Unless one of the foregoing exceptions applies, a bid submitted to a public agency by a contractor who is not licensed in accordance with this chapter shall be considered non-responsive and shall be rejected by the public agency. Unless one of the foregoing exceptions applies, a local public agency shall, before awarding a contract or issuing a purchase order, verify that the contractor was properly licensed when the contractor submitted the bid. Notwithstanding any other provision of law, unless one of the foregoing exceptions applies, the registrar may issue a citation to any public officer or employee of a public entity who knowingly awards a contract or issues a purchase order to a contractor who is not licensed pursuant to this chapter. The amount of civil penalties, appeal, and finality of such citations shall be subject to Sections 7028.7 to 7028.13, inclusive. Any contract awarded to, or any purchase order issued to, a contractor who is not licensed pursuant to this chapter is void. (f) Any compliance or noncompliance with subdivision (e) of this section, as added by Chapter 863 of the Statutes of 1989, shall not invalidate any contract or bid awarded by a public agency during which time that subdivision was in effect. (g) A public employee or officer shall not be subject to a citation pursuant to this section if the public employee, officer, or employing agency made an inquiry to the board for the purposes of verifying the license status of any person or contractor and the board failed to respond to the inquiry within three business days. For purposes of this section, a telephone response by the board shall be deemed sufficient. Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 36 Public Contract Code § 20103.5: In all contracts subject to this part where federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of this state. However, at the time the contract is awarded, the contractor shall be properly licensed in accordance with the laws of this state. The first payment for work or material under any contract shall not be made unless and until the Registrar of Contractors verifies to the agency that the records of the Contractors' State License Board indicate that the contractor was properly licensed at the time the contract was awarded. Any bidder or contractor not so licensed shall be subject to all legal penalties imposed by law, including, but not limited to, any appropriate disciplinary action by the Contractors' State License Board. The agency shall include a statement to that effect in the standard form of pre-qualification questionnaire and financial statement. Failure of the Bidder to obtain proper and adequate licensing for an award of a contract shall constitute a failure to execute the Contract and shall result in the forfeiture of the security of the Bidder. License No.:________________ Class:___________________ Expiration Date:_________________ Date:__________________ Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49C June 8, 2026 October 31, 2026A, C34603008 Docusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 37 EXHIBIT F AGREEMENT TO COMPLY WITH LABOR LAW REQUIREMENTS Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 38 AGREEMENT TO COMPLY WITH CALIFORNIA LABOR LAW REQUIREMENTS [Labor Code §§ 1720, 1773.8, 1775, 1776, 1777.5, 1813, 1860, 1861, 3700] The undersigned Contractor certifies that it is aware of and hereby agrees to fully comply with a[l applicable provisions of California law, including but not limited to the following: 1. Contractor acknowledges that this Contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works and the awarding public agency (“Agency”) and agrees to be bound by all the provisions thereof as though set forth in full herein. 2. Contractor agrees to comply with the provisions of California Labor Code Section 1773.8 which requires the payment of travel and subsistence payments to each worker needed to execute the Work to the extent required by law. 3. Contractor agrees to comply with the provisions of California 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. The Contractor shall, as a penalty to the Agency, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for any public work done under the Contract by Contractor or by any subcontractor. 4. Contractor agrees to comply with the provisions of California Labor Code Section 1776 which require Contractor and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform the Agency of the location of the records. The Contractor is responsible for compliance with Section 1776 by itself and all of its subcontractors. 5. Contractor agrees to comply with the provisions of California Labor Code Section 1777.5 concerning the employment of apprentices on public works projects, and further agrees that Contractor is responsible for compliance with Section 1777.5 by itself and all of its subcontractors. 6. Contractor agrees to comply with the provisions of California Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the Agency, forfeit twenty-five dollars ($25) for each worker employed in the execution of the Contract by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the California Labor Code. 7. California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work of this Contract.” Date ___________________ Signature _______________________________________ Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49C Timothy Roberts Docusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 6/8/2026 39 EXHIBIT G BID PROPOSAL (INCLUDING BID SHEETS) Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE Appendix H: Required Federal Forms Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE DBE Forms SWRCB Form 4500-2 or EPA Form equivalent SWRCB Form 4500-3 or EPA Form equivalent SWRCB Form 4500-4 or EPA Form equivalent Docusign Envelope ID: 2519BB05-D37A-87DF-8242-31903634D49CDocusign Envelope ID: 80748343-6005-8DC1-82A5-6A8CDC83ABEE 5/21/2026 LCWA Watermain Lining – Trenchless Technology Improvements –CIP WT2103 CITY OF SEAL BEACH June 22, 2026 WHAT TO EXPECT •Project Overview •Bid Summary •Project Budget and Funding •Council Actions Requested PROJECT OVERVIEW •Water & Sewer Rate Adjustment Project List •Relines the aging 18” transmission main that runs along the Los Cerritos Wetlands that provides critical redundancy and has history of main breaks •Concurrent construction with LCWA restoration project •Environmentally sensitive habitat and culturally rich area; therefore, using relining technology vs. open trench reconstruction PROJECT LOCATION TIMELINE Preliminary design started in 2020 Geotechnical CDP started in 2021 Environmental Document + Permitting started in 2022. CDP issued in 2025 SRF Loan application started in 2022. Rate approval in 2025. NTP in 2026 Updated design in 2026 for construction March 18 to May 21, 2026 Public Bidding Period June 2026 Bid Review + Council Award July 2026 Submittals & Permitting Late Summer/Early Fall Mobilization 70 Working Days Next Steps: SRF Financing Agreement BID SUMMARY •Bid Solicitation: March 18, 2026 •Bid Opening: May 21, 2026 Rank Contractor Total Base Bid Low T.E. Roberts, Inc.$3,209,485 2 Minako America Corporation dba Minco Construction*$3,475,000 3 Vortex Services, LLC*$3,863,605 * did not submit required federal forms; therefore, deemed non-responsive •Assumed SRF Loan in Water Rate Study •Low interest state loan to support drinking water system improvement and maintain regulatory compliance. (2026 rates = 2.1%) •State has issued environmental clearance •Financing agreement is being finalized •Approved to construct/mobilize prior to financing agreement execution to avoid unnecessary construction delays STATE REVOLVING FUND (SRF) LOAN PROJECT BUDGET & FUNDING Description Amount RATE FUNDED Design (completed):$294,072 SRF LOAN FUNDED Construction Support Engineering & Environmental Support $115,196 Construction Management $69,780 Inspection $50,000 TOTAL Construction Support Cost:$234,976 Construction T.E. Roberts $3,209,485 Contingency (approx. 10%)$320,950 TOTAL Construction Cost:$3,530,435 RECOMMENDATIONS 1.Approving the plans, specifications, and contract documents for the LCWA Watermain Lining – Trenchless Technology Improvements, CIP WT2103; and, 2.Awarding a Public Works Agreement to T.E. Roberts, Inc. for the Project in the not - to-exceed amount of $3,209,485; finding bids submitted by Minako America Corporation dba Minco Construction and Vortex Services, LLC as non-responsive; and rejecting all other bids; and, 3.Authorizing the City Manager to execute the Public Works Agreement with T.E. Roberts, Inc. for the Project; and authorizing the City Manager to approve additional work requests up to $320,950 (approximately 10%), in connection with the Project; and, 4.Authorizing the City Manager to approve construction support services in the amount of $234,976 in connection with the Project. THANK YOU!