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Vance Corporation-2020-22
2020-22 PUBLIC WORKS AGREEMENT By and Between CITY OF GRAND TERRACE and VANCE CORPORATION 01247.0006/669201 7 AGREEMENT FOR PUBLIC WORKS SERVICES BETWEEN THE CITY OF GRAND TERRACE AND VANCE CORPORATION THIS AGREEMENT FOR PUBLIC WORKS SERVICES (herein "Agreement") is made and entered into this 28th day of September,2020 by and between the City of GRAND TERRACE, a California municipal corporation ("City") and VANCE CORPORATION, a California corporation ("Contractor"). City and Contractor may be referred to, individually or collectively, as "Party" or"Parties." RECITALS A. Pursuant to the City of Grand Terrace Emergency Resolution 2020-31, City has authority to enter into and execute this Agreement. D. The Parties desire to formalize those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW,THEREFORE,in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows: ARTICLE 1. WORK OF CONTRACTOR 1.1 Scope of Work. In compliance with all terms and conditions of this Agreement,the Contractor shall provide those services specified in the "Scope of Work" attached hereto as Exhibit "A" and incorporated herein by this reference,which may be referred to herein as the"services"or"work" hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the work required under this Agreement in a thorough, competent, and professional manner,and is experienced in performing the work and services contemplated herein. Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 1.2 Contract Documents. The Scope of Work shall include the"General Provisions"and"Special Provisions" contained in Caltrans Standard Specifications and listed in this Agreement, all of which are -1- 01247.0006/669201.8 incorporated herein by this reference. In the event of any inconsistency between the terms of the bid documents and this Agreement,the terms of this Agreement shall govern. 1.3 Compliance with Law. Contractor shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered. 1.4 Compliance with California Labor Law. (a) Public Work. The Parties acknowledge that the work to be performed under this Agreement is a "public work" as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation. (b) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request.By initiating any work under this Agreement,Contractor acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages,and Contractor shall post a copy of the same at each job site where work is performed under this Agreement. (c) Penalty for Failure to Pay Prevailing Wages. 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._The_Contractor_shall,_as a_penalty_to_the_City,_forfeit_two_hundred_dollars_($200)_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. (d) Payroll Records. 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 the City of the location of the records. (e) Apprentices. 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 -2- 01247.0006/669201 7 provide City with a copy of the information submitted to any applicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (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 (8) hours per day,and forty(40)hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1%2)times the basic rate of pay. (h) Workers' Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees.In accordance with the provisions of California Labor Code Section 1861, 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." Contractor's Authorized-Initials/( (i) Contractor's Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720)of the California Labor Code,and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or 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 such failure by any subcontractor. -3- 01247.0006/669201 7 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 -2- 01247.0006/669201 7 1.5 Licenses,Permits,Fees and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits, registrations,and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder. 1.6 Familiarity with Work. (a) By executing this Agreement, Contractor warrants that Contractor (i)has thoroughly investigated and considered the scope of work to be performed,(ii)has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing,prior to commencement of services hereunder. (b) Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface, unknown or latent conditions, materially different from those indicated; or (iii) unknown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement, and will materially affect the performance of the services hereunder. (c) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ,or do involve hazardous waste,and cause a decrease or increase in-Contractor's-cost of—or-the-time-required for,,performance-of-any-part-of-the work,, shall-issue-a change order per Section 1.10 of this Agreement. (d) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set,but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties. (e) City will compensate Contractor to the extent required by Government Code Section 4215 by issuing a change order per Section 1.10 of this Agreement. -4- 01247.0006/669201 7 with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall -2- 01247.0006/669201 7 1.7 Protection and Care of Work and Materials. The Contractor shall adopt reasonable methods, including providing and maintaining storage facilities, during the life of the Agreement to furnish continuous protection to the work,and the equipment,materials,papers,documents,plans,studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as caused by City's own negligence. Stored materials shall be reasonably accessible for inspection. Contractor shall not,without City's consent,assign, sell,mortgage,hypothecate, or remove equipment or materials which have been installed or delivered and which may be necessary for the completion of the work. 1.8 Warranty. Contractor warrants all work under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work,whichever is later)after the date of final acceptance, Contractor shall within ten(10) days after being notified in writing by the City of any defect in the work or non-conformance of the work to the Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act as soon as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair, remove and replace any portions of the work (or work of other contractors) damaged by its defective work or which becomes damaged in the course of_repairing or replacing defective work. For any work so corrected, Contractor's obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including,without limitation,redesign,repairs,and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal,replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor... All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 1.9 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement.Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.10 Additional Work and Change Orders. (a) City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Work or make changes by altering, adding to or deducting from said work.No such extra work may be undertaken unless a written change order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor ("Change Order"). All Change Orders must be signed by the Contractor and Contract Officer prior to commencing the extra work thereunder. (b) Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or any increase in the time to perform of up to one hundred eighty(180) days; and does not materially affect the Work and which are not detrimental to the Work or to the interest of the City, may be approved by the Contract Officer. Any greater increases,taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Schedule of Compensation in Exhibit"C". If the rates in the Schedule of Compensation do not cover the type of work in the Change Order,the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and Contract Officer. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed,to the satisfaction of the City, as follows: (i) Labor_the_cost_of_labor_shall_be the_actual_cost_for_wages_of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted. (ii) Materials and Equipment: the cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done,whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order.The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation,if applicable;description of other City authorized services and expenditures in such -6- 01247.0006/669201 7 ve the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City's sole and absolute discretion, waive the Contractor's rights for that day. (d) It is expressly understood by Contractor that the provisions of this Section 1.10 shall not apply to services specifically set forth in the Scope of Work. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. (e) No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are follows. 1.11 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as Exhibit`B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit `B" and any other provisions of this Agreement,the provisions of Exhibit`B" shall govern. ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT. 2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Forty Nine Thousand Eight Dollars and 46/100 ($49,008.46) (the "Contract Sum"), unless additional compensation is approved pursuant to Section 1.10. 2.2 Method of Compensation. The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services less the contract retention; (iii) payment for time and materials based upon the Contractor's rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained and (c) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation. 2.3 Reimbursable Expenses. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If -7- 01247 0006/669201 7 f names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation,if applicable;description of other City authorized services and expenditures in such -6- 01247.0006/669201 7 ve the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 Contractor is required to attend additional meetings to facilitate such coordination,Contractor shall not be entitled to any additional compensation for attending said meetings. 2.4 Invoices. Each month Contractor shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance. By submitting an invoice for payment under this Agreement, Contractor is certifying compliance with all provisions of the Agreement. The invoice shall contain all information specified in Exhibit"C",and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories. Contractor shall not invoice City for any duplicate services performed by more than one person. City shall, as soon as practicable, independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, or as provided in Section 7.3, City will cause Contractor to be paid within thirty (30) days of receipt of Contractor's correct and undisputed invoice; however, Contractor acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event that City does not cause Contractor to be paid within thirty (30) days of receipt of an undisputed and properly submitted invoice, Contractor shall be entitled to the payment of interest to the extent allowed under Public Contract Code Section 20104.50. In the event any charges or expenses are disputed by City,the original invoice shall be returned by City to Contractor,not later than seven (7) days after_receipt by the City, for correction and resubmission. Returned invoices shall be accompanied by a document setting forth in writing the reasons why the payment request was rejected. Review and payment by the City of any invoice provided by the Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable law. 2.5 Waiver. Payment-to Contractor for work performed-pursuant-to-this Agreement-shall-not be deemed to waive any defects in work performed by Contractor. ARTICLE 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the -8- 01247.0006/669201 7 sed; type of equipment, size, identification number, and hours of operation, including loading and transportation,if applicable;description of other City authorized services and expenditures in such -6- 01247.0006/669201 7 ve the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively. 3.3 Force Majeure. The time period(s)specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including,but not restricted to,acts of God or of the public enemy,unusually severe weather,fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation,and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period.of the enforced delay when and if in the judgment of the Contract Officer such delay is justified.The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant to this Section. 3.4 Inspection and Final Acceptance. City may inspect and accept or reject any of Contractor's work under this Agreement, either during performance or when completed. City shall reject or finally accept Contractor's work within forty-five (45) days after submitted to City. City shall accept work by a timely written acceptance, otherwise work shall be deemed to have been rejected. City's acceptance shall be conclusive as to such work except with respect to latent defects,fraud and such gross mistakes as to amount to fraud.Acceptance of any work by City shall not constitute a waiver of any of the provisions of this Agreement including,but not limited to,Articles 1 and 5,pertaining to warranty and indemnification and insurance, respectively. 3.5 Term. Unless_earlier_terminated_in accordance with Article_7_of_this__Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit"D"). ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Contractor. The following principals of Contractor ("Principals") are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specifi herein and make all dec. ions in connection therewith: President (Name) Verner E. Thomas (Title) -9- 01247.0006/6692017 this reference. When requested by the Contractor, extensions to the time period(s) specified in the -8- 01247.0006/669201 7 sed; type of equipment, size, identification number, and hours of operation, including loading and transportation,if applicable;description of other City authorized services and expenditures in such -6- 01247.0006/669201 7 ve the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 Vice President (Name) Derek Ritarita (Title) (Name) (Title) It is expressly understood that the experience,knowledge,capability and reputation of the foregoing Principals were a substantial inducement for City to enter into this Agreement. Therefore, the Principals 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. All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement,the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. Additionally, Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor's staff and subcontractors, if any, assigned to perform the services required under this Agreement. Contractor shall notify City of any changes in Contractor's staff and subcontractors, if any, assigned to perform the services required under this Agreement,prior to and during any such performance. 4.2 Status of Contractor. Contractor shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Contractor shall not at any time or in any manner represent that Contractor or any of Contractor's officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Contractor, nor any of Contractor's officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City's employees. Contractor expressly waives any claim Contractor may have to any such rights. 4.3 Contract Officer. The Contract Officer shall be the City Manager or such person as may be designated by the City Manager. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor,its agents or employees,perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, -10- 01247.0006/669201 7 /669201 7 sed; type of equipment, size, identification number, and hours of operation, including loading and transportation,if applicable;description of other City authorized services and expenditures in such -6- 01247.0006/669201 7 ve the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 supervision or control of Contractor's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor. 4.5 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. All subcontractors shall obtain,at its or Contractor's expense,such licenses,permits,registrations and approvals(including from the City) as may be required by law for the performance of any services or work under this Agreement. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise,without the prior written approval of City.Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of-City. - ARTICLE 5. INSURANCE,INDEMNIFICATION AND BONDS 5.1 Insurance Coverages. Without limiting Contractor's indemnification of City,and prior to commencement of-any-services-under-this Agreement,—Contractor-shall-obtain, provide-and-maintain-at its own expense during the term of this Agreement,policies of insurance of the type and amounts described below and in a form satisfactory to City. (a) General liability insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury,personal injury,and property damage.The policy must include contractual liability that has not been amended.Any endorsement restricting standard ISO"insured contract"language will not be accepted. (b) Automobile liability insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Services -11- 01247.0006/669201 7 e the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Professional liability (errors & omissions) insurance. Contractor shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of$1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Contractor agrees to maintain continuous coverage through a period no less than three (3)years after completion of the services required by this Agreement. (d) Workers' compensation insurance. Contractor shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least$1,000,000). (e) Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor.All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit"B". 5.2 General Insurance Requirements. (a) Proof of insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. (b) Duration of coverage. Contractor shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property_,_ which may arise from or in connection with the performance of the Services hereunder by Contractor, its agents,representatives, employees or subcontractors. (c) Primary/noncontributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non- contributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured. (d) City's rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium -12- 01247.0006/669201 7 ising out of or in connection with Services -11- 01247.0006/669201 7 e the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. (f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. (g) Enforcement of contract provisions (non-estoppel). Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) 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. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Contractor agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. (j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers,officials,employees,and agents,and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. -13- 01247.0006/669201 7 69201 7 e the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 (1) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Contractor agrees to ensure that its subcontractors and any other party involved with the project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. (n) Agency's right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation. (o) Self-insured retentions.Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. (p) Timely notice of claims. Contractor shall give City prompt and timely notice of 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 liability --— — -- - policies. -- --------- - - (q) Additional insurance. Contractor shall also procure and maintain,at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 5.3 Indemnification. To the full extent permitted by law, Contractor agrees to indemnify, defend and hold harmless the City, its officers,employees and agents("Indemnified Parties")against,and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein"claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Contractor, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Contractor is legally liable("indemnitors"),or arising from Contractor's or indemnitors' reckless or willful misconduct,or arising from Contractor's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: -14- 01247.0006/669201 7 the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 (a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; (b) Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Contractor hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. In addition, Contractor agrees to indemnify, defend and hold harmless the Indemnified Parties from, any and all claims and liabilities for any infringement of patent rights, copyrights or trademark on any person or persons in consequence of the use by the Indemnified Parties of articles to be supplied by Contractor under this Agreement, and of which the Contractor is not the patentee or assignee or has not the lawful right to sell the same. Contractor shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Contractor shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Contractor in the performance of professional services and work hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions,but,to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except-that-design-professionals'—indemnity-hereunder-shall-be-limited-to-claims-and-liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Contractor and shall survive termination of this Agreement. 5.4 Notification of Third-Party Claims. City shall timely notify Contractor of the receipt of any third-party claim relating to the work under this Agreement. City shall be entitled to recover from Contractor its reasonable costs incurred in providing such notification. -15- 01247.0006/669201 7 iable("indemnitors"),or arising from Contractor's or indemnitors' reckless or willful misconduct,or arising from Contractor's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: -14- 01247.0006/669201 7 the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. -5- 01247.0006/669201 7 ARTICLE 6. RECORDS,REPORTS,AND RELEASE OF INFORMATION 6.1 Records. Contractor shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies, certified and accurate copies of payroll records in compliance with all applicable laws, or other documents relating to the disbursements charged to City and services performed hereunder (the "books and records"), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed.The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of 3 years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Contractor's business, custody of the books and records may be given to City, and access shall be provided by Contractor's successor in interest. Notwithstanding the above, the Contractor shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act. 6.2 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services,—the-estimated-increased-or-decreased-cost-estimate for-the-project-being-designed. 6.3 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the "documents and materials") prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City's sole risk and without liability to Contractor, and Contractor's guarantee and warranties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 Contractor shall have an unrestricted right to use the concepts embodied therein.All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, Contractor with respect to any documents and materials that may qualify as"works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed"works made for hire"for the City. 6.4 Confidentiality and Release of Information. (a) Information gained or work product produced by Contractor in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney,voluntarily provide documents,declarations, letters of support,testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Contractor gives City notice of such court order or subpoena. (c) If Contractor, or any officer, employee, agent or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any damages, costs and fees, including attorneys' fees, caused by or incurred as a result of Contractor's conduct. (d) 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 there under. City retains the right, 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, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION 7.1 California Law. This Agreement shall be interpreted,construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of San Bernardino, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District -17- 01247.0006/669201 7 l be at the City's sole risk and without liability to Contractor, and Contractor's guarantee and warranties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 Court, venue shall lie exclusively in the Central District of California, in the County of San Bernardino, State of California. 7.2 Disputes. (a) Default; Cure. In the event that Contractor is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Contractor for any work performed after the date of default. Instead, the City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Contractor is in default, the City shall hold all invoices and shall proceed with payment on the invoices only when the default is cured.In the alternative,the City may, in its sole discretion,elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default,the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Contractor's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement. (b) Dispute Resolution. This Agreement is subject to the provisions of Article 1.5 (commencing at Section 20104) of Division 2,Part 3 of the California Public Contract Code regarding the resolution of public works claims of less than $375,000.Article 1.5 mandates certain procedures for the filing of claims and supporting documentation by the Contractor,for the response to such claims by the City, for a mandatory meet and confer conference upon the request of the Contractor, for mandatory non-binding mediation in the event litigation is commenced, and for mandatory judicial arbitration upon the failure to resolve the dispute through mediation. This Agreement hereby incorporates the provisions of Article 1.5 as though fully set forth herein. 7.3 Retention of Funds. Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute-hereunder-or-which-are-necessar-y-to compensate-City-for-any-losses,-costs,—liabilities,-or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Contractor's acts or omissions in performing or failing to perform Contractor's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim.The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Contractor to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Contractor shall not constitute a waiver of any of the provisions of this Agreement.No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Contractor shall file a claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement. 7.7 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical-to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of Five Hundred Dollars ($500) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit"D").The City may withhold from any monies payable on account of services performed b_y_the_Contractor_any accrued liquidated damages._Eursuant_to_Government Code_Section_4215, Contractor shall not be assessed liquidated damages for delay in completion of the project when such delay was caused by the failure of the public agency or owner of the utility to provide for removal or relocation of utility facilities. 7.8 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause.The City reserves the right to terminate this Contract at any time,with or without cause,upon thirty(30)days' written notice to Contractor, except that where termination is due to the fault of the Contractor, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Contractor reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days' written notice to City,except that where termination is due to the fault of the City,the period of notice may be such shorter time as the Contractor may determine.Upon receipt of any notice of termination, Contractor shall immediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 specifically approved by the Contract Officer. Except where the Contractor has initiated termination, the Contractor shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Contractor has initiated termination, the Contractor shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section,the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2. 7.9 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2,take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated(provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 7.10 Attorneys' Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation.All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 7.11 Unfair-Business-Practices-Claims. — In entering into this Agreement, Contractor offers and agrees to assign to the 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. § 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 related to this Agreement. This assignment shall be made and become effective at the time the City renders final payment to the Contractor without further acknowledgment of the Parties. ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest,in the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement. 8.1 Conflict of Interest. Contractor covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Contractor's performance of services under this Agreement. Contractor further covenants that in the performance of this Agreement,no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Contractor agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation,partnership or association in which he is,directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.2 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation,marital status,national origin, ancestry, or other protected class in the performance of this Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status,national origin, ancestry, or other protected class. 8.3 Unauthorized Aliens. Contractor hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Contractor hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed,together with any and all costs, including attorneys'fees, incurred by City. ARTICLE 9. MISCELLANEOUS PROVISIONS 9.1 Notices. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City,to the City -21- 01247.0006/669201 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 Manager and to the attention of the Contract Officer (with her/his name and City title), City of Grand Terrace, 22795 Barton Road, Grand Terrace, California 92313, and in the case of the Contractor,to the person at the address designated on the execution page of this Agreement.Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. All correspondence relating to this Agreement shall be serialized consecutively. 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement.No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Contractor and by the City Council. The parties-agree that this"requirement for written modifications cannot be waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses,paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 "financial interest" shall be consistent with State law and shall not include interests found to be "remote" or "noninterests" pursuant to Government Code Sections 1091 or 1091.5. Contractor warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Contractor further warrants and represents that(s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Contractor is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Contractor's Authorized Initials l/ 9.7 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii)by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE] -23- 01247.0006/6692017 e waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses,paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: City of Grind Terrace,a municipal corporation G. Haroiffey, Ci ana er .rACEST: i-.)<AJAP--42(266-i"'" Debra Thomas, City Clerk APPROVED AS TO FORM: ALESHIRE&W ER,LLP aZ— Adrian R. Guerra, City Attorney CONTRACTOR: Vance Co oration 77/ , By: ___:„.,...‘ S... (- -- ---- - Name:Verner E. Thomas -- Title:President By:Ad Name: Derek Ritarita - Title:-Vice President Address: 17761 Slover Ave, Bloomington, CA 92316 Two corporate officer signatures required when Contractor is a corporation,with one signature required from each of the following groups: 1)Chairman of the Board,President or any Vice President;and 2)Secretary,any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY. -24- 01247.0006/669201.7 e duly authorized to execute and deliver this Agreement on behalf of said party, (iii)by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE] -23- 01247.0006/6692017 e waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses,paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of California County of San Bernardino On September 29th,2020 before me, Macawi Muhammad,Notary Public Date Here Insert Name and Title of the Officer personally appeared Verner E. Thomas Name(s)of Signer(s) Derek D. Ritarita who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) are subscribed to the within instrument and acknowledged to me that Iife%they executed the same in }daft/their authorized capacity(ies),and that byttsbntir1their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph MACAW!MUHAMMAD is true and correct. Notary Public-California WITNESS myhand and official seal. 'LA San Bernardino County z Ve4 4"l z ��.� Commission #2168128 7_ My Comm.Expires Oct 15,2020 Signature Signature opf rotary Public- Place Notary Seal Above ---- --- --- ----- - - PTI NA " Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Agreement Signature Page Title or Type of Document? 'of Grand Terrace;Grand Terrace Improvements Document Date: 09/28/2020 Number of Pages: 1 Signer(s) Other Than Named Above: No other signers Capacity(ies) Claimed by Signer(s) Signer's Name: Verner E. Thomas Signer's Name: Derek D. Ritarita l Corporate Officer — Title(s): President J Corporate Officer — Title(s): Vice President Li Partner — ❑Limited ❑General Li Partner — L] Limited ❑General LI Individual ❑Attorney in Fact Cl Individual ❑Attorney in Fact '1 Trustee 0 Guardian or Conservator Cl Trustee 0 Guardian or Conservator El Other: ❑ Other: Signer Is Representing: Vance Corporation Signer Is Representing: Vance Corporation gz33 �SLR 02014 National Notary Association•www.NationalNotary.org • 1-800-US NOTARY(1-800-876-6827) Item#5907 is Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 EXHIBIT "A" SCOPE OF WORK I. Contractor shall perform all of the work and comply with all of the specifications and requirements in the"General Provisions" and"Special Provisions"included in Exhibit A- 1. II. Brief description of the work to be performed under this Agreement is as follows ("Project'): Grand Terrace Road, north of Newport Avenue. Starting at terminus the total rehabilitation and asphalt paving includes 1441 linear feet of roadway. The southerly 530 linear feet are the responsibility of the City of Grand Terrace under this contract. The northerly 911 linear feet are the responsibility of Southern California Edison ("Edison"), under a separate contract III. In addition to the requirements of Section 6.2, during performance of the work, Contractor will keep the City apprised of the status of performance by delivering status reports as may be required by the City from time to time. IV. All work is subject to review and acceptance by the City, and must be revised by the Contractor without additional charge to the City until found satisfactory and accepted by City. V. Contractor shall provide safe and continuous passage for pedestrian and vehicular traffic in accordance with the Work Area Traffic Control Handbook (WATCH), latest edition. 01247.0006/669201.8 A-1 - --- ----- - - PTI NA " Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Agreement Signature Page Title or Type of Document? 'of Grand Terrace;Grand Terrace Improvements Document Date: 09/28/2020 Number of Pages: 1 Signer(s) Other Than Named Above: No other signers Capacity(ies) Claimed by Signer(s) Signer's Name: Verner E. Thomas Signer's Name: Derek D. Ritarita l Corporate Officer — Title(s): President J Corporate Officer — Title(s): Vice President Li Partner — ❑Limited ❑General Li Partner — L] Limited ❑General LI Individual ❑Attorney in Fact Cl Individual ❑Attorney in Fact '1 Trustee 0 Guardian or Conservator Cl Trustee 0 Guardian or Conservator El Other: ❑ Other: Signer Is Representing: Vance Corporation Signer Is Representing: Vance Corporation gz33 �SLR 02014 National Notary Association•www.NationalNotary.org • 1-800-US NOTARY(1-800-876-6827) Item#5907 is Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 EXHIBIT "A-1" CONTRACT SPECIFICATIONS AND DOCUMENTS LOCATION OF WORK TO BE PERFORMED UNDER THIS AGREEMENT Grand Terrace Road, north of Newport Avenue. Starting at terminus the total rehabilitation and asphalt paving includes 1441 linear feet of roadway, approximately 23 feet wide with primarily unimproved shoulders The southerly 530 linear feet are the responsibility of the City of Grand Terrace under this contract. The northerly 911 linear feet are the responsibility of Southern California Edison("Edison"),under a separate contract. INCLUSIONS: 1. Contractor shall carry out a Single Mobilization of construction for Contractor's crews and equipment and necessary activities for water meter and water costs. 2. Contractor shall deliver, supply,place and compact 3"Asphalt Concrete(AC)on Cement Treated Material,including tack coat and shoulder backing with pulverized cement treated material. 3. Contractor shall pulverize existing AC and blend, furnish Type II/V Cement at a 4%rate, spreading, mixing/grading& compacting to the 8" specified depth 4. If additional cement is required above the included 4%,The added 1%cement may be billed at$0.08 per square foot. 5. Contractor shall grade and shape the pulverized cement treated material.All excess pulverized cement treated material to be left on-site for use as should backing. 6. Contractor shall raise Manholes to finish surface 7. Contractor shall raise Water Valves to finish surface CONDITIONS: 1. All work to be performed Monday thru Fridays during normal working Hours 7am to 5pm. Weekends, evenings and Holiday work will be considered as extra work. 2. Work will need to be scheduled so Contractor has full access to entire site. Contractor will not be able to properly grade/compact if others are working on the site simultaneously. Notes: Testing, Inspection and QA/QC will be provided by prime contractor or Edison. City of Grand Terrace will provide a Public Works Observer. Permits and fees are waived for the separate Edison contract, since this is a joint Edison and City project. Utility adjustments are provided for in this Agreement. Site maintenance and bestfmanagement practices will be the responsibility of the Contractor. Public Works Observer will provide direction on site as needed. This Project has no striping or signage requirements at the Project site. All traffic control will be by Watch Manual and flagman to accommodate the five residential properties at the north end of the Project. • 01247.0006/669201.8 nt meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 ASPHALT PAVING SPECIFICATIONS Asphalt work shall adhere to the requirements of the Caltrans Standard Plans and Specifications ("Standard Specifications"), 2018 Edition. Section 39 of the Standard Specification shall govern for the asphalt concrete. The mix design shall be PG70-10 and be placed in one three-inch lift. Compaction of subgrade after micro fracturing shall be 95%relative compaction. Compaction of asphalt shall be 95% relative compaction. Tests shall be taken as directed by Public Works Observer. SUBGRADE REHABILITATION AND CEMENT SPECIFICATION: 1-1 DESCRIPTION. Work shall consist of pulverizing existing asphalt concrete,base, and subgrade soil to a total depth of 8". Alternatively, the Contractor may cold plane/mill existing asphalt concrete to a sufficient depth to allow for the new asphalt concrete surface; any asphalt concrete remaining after the milling process may then be pulverized and blended with the underlying base and/or soil. Contractor shall re-grade and haul away excess material to allow for the net placement of three inches of new asphalt concrete. Contractor shall add cement and water to the blended material to a total depth of eight-inches in accordance with the specifications provided below. Contractor shall compact, fine grade to the grades required, cure, micro-crack, and maintain the completed cement treated surface,prior to placement of asphalt concrete. This item shall consist of constructing a mixture of pulverized asphalt concrete, base material and/or subgrade soil, cement, and water in accordance with this specification, and in conformity with the lines, grades, thickness, and typical cross sections shown on the plans. Cement-treated subgrade shall be constructed in a series of parallel lanes such that longitudinal and transverse joints are minimized. 2-1 MATERIALS. 2-1.1 PORTLAND CEMENT. Portland cement shall be Type II/V conforming to the requirements of ASTM C150. There are no substitutions for portland cement. 2-1.2 WATER. Water used for mixing or curing shall be reasonably clean and free of oil, salt, acid, alkali, sugar, vegetable, or other substances injurious to the finished product. Water shall conform to the provisions in Section 201-1.2.3, "Water," of the Standard Specifications. 2-1.3 PULVERIZED MATERIAL. 01247.0006/669201.8 ge requirements at the Project site. All traffic control will be by Watch Manual and flagman to accommodate the five residential properties at the north end of the Project. • 01247.0006/669201.8 nt meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 Existing asphalt concrete surfacing shall be pulverized with underlying base materials and/or subgrade soil to the specified depths and widths in conformance to the Project Plans and Special Provisions. The asphalt concrete surfacing and underlying base/soil materials shall be pulverized such that 95 percent of the material, exclusive of rock and aggregate, will pass a 2-inch sieve. The pulverized materials shall be free of roots, sod, weeds, wood, and construction debris. 2-1.4 SOIL. The soil for this work shall consist of materials on the Project site or imported and shall be free of roots, sod, weeds, wood, construction debris, and stones larger than 2-1/2 inches (60 mm). Soil shall be tested for compatibility to the cement treatment process. 2-1.5 SUBMITTALS. During the process, the Contractor shall furnish the following information to the City Engineer daily: 1) Certified weight tickets for each load of cement delivered to the project location. 2) Certificates of compliance for each load of cement delivered to the project location. 3) A summary of quantity of cement treatment constructed each day. 3-1 CONSTRUCTION METHODS. 3-1.1 GENERAL. Prior to beginning any cement treatment, the existing subgrade shall be shaped to conform to the typical sections, lines, and grades as shown conforming to the field conditions as approved by the city. Bulking of the subgrade resulting from the cement treatment process should be considered during grading. 3-1.2 APPLICATION. Cement shall be applied at a rate of not less than 4 percent based on the in-place dry unit weight of soil and for the depth of subgrade treatment shown on the plans. For estimating purposes, an in-place dry unit weight of soil of 150 pcf should be used. The cement content shall vary no more than 0.5 percent under and not more than 1.0 percent over the specified cement content (example: tolerance on spread rate of 4.0% is 3.5% to 5.0%). However, the moving average of the rate of cement content tests/inspections shall not be less than the specified cement content. The Contractor's Project Engineer reserves the right to increase the rate of application of cement from the specified rates during the progress of construction as necessary to maintain the desired characteristic of the cement treated soil. 01247.0006/669201.8 s at the Project site. All traffic control will be by Watch Manual and flagman to accommodate the five residential properties at the north end of the Project. • 01247.0006/669201.8 nt meaningless. 9.6 Warranty & Representation of Non-Collusion. No official,officer,or employee of City has any financial interest,direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation,partnership, or association in which(s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 Cement shall be distributed with a non-pressurized mechanical vane-feed spreader capable of spreading the cement at a prescribed weight per unit area. The spreader shall be equipped with a self-contained vacuum system that reintroduces dust fines back into the spreader tank to contain and minimize the dusting of the product. Cement shall not be spread upon the prepared subgrade more than 2 hours prior to the mixing operation. No traffic other than the mixing equipment shall be allowed to pass over the spread cement until the mixing operation is completed. 3-1.3 MIXING. Mixing of the cement, soil, and water shall be accomplished with a four-wheel drive rotary mixer with a minimum engine gross horsepower of 600 (CMI 650, WIRTEGN 240i or equivalent approved by the Contractor's Project Engineer). The mixing machine shall have equipment provisions for introducing water at the time of mixing through a metering device. The full depth of the cement treated subgrade shall be mixed a minimum of two times with the approved mixing machine. If necessary, one of the two mixes shall be done while introducing water into the soil through the metering device on the mixer. Mixing shall be accomplished in a manner by which the water hose does not displace cement that has been spread on the grade. Water shall be added during mixing to provide a moisture content not less than 1 percentage point below nor more than three percentage points above (-1 to +3 of OMC) the optimum moisture of the cement treated soil to ensure chemical action of the cement and soil. To ensure a uniformly treated section, any material/soil around manholes,utility risers,valves and adjacent to curbs/gutters or in corners, must have that material/soil pulled out at the depth of treatment where it is accessible to be mixed with the reagent. After that material is mixed with the reagent, it will be placed back around/adjacent to the utility or structure and compacted. 3-1.4 COMPACTION. The Contractor shall regulate the sequencing of the cement treatment such that final compaction of the cement treated soil to the specified density shall be completed within 2 1/2 hours after the initial application of water during the mixing operation. Compaction shall be by means of steel drum, pad foot and/or segmented wheel rollers of enough capacity to compact the full depth. Areas inaccessible to rollers shall be compacted to the required density by other means satisfactory to the Contractor's Project Engineer. The field dry density of the compacted mixture shall be at least 95 percent in the upper 8" and, if applicable, at least 90 percent for the balance of the depth of treatment of the maximum dry density as determined in accordance with ASTM D 1557. Should the cement treated subgrade yield under the weight of the compaction equipment, compaction effort will cease in an effort to not compromise the section; in this case,the maximum achievable field density will be accepted, or an alternate remedial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 3-1.5 FINISHING AND CURING. After the final layer of cement treated subgrade has been compacted, it shall be brought to the required lines and grades in accordance with the typical section. The completed section shall then be finished by rolling with a pneumatic or other suitable roller approved by the Contractor's Project Engineer. The completed cement treated subgrade shall be moist cured or surfaced with a curing seal. If used, the curing seal shall consist of SS or CSS grade asphaltic emulsion at a rate of 0.10 to 0.15 gallons per square yard of surface and shall be applied on the same day as finish rolling is completed. 3-1.6 MICRO-CRACKING. Micro-cracking of the cement treated subgrade shall be accomplished within 48 to 72 hours of the final compaction. A 10-ton steel-wheel vibratory roller, traveling at a speed of approximately 2 mph and vibrating at maximum amplitude and lowest frequency, or as directed by the Contractor's Project Engineer shall be used. Three passes shall be completed over the entire section to induce minute cracks in the cement treated subgrade. After each pass observe the section for excessive damage, proceed as directed by the Contractor's Project Engineer. 3-1.7 FINAL CURING. After microcracking is completed,the section shall be cured in accordance with Section 3-1.5 until the section will support the installation of overlying courses. 3-1.8 CONSTRUCTION JOINTS. Construction joints, both transverse and longitudinal, shall have vertical faces and shall be made in thoroughly compacted material. Additional cement treated soil shall not be placed against the construction joint until the joint has been approved by the Contractor's Project Engineer. The face of the cut joint shall be lean and free of deleterious material and shall be kept moist until the placing of the adjacent cement treated soil. 3-1.9 REPAIR. Cement treated soil that is damaged shall be repaired by removing and replacing the entire depth of affected layers in the damaged area. Feathering will not be permitted for repair of low areas. 4-1 MEASUREMENT AND PAYMENT The cement treatment of the existing subgrade shall be paid for at the contract unit price per square foot for"Cement Treated Subgrade" and shall include costs for all water and Portland cement; for all spreading, mixing, compacting and trimming to the proper grade as shown on the plans and as specified; for all disposal of all excess cement treated and pulverized material; for all 01247.0006/669201.8 at least 95 percent in the upper 8" and, if applicable, at least 90 percent for the balance of the depth of treatment of the maximum dry density as determined in accordance with ASTM D 1557. Should the cement treated subgrade yield under the weight of the compaction equipment, compaction effort will cease in an effort to not compromise the section; in this case,the maximum achievable field density will be accepted, or an alternate remedial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 microcracking, curing, protection, dust control, maintenance and sealing of the cement treated subgrade. Additional cement and work required, above and beyond the specified amount, will be paid on a change order basis. 01247.0006/669201.8 , SECTION A.LICENSES A-1. Construction License Contractor must possess a current Class A Contractor's License issued by the State of California to cover all of the work to be performed under this project. Effective April 1, 2015, Contractors and subcontractors bidding and performing work on public works project must register on an annual basis with Department of Industrial Relations . SECTION B.INSTRUCTION TO CONTRACTOR B-1. Local Conditions. Contractor shall examine carefully the site of the work contemplated and the Contract Documents. By entering into this Agreement, Contractor represents and warrants that Contractor has investigated and is satisfied as to the conditions to be encountered, as to the character, quality and quantities of work to be performed and the materials to be furnished, and as to the requirements of the Contract Documents. Information derived from inspection of topographic maps, or from Plans showing location of utilities and structures will not in any way relieve the Contractor from any risk, or from properly examining the site and making such additional investigations as it may elect, or from properly fulfilling all the terms of the Agreement. Contractor shall inform itself of, and the bidder awarded an Agreement, shall comply with, Federal, State and Local laws, relative to the execution of the work. This requirement includes, but is not limited to, applicable laws and regulations concerning employment of labor, protection of public and employee safety and health, environmental protection, the protection of natural resources, fire protection, burning and non-burning requirements,permits, fees, and similar subjects. As applicable, Contractor shall be licensed as required under applicable provisions of the Contractors License Law (California Business and Professions Code section 7000, et seq.) and regulations adopted pursuant thereto; and Contractor shall provide City with its type of contractor's license, license number, and other requested information prior to commencing the work under this Agreement. No oral, telephonic or telegraphic Bid or modification of a Bid will be considered. B-2. List of Subcontractors (a) Prior to commencing the work under this Agreement, Contractor shall set forth the following information in accordance with the provisions of Public Contract Code sections 4100- 4113: (1) The name, location of the place of business, and contract license number 01247.0006/669201.8 percent in the upper 8" and, if applicable, at least 90 percent for the balance of the depth of treatment of the maximum dry density as determined in accordance with ASTM D 1557. Should the cement treated subgrade yield under the weight of the compaction equipment, compaction effort will cease in an effort to not compromise the section; in this case,the maximum achievable field density will be accepted, or an alternate remedial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 of each Subcontractor who will perform work or labor or render service to the prime Contractor in or about the construction of the work or improvement, or a Subcontractor licensed by the State of California who, under subcontract to the prime Contractor, specifically fabricates and installs a portion of the work or improvement according to the Contract Documents, in any amount in excess of one-half of one percent (0.5%) of the prime Contractor's Contract Sum, or, in the case of bids or offers for the construction of streets or highways, including bridges, in excess of one-half of one percent(0.5%) of the Contractor's total bid or ten thousand dollars ($10,000), whichever is greater. (2) The portion of the work which will be done by each such Subcontractor, only one Subcontractor shall be listed for each such portion of the work as defined in the Bid. (3) The Contractor is considered the prime contractor and shall perform at least fifty-one percent (51.0%) of the work, as determined by a percentage of the value of the work. (b) If the Contractor fails to specify a Subcontractor for any portion of the work to be performed under the Contract pursuant to Section B-2(a) above, the Contractor agrees to perform that portion of the work itself. B-3. Interpretation of Contract Documents Any explanation desired by the Contractor regarding the meaning or interpretation of any of the Contract Documents must be requested in writing, with sufficient allowance of time for receipt of reply before commencement of work under this Agreement. Any such explanations or interpretations will be made in the form of addenda to the documents and will be furnished to the Contractor. Neither the City Engineer nor any representative of the City is authorized to give oral explanations or interpretations of Contract Documents, and execution of this Agreement by Contractor constitutes agreement by the Contractor that it has placed no reliance on any such oral explanation or interpretation. However, the City Engineer may, upon inquiry by , orally direct the Contractor's attention to specific provisions of the Contract Documents which cover the subject of the inquiry. B-5. Discrepancies In the case of discrepancy between unit prices and totals, unit prices will prevail. In case of discrepancy between words and figures,words will prevail. B-6. Servicing and Maintenance Contractor shall, if requested, furnish evidence that there is an efficient service organization which regularly carries a stock of repair parts for the proposed equipment to be furnished and installed in the work and that the organization is conveniently located for prompt service. B-7. Time of Completion The Contractor shall begin work after written notice to proceed with work has been issued by the City. The Contractor shall then have ten (10) calendar days after receipt of written 01247.0006/669201.8 ial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 notice to proceed to begin work. The counting of contract days will begin ten (10) calendar days from the time the Contractor receives the Notice to Proceed or when Contractor starts work, whichever comes firs The time of completion of the work to be performed hereunder is the essence of this Contract. Delays and extensions of time may be allowed in accordance with the provisions of the Agreement for Construction Services. The time allowed for the completion of the work is FIFTEEN calendar days. B-8. Licensing Requirements for Contractors Contractor, including its subcontractors and specialty contractors, shall hold such licenses as may be required by the laws of the State of California for the performance of the work specified in the Contract Documents. Effective April 1, 2015, Contractors and its subcontractors bidding and performing work on public works project must register on an annual basis with Department of Industrial Relations (DIR). A contractor or subcontractor shall not 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. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded. B-9. Preconstruction Conference Prior to any work, the Contractor shall provide the City Engineer with a list of key personnel assigned to the project and the telephone numbers where they may be reached at any time. The list shall be made available in sufficient copies and presented at the preconstruction conference. 01247.0006/669201.8 r, the City Engineer may, upon inquiry by , orally direct the Contractor's attention to specific provisions of the Contract Documents which cover the subject of the inquiry. B-5. Discrepancies In the case of discrepancy between unit prices and totals, unit prices will prevail. In case of discrepancy between words and figures,words will prevail. B-6. Servicing and Maintenance Contractor shall, if requested, furnish evidence that there is an efficient service organization which regularly carries a stock of repair parts for the proposed equipment to be furnished and installed in the work and that the organization is conveniently located for prompt service. B-7. Time of Completion The Contractor shall begin work after written notice to proceed with work has been issued by the City. The Contractor shall then have ten (10) calendar days after receipt of written 01247.0006/669201.8 ial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 EXHIBIT "B" SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) Item No. 2 of the INCLUSIONS section of Exhibit "A-1" is amended as follows (strikethr-ei:Igh is deleted language while italics bold is new language): "Contractor shall deliver, supply,place and compact 3"Asphalt Concrete (AC) on Cement Treated Material,including tack coat and shoulder backing with pulverized cement treated material. Should backing will also consist of utilizing existing native on-site soils. Cement treated base mix design is not required." II. Paragraph 1 of Section 1-1 (DESCRIPTION) of the SUBGRADE REHABILITATION AND CEMENT SPECIFICATION section of Exhibit "A-1" is replaced in its entirety as follows: "Work shall consist of spreading cement on existing asphalt. Contractor shall pulverize and blend the cement to a depth of eight inches (8") while adding water. Contractor shall re-grade cement treated material in place and any excess material shall be used for shoulder backing. Contractor shall compact, fine grade, cure, micro-crack, and maintain the completed cement treated surface,prior to placement of asphalt concrete." III. Section 3-1.1 (GENERAL) of Section 3-1 (CONSTRUCTION METHODS) of the SUBGRADE REHABILITATION AND CEMENT SPECIFICATION section of Exhibit "A-1"is replaced in its entirety as follows: "During cement treatment, the existing grade shall be shaped and raised full width of roadway. Where there is existing concrete improvement (i.e., transitions, curb & gutter and driveways), the cement treated base will be trimmed to allow for a three inch (3") asphalt overlay. Contractor shall maintain proper flowline and ensure smooth transition from new asphalt roadway to the existing driveways. All other roadway areas of cement treated work will be raised approximately three inches (3") above existing surface." IV. Paragraph 1 of Section 3-1.2 (APPLICATION) of Section 3-1 (CONSTRUCTION METHODS) of the SUBGRADE REHABILITATION AND CEMENT SPECIFICATION section of Exhibit"A-1"is amended as follows(stkethreugh is deleted language while italics bold is new language): "Cement shall be applied at a rate of not less than 4 percent based on the in-place dry unit weight of soil and for the depth of subgrade treatment shown on the plans. For estimating purposes, an in-place dry unit weight of soil of 4-50130 pcf should be used." 01247.0006/669201.8 ir parts for the proposed equipment to be furnished and installed in the work and that the organization is conveniently located for prompt service. B-7. Time of Completion The Contractor shall begin work after written notice to proceed with work has been issued by the City. The Contractor shall then have ten (10) calendar days after receipt of written 01247.0006/669201.8 ial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 EXHIBIT "C" SCHEDULE OF COMPENSATION Contractor shall perform all work at the rates submitted as part of Contractor's Proposal, and listed below: The City does not expressly or by implication agree that the actual amount of work will correspond with quantities given herein, but reserves the right to increase or decrease the amount of any class or portion as deemed necessary or advisable by the City Engineer. Payment will be based upon the actual quantities installed or constructed, unless otherwise specified. 2020 GRAND EMERGENCY ROAD,REPAIR- Ite = Est. . - •Description _ Units Unit Price - Total Price m - - • • Quantity 1 Mobilization LS 1 LS $3,024.00 2 Ac Overlay 3" (single lift) PG70-10 SF 13305.6 $1.96 $26,078.98 Mix Design 4%Portland Cement Treat @ 8"Deep of 3 Existing Roadway SF 13305.6 $1.30 $17,297.28 4 Adjust Manholes (proration) EA 2.27 $800 $1,814.40 5 Adjust Water Valves EA 1.13 $700 $793.80 Total Contract Sum Forty Nine Thousand Eight Dollars and Forty Six Cents $49.008.46 Words Figures II. A retention of five percent(5%) shall be held from each payment as a contract retention to be paid as part of the final payment upon satisfactory completion of services. III. Within the budgeted amounts for each item above, and with the approval of the Contract Officer, funds may be shifted from one item's subbudget to another so long as the Contract Sum is not exceeded per Section 2.1,unless Additional Work is approved per Section 1.10. 01247.0006/669201.8 mooth transition from new asphalt roadway to the existing driveways. All other roadway areas of cement treated work will be raised approximately three inches (3") above existing surface." IV. Paragraph 1 of Section 3-1.2 (APPLICATION) of Section 3-1 (CONSTRUCTION METHODS) of the SUBGRADE REHABILITATION AND CEMENT SPECIFICATION section of Exhibit"A-1"is amended as follows(stkethreugh is deleted language while italics bold is new language): "Cement shall be applied at a rate of not less than 4 percent based on the in-place dry unit weight of soil and for the depth of subgrade treatment shown on the plans. For estimating purposes, an in-place dry unit weight of soil of 4-50130 pcf should be used." 01247.0006/669201.8 ir parts for the proposed equipment to be furnished and installed in the work and that the organization is conveniently located for prompt service. B-7. Time of Completion The Contractor shall begin work after written notice to proceed with work has been issued by the City. The Contractor shall then have ten (10) calendar days after receipt of written 01247.0006/669201.8 ial plan will be proposed by the Contractor's Project Engineer. 01247 0006/669201.8 nership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of -22- 01247.0006/669201 7 01 7 the event of any default or breach by the City or for any amount which -20- 01247.0006/669201 7 mmediately cease all services hereunder except such as may be -19- 01247.0006/669201 7 er -18- 01247.0006/669201 7 ties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use. -16- 01247.0006/669201 7 IV. The City will compensate Contractor for the Services performed upon submission of a valid invoice. Each invoice is to include: A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate. B. Line items for all materials and equipment properly charged to the Services. C. Line items for all other approved reimbursable expenses claimed, with supporting documentation. D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services. V. The total compensation for the Services shall not exceed$49,008.46 as provided in Section 2.1 of this Agreement. 01247.0006/669201.8 EXHIBIT "D" SCHEDULE OF PERFORMANCE I. Contractor shall perform all work timely in accordance with the following schedule: Days to Perform Deadline Date A. Complete 15 days from October 30, 2020 Project Notice to Proceed II. Contractor shall deliver the following tangible work products to the City by the following dates. A. Pavement rehabilitation and 3" AC single lift paving in accordance with this Agreement. III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. 01247.0006/669201.8 ceed$49,008.46 as provided in Section 2.1 of this Agreement. 01247.0006/669201.8 ACCPREI DATE(MM/DDWYYY) CERTIFICATE OF LIABILITY INSURANCE 9/30/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Diane Weller Newport Beach-Alliant Insurance Services, Inc. PHONE FAX No): 1301 Dove St Ste 200 (A/C.No.Ext):949-756-0271 X, Newport Beach CA 92660 ADDRESS: dweller@alliant.com INSURER(S)AFFORDING COVERAGE NAIC# INSURERA:Executive Risk Indemnity Inc 35181 INSURED VANCCOR-01 INSURER B:Federal Insurance Company 20281 Vance Corporation 17761 Slover Ave. INSURER C.Great American Insurance Compa 16691 Bloomington CA 92316 INSURERD: INSURER E: INSURER F. COVERAGES CERTIFICATE NUMBER:36296085 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTRINSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY Y Y 54309750 7/1/2020 7/1/2021 EACH OCCURRENCE $1,000,000 DAMAGE RENTED CLAIMS-MADE X OCCUR PREMISESO(Ea occurrence) $100,000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY X jE LOC PRODUCTS-COMP/OP AGG $2,000,000 OTHER: $ B AUTOMOBILE LIABILITY Y Y 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY CG20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s)Of Covered Operations ALL PERSONS OR ORGANIZATIONS AS ON FILE WHERE REQUIRED BY WRITTEN CONTRACT. WITH US Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II - Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional-insured the person(s) or--- additional -insureds, the following additional - organization(s)-shown-in-the Schedule,-but-only— exclusions-apply: with respect to liability for "bodily injury", "property This insurance does not apply to "bodilyinjury" or damage" or "personal and advertising injury" pp y caused, in whole or in part, by: "property damage"occurring after: 1. All work, including materials, parts or 1. Your acts or omissions; or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance-or-repairs)-to-be-performed-by-or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been - designated above. completed; or However: 2. That portion of "your work" out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organization insured only applies to the extent permitted by other than another contractor or subcontractor law;and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 2 TOMOBILE LIABILITY Y Y 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable Limits of Insurance shown in the will pay on behalf of the additional insured is the Declarations. amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 10 0413 2.1 of this Agreement. 01247.0006/669201.8 POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations ALL PERSONS OR ORGANIZATIONS AS ON FILE WHERE REQUIRED BY WRITTEN CONTRACT, BUT WITH US. ONLY WHERE THE CONTRACT SPECIFIES COVERAGE FOR COMPLETED OPERATIONS. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II —Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s)-shown-in-the-Schedule,—but-only Section-Ill--Limits-Of-Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is -"property damage"caused, in whole or in part by required by a contract or agreement, the-most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included in the "products-completed operations 1. Required by the contract or agreement; or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; - 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 1 ditional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 2 TOMOBILE LIABILITY Y Y 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY CG 2012 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - STATE OR GOVERNMENTAL AGENCY OR SUBDIVISION OR POLITICAL SUBDIVISION - PERMITS OR AUTHORIZATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE State Or Governmental Agency Or Subdivision Or Political.Subdivision: WHERE REQUIRED BY WRITTEN CONTRACT. • Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to 2. This insurance does not apply to: include as an additional insured any state or a. "Bodily- injury", "property _damage" or governmental-agency -or subdivision — — — -- ----- personal and advertising injury,—1 arising out subdivision shown in the Schedule,_subject to the of—operations—performed—for—the—federal following provisions: government,state or municipality; or 1. This insurance applies only with respect to b. "Bodily injury" or "property damage" operations performed by you or on your behalf included within the "products-completed for which the state or governmental agency or operations hazard". subdivision or political subdivision has issued a permit or authorization. B. With respect to the insurance afforded to these additional insureds -the following is added—to However: Section III—Limits Of Insurance: a. The insurance afforded to such additional If coverage provided to the additional insured is insured only applies to the extent permitted required by a contract or agreement, the most we by law; and will pay on behalf of the additional insured is the b. If coverage provided to the additional amount of insurance: insured is required by a contract or 1. Required by the contract or agreement;or agreement, the_insurance afforded to such additional insured will not be broader than 2. Available under the applicable Limits of that which you are required by the contract Insurance shown in the Declarations; or agreement to provide for such additional whichever is less. insured. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 12 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 1 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY 10-02-2461 (Ed.7-15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY INSURANCE FOR SCHEDULED ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Additional Insured: Location Of Covered Operations: WHERE REQUIRED BY WRITTEN CONTRACT ALL LOCATIONS (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) With respect only to the Additional Insured and at the Location Of Covered Operations shown in the Schedule,--the-following-is added--to-SECTION-IV — — — — — — — — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 4. Other Insurance and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to the AdditionaLlnsurred-with-r-espect to the_Location Of Covered Operations shown in the Schedule under this policy provided that: (1) The Additional Insured is a named insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution-from any other insurance available to the Additional Insured. 10-02-2461 (Ed.7-15) Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission. insurance afforded to such additional If coverage provided to the additional insured is insured only applies to the extent permitted required by a contract or agreement, the most we by law; and will pay on behalf of the additional insured is the b. If coverage provided to the additional amount of insurance: insured is required by a contract or 1. Required by the contract or agreement;or agreement, the_insurance afforded to such additional insured will not be broader than 2. Available under the applicable Limits of that which you are required by the contract Insurance shown in the Declarations; or agreement to provide for such additional whichever is less. insured. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 12 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 1 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): ALL OF YOUR DESIGNATED CONSTRUCTION PROJECTS WHERE REQUIRED BY WRITTEN CONTRACT. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. For all sums which the insured becomes legally 3. Any payments made under Coverage A for obligated to pay as damages caused by "occur- damages or under Coverage C for medical rences" under Section I-Coverage A, and for all expenses shall reduce the Designated Con- medical expenses caused by accidents under struction Project General Aggregate Limit for Section I - Coverage C, which can be attributed that designated construction project. Such only to ongoing operations at a single designated payments shall not reduce the General Ag- construction project shown in the Schedule gregate Limit shown in the Declarations nor above:-- - -- ---- - shall-they-reduce_any-other-Designated Con-struction Project-General Aggregate Limit for General Aggregate Limit applies to each des- any other designated construction project ignated construction project, and that limit is shown in the Schedule above. equal to the amount of the General Aggregate 4. The limits shown in the Declarations for Each Limit shown in the Declarations. Occurrence, Damage To Premises Rented To 2. The Designated Construction Project General You and Medical Expense continue to apply. Aggregate Limit is the most we will p y for the However, instead of being subject to the sum of all damages under Coverage A, ex- General-Aggregate-Limit shown-in-the-Decla- cept damages because of "bodily injury" or rations, such limits will be subject to the appli- "property damage" included in the "products- cable Designate mte i Construction Project Gen- eral completed operations hazard", and for medi- cal expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or"suits"brought; or c. Persons or organizations making claims or bringing "suits". CG 25 03 05 09 ©Insurance Services Office, Inc.,2008 Page 1 of 2 El 0 12 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 1 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD B. For all sums which the insured becomes legally C. When coverage for liability arising out of the obligated to pay as damages caused by "occur- "products-completed operations hazard" is pro- rences" under Section I—Coverage A, and for all vided, any payments for damages because of medical expenses caused by accidents under "bodily injury" or "property damage" included in Section I — Coverage C, which cannot be attrib- the "products-completed operations hazard" will uted only to ongoing operations at a single des- reduce the Products-completed Operations Ag- ignated construction project shown in the Sched- gregate Limit, and not reduce the General Ag- ule above: gregate Limit nor the Designated Construction 1. Any payments made under Coverage A for Project General Aggregate Limit. damages or under Coverage C for medical D. If the applicable designated construction project expenses shall reduce the amount available has been abandoned, delayed, or abandoned under the General Aggregate Limit or the and then restarted, or if the authorized contract- Products-completed Operations Aggregate ing parties deviate from plans, blueprints, de- Limit, whichever is applicable; and signs, specifications or timetables, the project will 2. Such payments shall not reduce any Desig- still be deemed to be the same construction pro- nated Construction Project General Aggre- ject. gate Limit. E. The provisions of Section III — Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. Page 2 of 2 ©Insurance Services Office, Inc.,2008 CG 25 03 05 09 0 d To 2. The Designated Construction Project General You and Medical Expense continue to apply. Aggregate Limit is the most we will p y for the However, instead of being subject to the sum of all damages under Coverage A, ex- General-Aggregate-Limit shown-in-the-Decla- cept damages because of "bodily injury" or rations, such limits will be subject to the appli- "property damage" included in the "products- cable Designate mte i Construction Project Gen- eral completed operations hazard", and for medi- cal expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or"suits"brought; or c. Persons or organizations making claims or bringing "suits". CG 25 03 05 09 ©Insurance Services Office, Inc.,2008 Page 1 of 2 El 0 12 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 1 54309749 7/1/2020 7/1/2021 COMBINED SINGLE LIMIT $1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ X OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS --- ----X— HIRED-------X- NON-OWNED -- - -- - --- -- - ------ --- - -- - — — ----- -- PROPERTY DAMAGE — -----$------ --- ----- --- AUTOS ONLY AUTOS ONLY —__._ _ _ _ ._ _ (Per accident) - - C UMBRELLA LIAB X OCCUR Y Y TUE345337200 7/1/2020 7/1/2021 EACH OCCURRENCE $10,000,000 X EXCESS LIAB CLAIMS-MADE AGGREGATE $10,000,000 DED X RETENTION$R0 $ g WORKERS COMPENSATION Y 0054309751 7/1/2020 7/1/2021 X AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE N N!A E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under - DESCRIPTION OF OPERATIONS below 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: Grand Terrace Road Repair and Repaving Project City of Grand Terrace and its officers,officials,employees,and agents,and volunteers,Southern California Edison and Barnard Construction Company,Inc. are additional insured on a primary and non-contributory basis per the attached endorsements. Waiver of subrogation applies in favor of additional insured per the attached endorsements. CERTIFICATE HOLDER CANCELLATION 30 days SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Grand Terrace 5885 Meadows Road, Ste.700 Lake Oswego OR 97305 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY Form 10-02-1800 (Rev. 6-09) c. Method Of Sharing To the extent that the insured's rights to recover If all of the other insurance permits contribution all or part of any payment made under this Cover- by equal shares, we will follow this method al age Part have not been waived, those rights are so. Under this approach each insurer contrib- transferred to us. The insured must do nothing af- utes equal amounts until it has paid its appli- ter loss to impair them.At our request, the insured cable limit of insurance or none of the loss will bring "suit" or transfer those rights to us and remains,whichever comes first. help us enforce them. If any of the other insurance does not permit This condition does not apply to Coverage C. contribution by equal shares, we will contribute 9. When We Do Not Renew by limits. Under this method, each insurer's If we decide not to renew this Coverage Part, we share is based on the ratio of its applicable lim- will mail or deliver to the first Named Insured it of insurance to the total applicable limits of shown in the Declarations written notice of the insurance of all insurers. nonrenewal not less than 30 days before the expi- 5. Premium Audit ration date. a. We will compute all premiums for this Cover- If notice is mailed, proof of mailing will be sufficient age Part in accordance with our rules and proof of notice. rates. SECTION V—DEFINITIONS b. We may audit your books and records as they 1. "Advertisement" means an electronic, oral, written relate to this insurance at any time during the or other notice, about goods, products or services, term of this policy and up to three years after- designed for the specific purpose of attracting the wards. general public or a specific market segment to use c. The first Named Insured must keep records of such goods, products or services. the information we need for premium computa- "Advertisement" does not include any e-mail ad- tion, and send us copies at such times as we dress, Internet domain name or other electronic may request. address or metalanguage. 6. Representations 2. "Advertising injury" means injury, other than"bodi- By accepting this policy, you agree: ly injury", "property damage"or"personal injury", a. The statements in the Declarations are accu- sustained by a person or organization and caused rate and complete; by an offense of infringing, in that particular part of b. Those statements are based upon represents- your"advertisement"about your goods, products tions you madeto us; and --- -- or services,upon their: or- We have issued this policy in reliance upon a--Copyrighted"advertisement';or- your representations. b. Registered collective mark, registered service 7. Separation Of Insureds mark or other registered trademarked name, Except with respect to the Limits of Insurance, and slogan, symbol or title. any rights or duties specifically assigned in this 3. "Asbestos" means asbestos in any form, including Coverage Part to the first Named Insured, this in- its presence or use in any alloy, by-product, com- surance applies: —pound-or-other-material-or"waste". a. As if each Named Insured were the only 4. "Auto" means: Named Insured; and a. A land motor vehicle, trailer or semitrailer de- b. Separately to each insured against whom signed for travel on public roads, including any claim is made or"suit" is brought. attached machinery or equipment; or 8. Transfer Or Waiver Of Rights Of Recovery b. Any other land vehicle that is subject to a corn- Against Others To Us pulsory or financial responsibility law or other We will waive the right of recovery we would oth- motor vehicle insurance law in the state where erwise have had against another person or organ- ization, it is licensed or principally garaged for loss to which this insurance applies, However, "auto" does not include "mobile equip- provided the insured has waived their rights of re- ment". covery against such person or organization in a 5."Bodily injury" means physical: contract or agreement that is executed before a. Injury; such loss. b. Sickness; or c. Disease; Page 12 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800(Rev. 6-09) Inc., with its permission TATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309750 COMMERCIAL GENERAL LIABILITY 10-02-2494(Ed.7-15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR NON-RENEWAL TO SPECIFIED PERSONS OR ORGANIZATIONS This endorsement modifies the following: COMMON POLICY CONDITIONS SCHEDULE Name(s) and Address(es): ALL PERSONS OR ORGANIZATIONS AS ON FILE WITH US The following Condition is added: Notice Of Cancellation Or Non-Renewal To Specified Persons Or Organizations 1. If we cancel or non-renew this policy for any reason other than non-payment, we will deliver notice of the cancellation or non-renewal to-any Person(s) or Organization(s) shown in the Schedule thirty(30)]days prior to the effective date of cancellation or non-renewal. 2. If we cancel this policy for non-payment, we will deliver notice of the cancellation to any Person(s) or Organization(s) shown in the Schedule Ten (10) days prior to the effective date of cancellation. 3. If notice is mailed, proof of mailing will be sufficient proof of notice. 4. Any failure by us to notify such person(s) or organization(s)will not invalidate such cancellation or non-renewal with respect-to any other person(s)or organization(s). -_ 10-02-2494(Ed. 7-15) Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission. If notice is mailed, proof of mailing will be sufficient age Part in accordance with our rules and proof of notice. rates. SECTION V—DEFINITIONS b. We may audit your books and records as they 1. "Advertisement" means an electronic, oral, written relate to this insurance at any time during the or other notice, about goods, products or services, term of this policy and up to three years after- designed for the specific purpose of attracting the wards. general public or a specific market segment to use c. The first Named Insured must keep records of such goods, products or services. the information we need for premium computa- "Advertisement" does not include any e-mail ad- tion, and send us copies at such times as we dress, Internet domain name or other electronic may request. address or metalanguage. 6. Representations 2. "Advertising injury" means injury, other than"bodi- By accepting this policy, you agree: ly injury", "property damage"or"personal injury", a. The statements in the Declarations are accu- sustained by a person or organization and caused rate and complete; by an offense of infringing, in that particular part of b. Those statements are based upon represents- your"advertisement"about your goods, products tions you madeto us; and --- -- or services,upon their: or- We have issued this policy in reliance upon a--Copyrighted"advertisement';or- your representations. b. Registered collective mark, registered service 7. Separation Of Insureds mark or other registered trademarked name, Except with respect to the Limits of Insurance, and slogan, symbol or title. any rights or duties specifically assigned in this 3. "Asbestos" means asbestos in any form, including Coverage Part to the first Named Insured, this in- its presence or use in any alloy, by-product, com- surance applies: —pound-or-other-material-or"waste". a. As if each Named Insured were the only 4. "Auto" means: Named Insured; and a. A land motor vehicle, trailer or semitrailer de- b. Separately to each insured against whom signed for travel on public roads, including any claim is made or"suit" is brought. attached machinery or equipment; or 8. Transfer Or Waiver Of Rights Of Recovery b. Any other land vehicle that is subject to a corn- Against Others To Us pulsory or financial responsibility law or other We will waive the right of recovery we would oth- motor vehicle insurance law in the state where erwise have had against another person or organ- ization, it is licensed or principally garaged for loss to which this insurance applies, However, "auto" does not include "mobile equip- provided the insured has waived their rights of re- ment". covery against such person or organization in a 5."Bodily injury" means physical: contract or agreement that is executed before a. Injury; such loss. b. Sickness; or c. Disease; Page 12 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800(Rev. 6-09) Inc., with its permission TATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309749 COMMERCIAL AUTOMOBILE THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM borrow in your business or your personal This endorsement modifies the Business Auto Coverage Form. affairs 1. EXTENDED CANCELLATION CONDITION C. Lessors as Insureds Paragraph A.2.b.—CANCELLATION-of the Paragraph A.1.—WHO IS AN INSURED—of COMMON POLICY CONDITIONS form IL 00 17 is SECTION II—LIABILITY COVERAGE is deleted and replaced with the following: amended to add the following: b. 60 days before the effective date of cancellation if e. The lessor of a covered"auto"while the we cancel for any other reason. "auto" is leased to you under a written 2. BROAD FORM INSURED agreement if: A. Subsidiaries and Newly Acquired or Formed (1) The agreement requires you to Organizations As Insureds provide direct primary insurance for The Named Insured shown in the Declarations is the lessor; and amended to include: (2) The"auto"is leased without a driver. 1. Any legally incorporated subsidiary in which Such leased"auto"will be considered a you own more than 50%of the voting stock on covered"auto"you own and not a covered the effective date of the Coverage Form. "auto"you hire. However, the Named Insured does not include However,the lessor is an "insured"only any subsidiary that is an "insured"under any for"bodily injury"or"property damage" other automobile policy or would be an 'resulting from the acts or omissions by: "insured"under such a policy but for its 1. You; ------termination-or-the exhaustion of-its-Limit-of--- ---- --- - 2.---Any-ofyour"employees"or-agents; - ---- - -- -_- Insurance. or _ 2. Any organization that is acquired or formed by 3. Any person, except the lessor or you and over which you maintain majority any"employee"or agent of the ownership. However,the Named Insured lessor, operating an"auto"with the does not include any newly formed or acquired permission of any of 1. and/or 2. organization: above. (a)That is an"insured"under any other D. Persons And Organizations As Insureds automobile-policy; Under-A Written-Insured-Contract - (b)That has exhausted its Limit of Insurance Paragraph A.1 —WHO IS AN INSURED—of under any other policy; or SECTION II—LIABILITY COVERAGE is (c) 180 days or more after its acquisition or amended to add the following: formation by you, unless you have given f. Any person or organization with respect to us written notice of the acquisition or the operation, maintenance or use of a formation. covered"auto", provided that you and Coverage does not apply to"bodily injury"or such person or organization have agreed "property damage"that results from an "accident" under an express provision in a written that occurred before you formed or acquired the "insured contract",written agreement or a organization. written permit issued to you by a B. Employees as Insureds governmental or public authority to add Paragraph A.1.—WHO IS AN INSURED—of such person or organization to this policy SECTION II—LIABILITY COVERAGE is amended to as an"insured". add the following: However, such person or organization is d. Any"employee"of yours while using a an"insured"only: covered "auto"you don't own, hire or Form: 16-02-0292 (Rev.4-11) Page 1 of 3 "Includes copyrighted material of Insurance Services Office, Inc.with its permission" hicle that is subject to a corn- Against Others To Us pulsory or financial responsibility law or other We will waive the right of recovery we would oth- motor vehicle insurance law in the state where erwise have had against another person or organ- ization, it is licensed or principally garaged for loss to which this insurance applies, However, "auto" does not include "mobile equip- provided the insured has waived their rights of re- ment". covery against such person or organization in a 5."Bodily injury" means physical: contract or agreement that is executed before a. Injury; such loss. b. Sickness; or c. Disease; Page 12 of 16 Includes copyrighted material of ISO Properties, Form 10-02-1800(Rev. 6-09) Inc., with its permission TATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD (1) with respect to the operation, d Rental Expense maintenance or use of a covered We will pay the following expenses that you or "auto"; and any of your"employees"are legally obligated (2) for"bodily injury"or"property damage" to pay because of a written contract or caused by an "accident"which takes agreement entered into for use of a rental place after: vehicle in the conduct of your business: (a) You executed the"insured MAXIMUM WE WILL PAY FOR ANY ONE contract"or written agreement; or CONTRACT OR AGREEMENT: (b) The permit has been issued to 1. $2,500 for loss of income incurred by the you. rental agency during the period of time that 3. FELLOW EMPLOYEE COVERAGE vehicle is out of use because of actual EXCLUSION B.S. -FELLOW EMPLOYEE-of damage to, or"loss"of, that vehicle, including SECTION II -LIABILITY COVERAGE does not apply income lost due to absence of that vehicle for 4. PHYSICAL DAMAGE-ADDITIONAL TEMPORARY use as a replacement; TRANSPORTATION EXPENSE COVERAGE 2. $2,500 for decrease in trade-in value of the Paragraph A.4.a.-TRANSPORTATION EXPENSES rental vehicle because of actual damage to -of SECTION III -PHYSICAL DAMAGE that vehicle arising out of a covered "loss"; and COVERAGE is amended to provide a limit of$50 per 3. $2,500 for administrative expenses incurred day for temporary transportation expense, subject to a by the rental agency, as stated in the contract maximum limit of$1,000. or agreement. 5. AUTO LOAN/LEASE GAP COVERAGE 4. $7,500 maximum total amount for paragraphs Paragraph A.4.-COVERAGE EXTENSIONS-of 1., 2. and 3. combined. SECTION III-PHYSICAL DAMAGE COVERAGE is 7. EXTRA EXPENSE-BROADENED COVERAGE amended to add the following: Paragraph A.4.-COVERAGE EXTENSIONS-of c. Unpaid Loan or Lease Amounts SECTION III-PHYSICAL DAMAGE COVERAGE In the event of a total "loss"to a covered "auto",we will is amended to add the following: pay any unpaid amount due on the loan or lease for a e. Recovery Expense covered "auto" minus: We will pay for the expense of returning a 1. The amount paid under the Physical Damage stolen covered "auto"to you. Coverage Section of the policy; and 8. AIRBAG COVERAGE 2. Any: Paragraph B.3.a. -EXCLUSIONS-of SECTION a. Overdue loan/lease payments at the time of III-PHYSICAL DAMAGE COVERAGE does not the"loss"; apply to the accidental or unintended discharge of b._.Financial-penalties_imposed under a lease for__. _ __ an airbag.Coverage is_excess_over any other_._ _ --- excessive use, abnormal wearand tear or - collectible insurance or warranty specifically - high mileage; designed to provide-this coverage. c. Security deposits not returned by the lessor: 9. AUDIO,VISUAL AND DATA ELECTRONIC d. Costs for extended warranties, Credit Life EQUIPMENT-BROADENED COVERAGE Insurance, Health,Accident or Disability Paragraph C.2.-LIMIT OF INSURACE-of Insurance purchased with the loan or lease; SECTION III - PHYSICAL DAMAGE is deleted and and replaced with the following: e.—Carry=over-balances-from-previous-loans-or 2—$2;000-is-the-most-we-will-payfor-"loss"-in-any leases one "accident"to all electronic equipment that We will pay for any unpaid amount due on the loan or reproduces, receives or transmits audio,visual lease if caused by: or data signals which, at the time of"loss", is: 1. Other than Collision Coverage only if the a. Permanently installed in or upon the Declarations indicate that Comprehensive covered "auto"in a housing, opening or Coverage is provided for any covered "auto"; other location that is not normally used by 2. Specified Causes of Loss Coverage only if the the "auto" manufacturer for the installation Declarations indicate that Specified Causes of Loss Coverage is provided for any covered"auto"; of such equipment; or b. Removable from a permanently installed 3. Collision Coverage only if the Declarations indicate housing unit as described in Paragraph that Collision Coverage is provided for any 2.a. above or is an integral part of that covered "auto equipment; or 6. RENTAL AGENCY EXPENSE c. An integral part of such equipment. Paragraph A. 4.-COVERAGE EXTENSIONS-of SECTION III-PHYSICAL DAMAGE COVERAGE is amended to add the following: Form: 16-02-0292 (Rev. 4-11) Page 2 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" ION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 10. GLASS REPAIR—WAIVER OF DEDUCTIBLE applies, provided the"insured"has waived Under Paragraph D. -DEDUCTIBLE—of their rights of recovery against such person or SECTION III—PHYSICAL DAMAGE COVERAGE organization under a contract or agreement the following is added: that is entered into before such "loss". No deductible applies to glass damage if the glass To the extent that the "insured's"rights to is repaired rather than replaced. recover damages for all or part of any 11.TWO OR MORE DEDUCTIBLES payment made under this insurance has not Paragraph D.-DEDUCTIBLE—of SECTION III — been waived,those rights are transferred to PHYSICAL DAMAGE COVERAGE is amended to us. That person or organization must do add the following: everything necessary to secure our rights and If this Coverage Form and any other Coverage must do nothing after"accident"or"loss"to Form or policy issued to you by us that is not an impair them.At our request,the insured will automobile policy or Coverage Form applies to the bring suit or transfer those rights to us and same"accident", the following applies: help us enforce them. 1. If the deductible under this Business Auto Coverage Form is the smaller(or smallest) 14. UNINTENTIONAL FAILURE TO DISCLOSE deductible, it will be waived; or HAZARDS 2. If the deductible under this Business Auto Paragraph B.2.—CONCEALMENT, Coverage Form is not the smaller(or smallest) MISREPRESENTATION or FRAUD of SECTION deductible, it will be reduced by the amount of IV—BUSINESS AUTO CONDITIONS-is deleted the smaller(or smallest)deductible and replaced with the following: If you unintentionally fail to disclose any hazards 12.AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy,we will ACCIDENT, CLAIM, SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a. -DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV-BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph B.S. -OTHER INSURANCE of a. In the event of"accident", claim, "suit"or SECTION IV—BUSINESS AUTO CONDITIONS- "loss", you must promptly notify us when the is amended to add the following: "accident" is known to: e. Any"auto" hired or rented by your"employee" (1) You or your authorized representative, if on your behalf and at your direction will be you are an individual; considered an "auto"you hire. If an (2)_A partner, or-anyauthorized _ "employee's"personal insurance also applies - -- representative, if you are a partnership; on an excess basis to a covered "auto"hired (3)—A member, if you area limitedliability or rented by your"employee"on your behalf company; or and at your direction, this insurance will be (4) An executive officer, insurance manager, primary to the"employee's" personal or authorized representative, if you are an insurance organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5).(a)-POLICY PERIOD, Knowledge-of-an2accident",claim,"suit''=or COVERAGE TERRITORY of-SECTION-IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: - Notice to us should include: (a)A covered "auto"of the private passenger (1) How,when and where the"accident"or type is leased, hired, rented or borrowed "loss"occurred; without a driver for a period of 45 days or (2) The"insured's"name and address; and less; and (3) To the extent possible, the names and 17. RESULTANT MENTAL ANGUISH COVERAGE - addresses of any injured persons or Paragraph C of-SECTION V—DEFINITIONS is witnesses. deleted and replaced by the following: 13. WAIVER OF SUBROGATION "Bodilyinjury" means bodilyinjury, sickness or Paragraph A.S. -TRANSFER OF RIGHTS OF n, disease sustained by any person, including RECOVERY AGAINST OTHERS TO US of mental anguish or death as a result of the"bodily SECTION IV—BUSINESS AUTO CONDITIONS is injury"sustained by that person. deleted and replaced with the following 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss"to which this insurance Form: 16-02-0292 (Rev. 4-11) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309749 COMMERCIAL AUTO 16-02-0316 Ed. 10 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NON-CONTRIBUTORY LIABILITY INSURANCE This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured:Vance Corporation Endorsement Effective Date: 7/1/20 SCHEDULE Name(s) Of Person(s) Or Organization(s): WHERE REQUIRED BY WRITTEN CONTRACT. Information required to complete this Schedule, if not shown-above,will be shown in the Declarations. The following is added to Item 5.—"Other Insurance"of Item B.—"General Conditions"under Section IV—"Business Auto Conditions": e. Regardless of the provisions of Paragraph 5.a. through d. above, for any liability arising out of the ownership, maintenance, use, rental, lease, loan, hire or borrowing by an "insured" of a covered "auto" for which an "insured" is contractually obligated to provide primary insurance coverage to a client, this Coverage Form will be primary and non-contributory with respect to the Persons or Organizations in the schedule, regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis. 16-02-0316 Ed. 10 14 Page 1 of 1 the smaller(or smallest)deductible and replaced with the following: If you unintentionally fail to disclose any hazards 12.AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy,we will ACCIDENT, CLAIM, SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a. -DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV-BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph B.S. -OTHER INSURANCE of a. In the event of"accident", claim, "suit"or SECTION IV—BUSINESS AUTO CONDITIONS- "loss", you must promptly notify us when the is amended to add the following: "accident" is known to: e. Any"auto" hired or rented by your"employee" (1) You or your authorized representative, if on your behalf and at your direction will be you are an individual; considered an "auto"you hire. If an (2)_A partner, or-anyauthorized _ "employee's"personal insurance also applies - -- representative, if you are a partnership; on an excess basis to a covered "auto"hired (3)—A member, if you area limitedliability or rented by your"employee"on your behalf company; or and at your direction, this insurance will be (4) An executive officer, insurance manager, primary to the"employee's" personal or authorized representative, if you are an insurance organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5).(a)-POLICY PERIOD, Knowledge-of-an2accident",claim,"suit''=or COVERAGE TERRITORY of-SECTION-IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: - Notice to us should include: (a)A covered "auto"of the private passenger (1) How,when and where the"accident"or type is leased, hired, rented or borrowed "loss"occurred; without a driver for a period of 45 days or (2) The"insured's"name and address; and less; and (3) To the extent possible, the names and 17. RESULTANT MENTAL ANGUISH COVERAGE - addresses of any injured persons or Paragraph C of-SECTION V—DEFINITIONS is witnesses. deleted and replaced by the following: 13. WAIVER OF SUBROGATION "Bodilyinjury" means bodilyinjury, sickness or Paragraph A.S. -TRANSFER OF RIGHTS OF n, disease sustained by any person, including RECOVERY AGAINST OTHERS TO US of mental anguish or death as a result of the"bodily SECTION IV—BUSINESS AUTO CONDITIONS is injury"sustained by that person. deleted and replaced with the following 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss"to which this insurance Form: 16-02-0292 (Rev. 4-11) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 54309749 COMMERCIAL AUTO 16-02-0322(Ed. 11-15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR NON-RENEWAL TO SPECIFIED PERSONS OR ORGANIZATIONS This endorsement modifies the following: COMMON POLICY CONDITIONS SCHEDULE Name(s) and Address(es): ALL PERSONS OR ORGANIZATIONS AS ON FILE WITH US. The following Condition is added: Notice Of Cancellation Or Non-Renewal To Specified Persons Or Organizations 1. If we cancel or non-renew this policy for any reason other than non-payment, we will deliver notice of the cancellation or non-renewal to any Person(s) or Organization(s) shown in the Schedule 30 days prior to the effective date of cancellation or non-renewal. 2. If we cancel this policy for non-payment, we will deliver notice of the cancellation to any Person(s) or Organization(s)shown in the Schedule 10 days prior to the effective date of cancellation. 3. If notice is mailed, proof of mailing will be sufficient proof of notice. 4. Any failure by us to notify such person(s) or organization(s)will not invalidate such cancellation or non-renewal with respect to any other person(s)or organization(s). 16-02-0322(Ed. 11-15) Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission. spect to the Persons or Organizations in the schedule, regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis. 16-02-0316 Ed. 10 14 Page 1 of 1 the smaller(or smallest)deductible and replaced with the following: If you unintentionally fail to disclose any hazards 12.AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy,we will ACCIDENT, CLAIM, SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a. -DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV-BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph B.S. -OTHER INSURANCE of a. In the event of"accident", claim, "suit"or SECTION IV—BUSINESS AUTO CONDITIONS- "loss", you must promptly notify us when the is amended to add the following: "accident" is known to: e. Any"auto" hired or rented by your"employee" (1) You or your authorized representative, if on your behalf and at your direction will be you are an individual; considered an "auto"you hire. If an (2)_A partner, or-anyauthorized _ "employee's"personal insurance also applies - -- representative, if you are a partnership; on an excess basis to a covered "auto"hired (3)—A member, if you area limitedliability or rented by your"employee"on your behalf company; or and at your direction, this insurance will be (4) An executive officer, insurance manager, primary to the"employee's" personal or authorized representative, if you are an insurance organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5).(a)-POLICY PERIOD, Knowledge-of-an2accident",claim,"suit''=or COVERAGE TERRITORY of-SECTION-IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: - Notice to us should include: (a)A covered "auto"of the private passenger (1) How,when and where the"accident"or type is leased, hired, rented or borrowed "loss"occurred; without a driver for a period of 45 days or (2) The"insured's"name and address; and less; and (3) To the extent possible, the names and 17. RESULTANT MENTAL ANGUISH COVERAGE - addresses of any injured persons or Paragraph C of-SECTION V—DEFINITIONS is witnesses. deleted and replaced by the following: 13. WAIVER OF SUBROGATION "Bodilyinjury" means bodilyinjury, sickness or Paragraph A.S. -TRANSFER OF RIGHTS OF n, disease sustained by any person, including RECOVERY AGAINST OTHERS TO US of mental anguish or death as a result of the"bodily SECTION IV—BUSINESS AUTO CONDITIONS is injury"sustained by that person. deleted and replaced with the following 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss"to which this insurance Form: 16-02-0292 (Rev. 4-11) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD WORKERS' COMPENSATION AND EMPLOYERS' LIABILITY INSURANCE POLICY WC 99 03 04 (Ed. 7-08) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need to be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement, effective on 7/1/2020 at 12:01 A. M. standard time, forms a part of (DATE) Policy No. 54309751 of the Federal Insurance Company (NAME OF INSURANCE COMPANY) issued to Vance Corporation Endorsement No. Authorized Representative We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for the blanket waiver offered by this endorsement shall be 0.00 % of total California premium. Schedule Person or Organization Job Description Where required by written contract Where required by written contract WC 99 03 04(Ed 7-08) on(s). 16-02-0322(Ed. 11-15) Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission. spect to the Persons or Organizations in the schedule, regardless of the availability or existence of other collectible insurance under any other Coverage Form or policy that applies on a primary basis. 16-02-0316 Ed. 10 14 Page 1 of 1 the smaller(or smallest)deductible and replaced with the following: If you unintentionally fail to disclose any hazards 12.AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy,we will ACCIDENT, CLAIM, SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a. -DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV-BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph B.S. -OTHER INSURANCE of a. In the event of"accident", claim, "suit"or SECTION IV—BUSINESS AUTO CONDITIONS- "loss", you must promptly notify us when the is amended to add the following: "accident" is known to: e. Any"auto" hired or rented by your"employee" (1) You or your authorized representative, if on your behalf and at your direction will be you are an individual; considered an "auto"you hire. If an (2)_A partner, or-anyauthorized _ "employee's"personal insurance also applies - -- representative, if you are a partnership; on an excess basis to a covered "auto"hired (3)—A member, if you area limitedliability or rented by your"employee"on your behalf company; or and at your direction, this insurance will be (4) An executive officer, insurance manager, primary to the"employee's" personal or authorized representative, if you are an insurance organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5).(a)-POLICY PERIOD, Knowledge-of-an2accident",claim,"suit''=or COVERAGE TERRITORY of-SECTION-IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: - Notice to us should include: (a)A covered "auto"of the private passenger (1) How,when and where the"accident"or type is leased, hired, rented or borrowed "loss"occurred; without a driver for a period of 45 days or (2) The"insured's"name and address; and less; and (3) To the extent possible, the names and 17. RESULTANT MENTAL ANGUISH COVERAGE - addresses of any injured persons or Paragraph C of-SECTION V—DEFINITIONS is witnesses. deleted and replaced by the following: 13. WAIVER OF SUBROGATION "Bodilyinjury" means bodilyinjury, sickness or Paragraph A.S. -TRANSFER OF RIGHTS OF n, disease sustained by any person, including RECOVERY AGAINST OTHERS TO US of mental anguish or death as a result of the"bodily SECTION IV—BUSINESS AUTO CONDITIONS is injury"sustained by that person. deleted and replaced with the following 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss"to which this insurance Form: 16-02-0292 (Rev. 4-11) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 06 62 NOTICE OF CANCELLATION OR NON-RENEWAL TO SPECIFIED PERSONS OR ORGANIZATIONS This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. This endorsement effective on 7/1/2020 at 12:01 A.M.standard time,forms a part of (DATE) Policy No. 54309751 of the Federal Insurance Company (NAME OF INSURANCE COMPANY) Issued to Vance Corporation Authorized Representative The following Condition is added to PART SIX-CONDITIONS: Notice Of Cancellation Or Non-Renewal To Specified Persons Or Organizations 1. If we cancel or non-renew this policy for any reason other than non-payment,we will deliver notice of the cancellation or non-renewal to any Person(s) or Organization(s)shown in the Schedule ten days(10 days) prior to the effective date of cancellation or non-renewal. 2. If we cancel this policy for non-payment,we will deliver notice of the cancellation to any Person(s)or__ Organization(s)shown in the Schedule thirty days(30 days)prior to the effective date of cancellation. 3. If notice is mailed, proof of mailing will be sufficient proof of notice. 4. Any failure by us to notify such person(s)or organization(s)will not invalidate such cancellation or non-renewal with respect to any other person(s)or organization(s). SCHEDULE _ Name(s)and Address(es): ALL PERSONS OR ORGANIZATIONS AS ON FILE WITH US. WC 99 06 62(Ed.01-16) Page 1 of 1 Page 1 of 1 the smaller(or smallest)deductible and replaced with the following: If you unintentionally fail to disclose any hazards 12.AMENDED DUTIES IN THE EVENT OF existing at the inception date of your policy,we will ACCIDENT, CLAIM, SUIT OR LOSS not void coverage under this Coverage Form Paragraph A.2.a. -DUTIES IN THE EVENT OF because of such failure. AN ACCIDENT, CLAIM, SUIT OR LOSS of SECTION IV-BUSINESS AUTO CONDITIONS is 15. AUTOS RENTED BY EMPLOYEES deleted and replaced with the following: Paragraph B.S. -OTHER INSURANCE of a. In the event of"accident", claim, "suit"or SECTION IV—BUSINESS AUTO CONDITIONS- "loss", you must promptly notify us when the is amended to add the following: "accident" is known to: e. Any"auto" hired or rented by your"employee" (1) You or your authorized representative, if on your behalf and at your direction will be you are an individual; considered an "auto"you hire. If an (2)_A partner, or-anyauthorized _ "employee's"personal insurance also applies - -- representative, if you are a partnership; on an excess basis to a covered "auto"hired (3)—A member, if you area limitedliability or rented by your"employee"on your behalf company; or and at your direction, this insurance will be (4) An executive officer, insurance manager, primary to the"employee's" personal or authorized representative, if you are an insurance organization other than a partnership or 16. HIRED AUTO—COVERAGE TERRITORY limited liability company. Paragraph B.7.b.(5).(a)-POLICY PERIOD, Knowledge-of-an2accident",claim,"suit''=or COVERAGE TERRITORY of-SECTION-IV— "loss" by other persons does not imply that the BUSINESS AUTO CONDITIONS is deleted and persons listed above have such knowledge. replaced with the following: - Notice to us should include: (a)A covered "auto"of the private passenger (1) How,when and where the"accident"or type is leased, hired, rented or borrowed "loss"occurred; without a driver for a period of 45 days or (2) The"insured's"name and address; and less; and (3) To the extent possible, the names and 17. RESULTANT MENTAL ANGUISH COVERAGE - addresses of any injured persons or Paragraph C of-SECTION V—DEFINITIONS is witnesses. deleted and replaced by the following: 13. WAIVER OF SUBROGATION "Bodilyinjury" means bodilyinjury, sickness or Paragraph A.S. -TRANSFER OF RIGHTS OF n, disease sustained by any person, including RECOVERY AGAINST OTHERS TO US of mental anguish or death as a result of the"bodily SECTION IV—BUSINESS AUTO CONDITIONS is injury"sustained by that person. deleted and replaced with the following 5. We will waive the right of recovery we would otherwise have against another person or organization for"loss"to which this insurance Form: 16-02-0292 (Rev. 4-11) Page 3 of 3 "Includes copyrighted material of Insurance Services Office, Inc. with its permission" ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD