Laminate Surfaces:
140 Warm Ash
Storage Case:
140 Warm Ash
Storage Fronts:
118 Bright White
Storage Pull:
613 Silver
Knoll
Reff Bookcase with Lateral File
Combo, 36W 20D
Reff Storage Cabinet, 36W 20D
Workstations (Qty: 01)
FabricDate Product images are representational only. Fabrics, finish es and specifications may be different than what is pictured.
G|M Business Interiors Elevate your Workplace TM
Please initial & date
here as approval
City of Carson
Quote# 252190
City Of Carson Basement Add On
Frame/Trim:
118 Bright White
Surface/Gallery Panel:
140 Warm Ash
Tile Fabric:
W13608 Annex Fog
Frameless Glass:
GL13 Frosted
Knoll
Dividends Workstations,
Height Adj Base, Storage
Storage:
118 Bright White
Workstations (Qty: 04)
FabricDate Product images are representational only. Fabrics, finish es and specifications may be different than what is pictured.
G|M Business Interiors Elevate your Workplace TM
Please initial & date
here as approval
City of Carson
Quote# 252190
City Of Carson Basement Add On
8Z Pellicle:
23103 Graphite
Arm pads:
BK Black
Frame:
G1 Graphite
Chassis/Base:
G1 Graphite
Herman Miller
Aeron Task Chair, Size B, Adjustable Posturefit SL, Fully Adjustable Arms, Tilt Limiter, Seat Angle, and Hard Floor or Carpet Casters
Workstations (Qty: 04)
FabricDate Product images are representational only. Fabrics, finish es and specifications may be different than what is pictured.
G|M Business Interiors Elevate your Workplace TM
Please initial & date
here as approval
City of Carson
Quote# 252190
City Of Carson Basement Add On
Finish
White
Elevate
Desk Mount Power
Workstations (Qty: 04)
Workstations (Qty: 08)
Quotation # 252190G/M
Product Subtotal:
Services (Non-Taxable)
Services (Taxable)
Freight (Taxable)
Design Services (Non-Taxable)
Sales Tax (10.500%)
$30,383.62
$104.00
$0.00
$0.00
$520.00
$2,939.47
$33,947.09Total:
Taxable Subtotal:
Non-Taxable Subtotal:
$30,383.62
$624.00
Terms:
Net 30 Days 100% $33,947.09
I have reviewed the quote, the bill of materials, the drawings (if applicable), the color cards (if applicable), and other associated exhibits for my order.
I approve the colors, fabrics, and finishes as previously selected and correct as shown on the attached exhibit.
I am satisfied that the product I have selected is the correct size and is suitable and will perform for its intended purpose.
I am aware this product is manufactured to order and is not returnable to G/M or to the manufacturer.
I understand that legal title to the product will transfer upon delivery to my commercial or residential location and all associated labor is taxable until title transfers.
I am aware additional costs charged for inside delivery, staging, setting in place, assembly, leveling, cleaning, polishing, recycling of waste materials are separately stated and are elected as an additional contract option.
I am aware of the grand total price of this contract as shown on this quote.
Approved by:
Signature Print Name/Title Date
G/M is ordering your furniture from a variety of manufacturers to be aggregated and received into our G/M operated warehouse. Once the final portion of your order has been received, a “ready to deliver” notification will be sent to you.
G/M, at this point, will graciously, store your complete order for up to two weeks at no charge. If for some reason you cannot accept a timely delivery within two weeks, a quote for one month’s handling and storage shall be calculated and forwarded to you.
This quote is valid for 30 days.
Account Executive: Brian Ogden Project PAS:
800-686-6583 800-686-6583 Fax: 951-684-0837
Page: 4
http://www.gmbi.net
([email protected])
AMA: Lyzette Perez ([email protected])
9750 Irvine Blvd, Suite 108, Irvine CA, 92618
G/M Business Interiors
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
GMHARDWARE
2 .00 .00 10.00 20.001 %GMHARDWARE
GM WALL ANCHORS
GMHARDWA
RE
WORKSTATIONSTag:
4 .00 .00 6.82 27.282 %GM HARDWARE
GM L-BRACKET
GMHARDWA
RE
WORKSTATIONSTag:
4 .00 .00 6.82 27.283 %GM HARDWARE
GM L-BRACKET
GMHARDWA
RE
WORKSTATIONSTag:
ELEVATE
4 82.00 328.00 30.61 122.44 62.674 %GMSPW
Elevate™ Surge Protector
White
WORKSTATIONSTag:
8 302.00 2,416.00 112.74 901.92 62.675 %GMMAS
Elevate® Monitor Arm
Silver
WORKSTATIONSTag:
4 153.00 612.00 57.11 228.44 62.676 %ELWDPCW
Elevate™ Wireless Desk Power With Clamp 1 USB-C + 2 USB-A White
WORKSTATIONSTag:
KNOLL
6 152.00 912.00 49.14 294.847 %RPAHFB36
File Bars Wood File Drawers 36W
WORKSTATIONSTag:
Project DesignerAccount Executive: Brian Ogden Page: 1
Job Captain Lyzette Perez
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
KNOLL
1 6,009.00 6,009.00 1,942.71 1,942.71 67.678 %RC7262DHK Cabinet with 2 File Drawers Below, 2 Open Shelves Above, 72-1/2Hx36Wx20D, Flush Base, for 28-3/8" planning
C004
(L) Case Surface SelectiCASE: Laminate for Case
(CORE) Laminate Type Core Laminates
140 Laminate Core FinishLAM: Warm Ash (CP)
(L) Front Surface SelectFRONT: Laminate
(CORE) Laminate Type for FrCore Laminates
118 Laminate Core FinishLAM: Bright White (Limited Availability) W Interior Selection INT: Wood
F Pull Option SelectioBar Pull
613 Pull Finish PULL: Silver (CP) (Smooth)
L Lock Selection Lock Hole Drilled
B Lock Color Black lock
(KEYALIKE) Prep for Lock SelectLOCK: Keyed Alike
(LOCK) auto Specify lock core & key separately
WORKSTATIONSTag:
1 4,588.00 4,588.00 1,483.30 1,483.30 67.679 %RC7262DHDH Cabinet with Hinged Doors and Coat Rod, 72-1/2Hx36Wx20D, Flush Base, for 28-3/8" planning
C004
(L) Case Surface SelectiCASE: Laminate for Case
(CORE) Laminate Type Core Laminates
140 Laminate Core FinishLAM: Warm Ash (CP)
(L) Front Surface SelectFRONT: Laminate
(CORE) Laminate Type for FrCore Laminates
118 Laminate Core FinishLAM: Bright White (Limited Availability) W Interior Selection f INT: Wood
F Pull Option SelectioBar Pull
613 Pull Finish PULL: Silver (CP) (Smooth)
L Lock Selection Lock Hole Drilled
B Lock Color Black lock
(KEYALIKE) Prep for Lock SelectLOCK: Keyed Alike
(LOCK) auto Specify lock core & key separately
WORKSTATIONSTag:
2 676.00 1,352.00 218.55 437.10 67.6710 %RCE361
Credenza Top, 36Wx20Dx1H
C004
(L) Top Finish Type TOP: Laminate
(CORE) Laminate Finish TypeCore Laminates
118 Top Laminate FinishLAM: Bright White (Limited Availability) 118 Laminate Edge Band FEDGE: Bright White (Limited Availability) WORKSTATIONSTag:
Project DesignerAccount Executive: Brian Ogden Page: 2
Job Captain Lyzette Perez
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
KNOLL
1 388.00 388.00 125.44 125.44 67.6711 %RCOUNTWT3
Counterweight (Pkg of 3)
C004
WORKSTATIONSTag:
2 .00 .00 .00 .00 67.6712 %KSPEC5
Set of 5 cores/keys (black)
C004
WORKSTATIONSTag:
1 1,054.00 1,054.00 340.76 340.76 67.6713 %DP8CMMRR5036 Preconfigured Panel, Topway, Monolithic/Monolithic, Fabric to Raceway Side 1 & 2, 50Hx36W
C005
3 Top Cap Profile TOPCAP: None
NA Top Cap Finish no finish required
N Raceway KnockoutsRACE: No Knockouts
(CORE) Base Raceway FinishCore Paints
118T Base Raceway FinishRACE: Bright White (Limited Availability) (Textured) (W1360) Fabric Selection FABRIC: Annex (Gr10)
W13608 Annex Color SelectioCOL: Fog
WORKSTATIONSTag:
3 1,054.00 3,162.00 340.76 1,022.28 67.6714 %DP8CMMRR5036 Preconfigured Panel, Topway, Monolithic/Monolithic, Fabric to Raceway Side 1 & 2, 50Hx36W
C005
3 Top Cap Profile TOPCAP: None
NA Top Cap Finish no finish required
K Raceway KnockoutsRACE: With Knockouts
(CORE) Base Raceway FinishCore Paints
118T Base Raceway FinishRACE: Bright White (Limited Availability) (Textured) (W1360) Fabric Selection FABRIC: Annex (Gr10)
W13608 Annex Color SelectioCOL: Fog
WORKSTATIONSTag:
2 907.00 1,814.00 293.23 586.46 67.6715 %DPGPI5036
Gallery Screen, Intermediate, 50H, 36W
C005
(L) Finish Type FINISH: Laminate
140 Core Laminate LAM: Warm Ash
V Grain Direction OPT: Vertical Grain Direction
140 Core Edgeband EDGE: Warm Ash
WORKSTATIONSTag:
Project DesignerAccount Executive: Brian Ogden Page: 3
Job Captain Lyzette Perez
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
KNOLL
2 480.00 960.00 155.18 310.36 67.6716 %DPGPAUI0736
Dividends Horizon Intermediate Gallery Panel Add Up, 07H, 36W C005
E Add Up Type 1/4" Glass
GL13 Glass Type GLASS: Frosted
118T Frame Finish FRAME: Bright White (Textured)
WORKSTATIONSTag:
2 1,318.00 2,636.00 426.11 852.22 67.6717 %DP1AU0772CG
Frameless Add Up, Glass, 7Hx72W, Topway
C005
118T Frame Finish FRAME: Bright White (Limited Availability) (Textured) GL13 Glass Type GLASS: Frosted
WORKSTATIONSTag:
2 28.00 56.00 9.05 18.10 67.6718 %DP5TCTSP
Panel-to-Panel Top Cap Transition, used with metal flat - Single Pack C005
118T Paint Finish PAINT: Bright White (Limited Availability) (Textured) WORKSTATIONSTag:
2 124.00 248.00 40.09 80.18 67.6719 %DP5PE50
Panel End Assembly, 50H, metal flat
C005
118T Paint Finish PAINT: Bright White (Limited Availability) (Textured) WORKSTATIONSTag:
1 78.00 78.00 25.22 25.22 67.6720 %DP1AUECTP
End Cap for Frameless Add Up (package of 10)
C005
118T Paint Finish PAINT: Bright White (Textured) (Limited Availability) WORKSTATIONSTag:
4 .00 .00 .00 .00 67.6721 %KSPEC2
Set of 2 cores/keys (black)
C005
WORKSTATIONSTag:
2 101.00 202.00 32.65 65.30 67.6722 %DPGPPBR
Gallery Panel-to-Panel Frame Brackets, (includes 2 right hand brackets) C005
WORKSTATIONSTag:
2 101.00 202.00 32.65 65.30 67.6723 %DPGPPBL
Gallery Panel-to-Panel Frame Brackets, (includes 2 left hand brackets) C005
WORKSTATIONSTag:
1 22.00 22.00 7.11 7.11 67.6724 %DPGPCG
Gallery Panel Carpet Grippers (pkg of 10)
C005
WORKSTATIONSTag:
Project DesignerAccount Executive: Brian Ogden Page: 4
Job Captain Lyzette Perez
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
KNOLL
1 34.00 34.00 10.99 10.99 67.6725 %DP8PPC
Panel-to-Panel Connector, In Line, 10 Pack
C005
WORKSTATIONSTag:
1 23.00 23.00 7.44 7.44 67.6726 %DP1CG
Carpet Grippers (10)
C005
WORKSTATIONSTag:
1 438.00 438.00 141.61 141.61 67.6727 %DE1ERBI56
Base Power Infeed, 3+1, 56" (reversible)
C005
WORKSTATIONSTag:
3 233.00 699.00 75.33 225.99 67.6728 %DE1EPM36
Panel Power Module, 3+1, 36" Panel
C005
WORKSTATIONSTag:
1 233.00 233.00 75.33 75.33 67.6729 %DE1EPM36
Panel Power Module, 3+1, 36" Panel
C005
WORKSTATIONSTag:
4 764.00 3,056.00 240.51 962.04 68.5230 %TTDR5229N
Tone Dividends Horizon Table Top, Rectangular, 52W x 29D x 1-1/4H, no grommet
C005
(CORE) Surface Finish TypeCore Laminates
140 Laminate Finish LAM: Warm Ash
140 Edgeband Finish EDGE: Warm Ash
WORKSTATIONSTag:
4 5,328.00 21,312.00 1,677.25 6,709.00 68.5231 %TBCEXAM28G Tone Electric Extended Height Adjustable C-Leg Table Base with Adjustable Crossbar, Medium 41-3/4W to 69-1/4W x 28D, with glides (for use with 42W to 78W x 30D nominal top)
C005
S Electric Switch SeleSWITCH: Standard
118 Paint Finish PAINT: Bright White (Smooth)
WORKSTATIONSTag:
4 48.00 192.00 16.07 64.28 66.5232 %TBVWMEX
Vertical Wire Manager, Extended Electric
C005
118 Paint Finish PAINT: Bright White (Smooth)
WORKSTATIONSTag:
Project DesignerAccount Executive: Brian Ogden Page: 5
Job Captain Lyzette Perez
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
KNOLL
4 196.00 784.00 61.70 246.80 68.5233 %TBHCPC
Tone Hinged Cleat Plate Cover
C005
118 Paint Finish PAINT: Bright White (Smooth)
WORKSTATIONSTag:
4 208.00 832.00 65.48 261.92 68.5234 %TBCP
Tone Base Cleat Plate
C005
WORKSTATIONSTag:
2 4,056.00 8,112.00 1,297.11 2,594.22 68.0235 %WTSO501530STRHLL Slide Out Tower, 50Hx15Wx30D, with Shelves, with Top, right hand, laminate, locking
C005
118 Case Finish CASE: Bright White
118 Front Finish FRONT: Bright White
118 Top Finish TOP: Bright White
T Pull Type PULL STYLE: Finger Pull
613 Finger Pull Finish PULL: Silver (smooth)
B Lock Color LOCK: Black
(KEYALIKE) Prep for Lock SelectLOCK: Keyed Alike
(LOCK1) auto Specify lock core & key separately
(OPEN) Drawer Position show in open position
WORKSTATIONSTag:
2 4,056.00 8,112.00 1,297.11 2,594.22 68.0236 %WTSO501530STLHLL Slide Out Tower, 50Hx15Wx30D, with Shelves, with Top, left hand, laminate, locking
C005
118 Case Finish CASE: Bright White
118 Front Finish FRONT: Bright White
118 Top Finish TOP: Bright White
T Pull Type PULL STYLE: Finger Pull
613 Finger Pull Finish PULL: Silver (smooth)
B Lock Color LOCK: Black
(KEYALIKE) Prep for Lock SelectLOCK: Keyed Alike
(LOCK1) auto Specify lock core & key separately
(OPEN) Drawer Position show in open position
WORKSTATIONSTag:
HERMANMILLER
Project DesignerAccount Executive: Brian Ogden Page: 6
Job Captain Lyzette Perez
5439 CITY OF CARSON BASEMENT ADD ON
CITY OF CARSON
PO #
Sales Order #
Item Qty Product Unit Extended Unit Extended
Discount %
List Price Sell Price
5/11/2026
12:05:03 PM
A
Quote # 252190
WORKSTATIONSDepartment:
Contract
HERMANMILLER
4 2,446.00 9,784.00 1,279.26 5,117.04 47.7037 %AER1B23DW +Work Chair,New Aeron,B Size,Std-Hgt Range Adj,Tlt Lim and Seat Angle,Fully Adj Arms,Non-Uphst Armpads
ALP Back Support Option+adjustable posturefit SL
G1 Frame Finish +graphite
G1 Chassis Finish +graphite
G1 Base Finish +graphite
C7 Casters/Glides +2 1/2" caster, black yoke, hard floors or carpet BK Armpad Finish +black
231 8Z Pellicle +8Z Pellicle-Pr Cat 1
03 231_Colors +8Z Pellicle graphite
WORKSTATIONSTag:
Product Subtotal: $27,994.92
Project DesignerAccount Executive: Brian Ogden Page: 7
Job Captain Lyzette Perez
CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, June 16, 2026, 5:00 PM
CONSENT 24. To: Honorable Mayor and City Council From: Nora A. Garcia , Director of Public Safety & Emergency Management PS Administration Subject: CONSIDER APPROVAL OF A FIVE-YEAR AGREEMENT WITH JOHNSON CONTROLS BUILDINGSOLUTIONS, LLC. FOR THE MINI PARK VIDEO SURVEILLANCE SYSTEM INSTALLATION PROJECT ANDADOPTION OF RESOLUTION NO. 26-066 APPROVING A BUDGET AMENDMENT FOR CAPITALIMPROVEMENT PROGRAM PROJECT NO. PW1818 (CITY COUNCIL) I. SUMMARY
The City Council is being asked to approve a five-year agreement with Johnson Controls Building Solutions, LLC for the Mini Park Video Surveillance System Installation Project and adopt Resolution No. 26-066 approving a budget amendment to provide sufficient funding for the project.
As part of the City’s ongoing efforts to enhance public safety, protect public assets, and improve situational awareness throughout city-owned facilities and public spaces, Public Safety and Emergency Management staff conducted assessments of several City-owned mini parks and identified the need for additional surveillance coverage. Staff determined that the installation of video surveillance systems at select mini park locations would strengthen the City’s ability to monitor public spaces, deter vandalism and other unlawful activity, support law enforcement investigations, and improve overall security.
The project includes the design, furnishing, installation, configuration, testing, commissioning, training, warranty support, and integration of video surveillance systems at Walnut Street Mini Park, Reflections Mini Park, Friendship Mini Park, and Perry Street Mini Park. The systems will integrate with the City’s existing video management platform, allowing authorized personnel to remotely monitor and review live and recorded video from a centralized location.
On April 29, 2026, the City issued Invitation for Bids (IFB) No. 26-15 (Exhibit No. 1) seeking qualified contractors to provide Mini Park Video Surveillance System Installation services. A mandatory job walk was conducted on May 7, 2026, and the solicitation closed on May 21, 2026. Following review of the bids received, staff determined that Johnson Controls Building Solutions, LLC is the lowest responsive and responsible bidder and recommends award of the agreement (Exhibit No. 3).
Additionally, staff recommends adoption of Resolution No. 26-066 (Exhibit No. 2) to reallocate available CIP funding from Project No. PW1819 (City-Wide Intrusion Detection System) to Project No. PW1818 (Surveillance Cameras at Mini Parks). Project No. PW1819 was originally appropriated funding in excess of the final contract amount required to implement the project. As a result, sufficient funding remains available within Project No.
PW1819 to support the proposed reallocation and provide adequate funding for Project No. PW1818.
II. RECOMMENDATION
TAKE the following actions:
1. WAIVE further reading and ADOPT Resolution No. 26-066, "A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025–26 BUDGET IN THE GENERAL FUND, SPECIAL REVENUE FUNDS, ENTERPRISE FUNDS, AND THE CAPITAL IMPROVEMENT PROGRAM (CIP) FUND"; and
2. APPROVE a five-year Public Works Agreement with Johnson Controls Building Solutions, LLC in an amount not to exceed $461,662.25, of which $421,972.18 is attributable to the Mini Park Video Surveillance System Installation Project, subject to final review and approval by the City Attorney; and
3. AUTHORIZE the Mayor to execute the agreement following approval as to form by the City Attorney.
III. ALTERNATIVES
TAKE another action the City Council deems appropriate and consistent with the requirements of the law IV. BACKGROUND
The City of Carson continues to invest in technologies and infrastructure that enhance public safety, protect public assets, and improve the security of City facilities and public spaces. As part of these efforts, Public Safety and Emergency Management staff conducted assessments of the City's mini parks and identified opportunities to improve surveillance coverage at locations that currently have limited or no video monitoring capabilities.
Based on these assessments, staff determined that installation of video surveillance systems would strengthen the City's ability to monitor public spaces, support law enforcement investigations, deter vandalism and other unlawful activity, and improve overall situational awareness. The proposed project includes the installation of surveillance cameras, communication equipment, supporting infrastructure, software licensing, system integration, testing, training, and related services necessary to establish fully operational surveillance systems at Walnut Street Mini Park, Reflections Mini Park, Friendship Mini Park, and Perry Street Mini Park.
On February 17, 2026, the City Council adopted Resolution No. 26-020 amending the FY 2025-2026 Capital Improvement Program budget, which included funding for Project No. PW1818 (Surveillance Cameras at Mini Parks) and Project No. PW1819 (City-Wide Intrusion Detection System). Through Resolution No. 26-020, Project No. PW1818 received an appropriation of $390,000.00 while Project No. PW1819 received an appropriation of $1,436,000.00.
To procure the surveillance system installation services, the City issued IFB No. 26-15 on April 29, 2026. The solicitation sought qualified contractors to provide a turnkey solution including system design, equipment procurement, installation, integration, testing, commissioning, training, warranty support, and related services. A mandatory job walk was conducted on May 7, 2026, to allow prospective bidders to review site conditions and project requirements. The solicitation closed on May 21, 2026, and the City received four (4) bid submissions.
Following review of the bids received, staff determined that Johnson Controls Building Solutions, LLC possesses the experience, technical expertise, staffing resources, licensing, and qualifications necessary to successfully complete the project. Johnson Controls demonstrated extensive experience with municipal video surveillance system installations and integrated security systems and has familiarity with the City's existing security infrastructure and video management environment. Staff therefore recommends award of a five-year agreement with Johnson Controls Building Solutions, LLC in an amount not to exceed $461,662.25. Of the total Contract Sum, $421,972.18 is attributable to the Mini Park Video Surveillance System Installation Project, with the remaining balance consisting of additional contract components as identified in the agreement.
Following completion of the procurement process for Project No. PW1819, the resulting contract amount was substantially lower than the funding originally appropriated for the project. As a result, available funding remains within Project No. PW1819 that may be reallocated to support implementation of Project No. PW1818. Resolution No. 26-066 will transfer $71,662.25 from Project No. PW1819 to Project No. PW1818 to provide sufficient funding for implementation of the Mini Park Video Surveillance System Installation Project.
Accordingly, staff is seeking City Council approval of Resolution No. 26-066 and a five-year agreement with Johnson Controls Building Solutions, LLC for implementation of the Mini Park Video Surveillance System Installation Project.
V. FISCAL IMPACT
Project No. PW1818 (Surveillance Cameras at Mini Parks) is funded through Capital Improvement Program Account No. 101-99-999-904-8012-PW1818. Through Resolution No. 26-020, Project No. PW1818 received an appropriation of $390,000.00.
Project No. PW1819 (City-Wide Intrusion Detection System) is funded through Capital Improvement Program Account No. 101-99-999-904-8012-PW1819. Through Resolution No. 26-020, Project No. PW1819 received an appropriation of $1,436,000.00. Following completion of the procurement process for Project No. PW1819, sufficient funding remains available within the project budget to support a transfer of $71,662.25 to Project No.
PW1818.
The proposed five-year agreement with Johnson Controls Building Solutions, LLC has a total not-to-exceed Contract Sum of $461,662.25, of which $421,972.18 is attributable to the Mini Park Video Surveillance System Installation Project. Adoption of Resolution No. 26-066 will authorize the reallocation of $71,662.25 from Project No.
PW1819 to Project No. PW1818. Following approval of the budget amendment, funding will be available within Project No. PW1818 to support the proposed agreement with Johnson Controls Building Solutions, LLC.
There is no impact to the General Fund.
VI. EXHIBITS
1. IFB 26-152. Resolution 26-0663. Proposed Agreement with Johnson Controls Building Solutions, LLC Attachments
1. IFB 26-15 - FINAL.pdf
2. Budget Resolution Form 26-066.pdf
3. Proposed Agreement with Johnson Controls Building Solutions, LLC
CITY OF CARSON
INVITATION FOR BIDS (IFB): #26-15
Notice is hereby given that the Purchasing Manager is seeking sealed electronic bids for:
MINI PARK VIDEO SURVEILLANCE
SYSTEM INSTALLATION
ISSUE DATE: 04/29/2026
MANDATORY JOB WALK: 05/07/2026 | 09:00 AM
Q&A DEADLINE: 05/12/2026 | 10:00 AM
IFB DEADLINE: 05/21/2026 | 10:00 AM
Register as a vendor and submit electronic responses via PlanetBids:
https://www.planetbids.com/portal/portal.cfm?CompanyID=32461.
No late responses will be accepted. Any response for this solicitation not submitted through PlanetBids is unauthorized and will be considered invalid. Attempts to contact or lobby members of the City of Carson Staff or its Elected Officials during the bidding and evaluation period may result in disqualification. If a job walk, site visit, or pre-bid meeting is designated as Mandatory above, attendance and sign-in are required for bid eligibility. If designated as Optional, attendance is encouraged.
To view other bidding opportunities from the City of Carson, please visit:
https://ci.carson.ca.us/Finance/Bidding.aspx.
Josilla Togiola, Purchasing Manager
2 A. SUMMARY
The City of Carson (“City”) is soliciting sealed bids from qualified and licensed contractors to provide design, furnishing, delivery, installation, integration, configuration, testing, commissioning, training, warranty support, and all related services necessary to implement video surveillance systems at four (4) City-owned mini parks.
This project is intended to expand the City’s existing security camera infrastructure by installing new closed-circuit television (CCTV) surveillance systems capable of transmitting live and recorded video streams to the City’s central video management platform located at City Hall.
All surveillance equipment shall be installed on poles or pole-mounted structures. No building-mounted or fixed-structure installations are included in this scope.
The selected Contractor shall furnish all labor, supervision, materials, equipment, software, licenses, tools, permits, configuration, testing, incidentals, and all other services necessary to provide a fully operational and networked CCTV surveillance sys tem at each designated mini park location in accordance with the Invitation for Bids (“IFB”) documents, technical specifications, and City requirements.
All proposed systems shall be fully compatible with the City’s existing video management platform and related infrastructure.
The City expects a turnkey solution, including all mounting hardware, poles or supports (as required), power components, network connectivity equipment, programming, system integration, user training, final testing, and closeout documentation.
This solicitation may result in a single award or multiple awards, at the sole discretion of the City, based on Contractor qualifications, expertise, capacity, and the City’s evolving needs. The City anticipates awarding within ninety (90) days of the proposal deadline; however, additional time may be required to complete a thorough evaluation and negotiation process. The intended term of any resulting agreement is five (5) years from the commencement date.
B. BACKGROUND
Incorporated as a general law city on February 20, 1968, the City of Carson became a California charter city on November 6, 2018, following voter approval. As one of the youngest municipalities in the South Bay region of Los Angeles County, Carson has grown significantly—from a population of 61,000 in 1968 to nearly 100,000 residents today. The City spans 19.2 square miles and is located less than 20 miles south of downtown Los Angeles.
Carson is a culturally diverse and strategically located community with exceptional accessibility. The City is served by four major freeways —the Harbor (110), San Diego (405), Artesia (91), and Long Beach (710)—and is conveniently near Los Angeles Internat ional Airport, Long Beach Airport, the Port of Los Angeles, and the Port of Long Beach. Public transportation options include the MTA Bus Line and the City-operated Carson Circuit, providing efficient local transit.
Known for its modern infrastructure and business -friendly environment, Carson is home to major petrochemical, electronics, automotive, aerospace, trucking, and high-tech industries. Many companies headquartered here have received regional and local beautif ication awards. Through strong public - private partnerships, Carson continues to foster economic vitality and a promising future.
C. GENERAL IFB POLICIES
3 The City of Carson reserves the right to modify this Invitation for Bids (IFB) at its sole discretion. Any revisions or clarifications will be issued in writing through official addenda via PlanetBids. Oral communications or modifications will not be recognized. All addenda released during the solicitation period shall become part of this IFB.
Bids must be submitted electronically through the City’s online bid management system (PlanetBids) by the specified due date and time. The City reserves the right to take any action deemed to be in its best interest.
Bids may be withdrawn without penalty prior to the deadline by selecting the “Withdraw” option on Planet Bids. Once the deadline has passed and bid s are opened by the Purchasing Manager or designee, submissions may not be withdrawn for a period of ninety (90) calendar days.
No contract shall exist unless and until the City Council formally awards a contract and full execution has occurred. If awarded, the contract is anticipated to be executed within approximately ninety (90) calendar days following the bid due date.
Unless otherwise stated, all bid documents must be submitted in PDF format. It is the sole responsibility of the Bidder to ensure that all documents are properly formatted, complete, and successfully uploaded to the City’s online bid system. Incomplete, corrupt , or unreadable submissions may be deemed nonresponsive.
For technical assistance with electronic submission (e.g., vendor registration, document upload, password reset, bid confirmation), Bidders must contact PlanetBids directly at (818) 992- 1771. All questions or requests for clarification regarding this IFB must be submitted electronically through PlanetBids by the deadline specified in the IFB . Direct contact with City personnel or elected officials regarding this IFB is strictly prohibited. Any response not provided through PlanetBids is considered unauthorized and invalid.
Bidders are solely responsible for ensuring timely submission. Late bids will not be accepted —no exceptions. A confirmation number with timestamp will be issued by PlanetBids upon successful submission. Only bids with a verified timestamp will be considered.
This IFB does not commit the City of Carson to award a contract or to reimburse any costs incurred in the preparation or submission of a response. All materials submitted become the property of the City.
NOTE: E-bids are sealed and cannot be viewed by the City until the official closing date and time. To withdraw a submission before the deadline, return to the PlanetBids portal and select the “Withdraw” option.
D. BID SUBMISSION
All bids in response to this IFB must be submitted electronically via PlanetBids no later than the due date and time established on the cover page of this solicitation document. All bid submission documents must be signed and dated by an official authorized to legally bind the entity and enter into a contract. All bid submission documents shall be uploaded in PDF format.
It is the sole responsibility of the bidder to ensure sufficient time to prepare, scan, and upload your documents into PlanetBids prior to the deadline, as the system will lock and not allow entry of bids after the designated deadline. Any technical questi ons regarding the use of PlanetBids must be directed to PlanetBids.
Failure to include all required Sections and Attachments may result in a bid being deemed nonresponsive. 4 All bids shall include the following, at minimum:
1. Required Bid Sections
Subcontractor List (if applicable) – Include a list of subcontractors, if applicable, that will be utilized to complete the Scope of Work. Identify the subcontractor’s qualifications and extent of work to be performed by each subcontractor. Include a summary of the subcontractor’s qualifications, key personnel, primary contact name, phone number, and email.
• The majority of the work required herein must be performed by the awarded contractor. The work may not be subcontracted to another contractor unless the subcontractor has been included in the Bid, or a substitution has been approved in writing by the City’s Contracting Officer in advance of work performed.
2. Cost File – Attached as Exhibit C
Cost File
All cost information must be:
• Completed using the official Cost File form provided by the City (Exhibit C) • Entered directly into the PlanetBids system in the “Line Items” tab, if applicable.
Failure to complete both steps may result in your bid being deemed non-responsive. • Bidder shall provide everything necessary, at their own expense, to deliver the required products and services. This includes, but is not limited to, labor, preparation work, materials, supplies, parts, tools, and equipment. The lump sum bid price must encompass all necessary materials, labor, and fees required to fulfill the contract obligations.
• All permits, licenses, and fees must be obtained and paid for solely by the awarded Bidder. • The City is exempt from federal taxes; therefore, federal taxes must not be included in the bid price. However, the City is required to pay applicable sales tax on purchases, which must be included as a separate line item within the total bid price.
• The following additional charges will not be allowed under this contract: fuel surcharges, mileage rates, fines, entertainment, advertising, or any other costs deemed inappropriate for reimbursement with public funds.
3. Required General Attachments attached as Exhibit A
Bidder/Proposer Affidavit
Affidavit of Non-Collusion and Non-Discrimination
Affidavit of Non-Federal Lobbyist Requirement
Debarment and Suspension Certification
Certificate of Compliance with Labor Code Section 3700 Acknowledgment of Insurance Endorsements – Insurance requirements are outlined in Section
5.1 of the City’s Form Contract (Attached as Exhibit B) Client Reference List
W9 (cover sheet only)
Modifications to the City’s Public Works Agreement (Attached as Exhibit B) • Bidders requesting modification to the City’s Public Works Agreement (Attached as Exhibit B) shall include a redlined version at the time of submission for the City’s consideration. • Award is based on a successful negotiation. Failure of the City and any Bidder to reach a mutual agreement regarding the Contract or any other portions of the award, may result in the City moving to negotiation with another bidder.
E. QUESTIONS AND ADDENDA
Any requests for clarification or other questions must be submitted via PlanetBids using the “Q&A” tab no later than the date and time established on the cover page of this solicitation document. No verbal requests or requests made in any other format will be accepted.
5 Each question must be submitted separately, not combined into a single submission or written in paragraph form or submitted as an attachment. Be sure to include the corresponding Section and page number with each question.
Requests submitted for City’s consideration of proposed terms and conditions, including modifications to the City’s IFB and/or Public Works Agreement, must be included at the time of bid submission. Such requests should include an attachment in PDF format on company letterhead that shows the requested modifications.
The City will provide formal answers to all questions. Changes to the IFB itself shall only be made by the City via formal written addenda. Addenda will be published and distributed through the Vendor Portal. All addenda shall become a part of the IFB document requiring both signature and acknowledgement by the Bidder. It is the sole responsibility of the bidder to ensure that they have received the entire IFB including any questions, answers and addenda by visiting the City of Carson PlanetBids Vendor Portal.
Type of Question Contact Contact Info
Those related to the Contract PlanetBids Post directly to PlanetBids under the “Q&A” tab
Use of PlanetBids PlanetBids (818) 992-1771
City’s Purchasing Process Josilla Togiola, Purchasing
Manager
[email protected], (310)
952-1758
F. MINIMUM QUALIFICATIONS/ELIGIBILITY
All bidders must meet the following requirements:
Contractor Licensing & Registration
Contractor must hold a valid California Contractor’s License “A” or “B” or “C-10” at the time of bid submission and throughout contract duration.
Must maintain active DIR registration pursuant to Labor Code §172.5 throughout the contract duration.
Experience Requirements
Minimum five (5) years’ experience of municipal experience in municipal or public-sector video surveillance system installation.
Must have completed and successfully demonstrate completion of at least three (3) similar projects (municipal, public facility, or commercial buildings) of similar scope and size. Technical Expertise: Contractor shall demonstrate experience in the design, installation, programming, testing, and integration of network-based outdoor video surveillance systems, including, but not limited to pole-mounted cameras wireless or wired connectivity power infrastructure, and integration with centralized monitoring platforms such as Qumulex or equivalent systems.
Project Capability / Staffing Resources: Contractor shall demonstrated sufficient staffing, supervision, technical personnel, equipment, and organizational capacity to successfully complete the work within required schedules.
Compliance with Local Business Requirements: Contractor shall be qualified to conduct business within the City of Carson, including maintaining a valid City business license and the required insurance coverage for the duration of the contract. A valid City business license and certificate of insurance are only required of the selected awardee and must be obtained prior 6 to contract award. It is not required at the time of proposal submission. ATTEND THE MANDATORY JOB WALK
Date: 05/07/26
Time: 9:00 am – 11:45 am
Location Address Location Start Time
Walnut Street Mini Park 440 E. Walnut St., Carson, CA 90746 9:00 am - 9:30 am Reflections Mini Park 21208 Shearer Ave., Carson, CA 90745 9:45 am – 10:15 am Friendship Mini Park 21930 S. Water St., Carson, CA 90745 10:30 am – 11:00 am Perry Street Mini Park 215th & Perry St., Carson, CA 90745 11:15 am - 11:45 am Please note: Please note: The City assumes no responsibility or liability for injuries, damages, or losses arising from or related to attendance at the mandatory job walk. Attendance is at the sole risk of each participant.
The purpose of the MANDATORY pre-bid meeting is to:
Review and discuss the Scope of Work
Address any questions regarding the bid documents
Allow bidders to verify site conditions and square footage Review the pre-existing conditions
Bidders are strongly encouraged to review the bid documents prior to the optional pre-bid meeting and come prepared with questions.
Questions asked and answered during the pre-bid meeting are not binding unless submitted through PlanetBids and answered through a formal addendum issued by the City.
G. PREVAILING WAGES REQUIREMENTS
This project is subject to California prevailing wage requirements pursuant to Labor Code Section 1771.
Bidders must be registered with the California Department of Industrial Relations (DIR) pursuant to Labor Code Section 1725.5. Contractors are responsible for maintaining active DIR registration for the duration of the contract.
Prevailing wage determinations may be found on the DIR website at: http://www.dir.ca.gov/dlsr
If any portion of the work is deemed subject to prevailing wage, the contractor shall comply with all applicable requirements, including but not limited to:
Paying not less than the applicable prevailing wage rates; Submitting certified payroll records to the DIR via the online portal; Complying with all DIR and Labor Code requirements regarding public works projects.
Failure to comply with prevailing wage requirements may result in penalties, withholding of payments, or contract termination.
7 H. INSURANCE AND BOND REQUIREMNETS
Insurance Requirements
Contractor shall procure and maintain insurance in accordance with the requirements set forth in the City of Carson Public Works Agreement template included as Exhibit B, which is incorporated herein by reference.
All insurance coverages, limits, endorsements, and conditions applicable to this Project are fully set forth in the Agreement. In the event of any conflict between this IFB and the executed Agreement, the Agreement shall govern.
Contractor shall maintain insurance coverage during the term of the Agreement, including as applicable:
• Commercial General Liability Insurance
• Automobile Liability Insurance
• Workers’ Compensation and Employer’s Liability Insurance • Builder’s Risk or Installation Floater Insurance (as applicable) • Pollution Liability Insurance (if applicable)
All policies shall be maintained in full force and effect and shall include additional insured status, waivers of subrogation, and other endorsements as required under the Agreement.
Bond requirements
Performance Bond Required: YES
Payment Bond: YES
Performance Bond
The successful bidder shall furnish a Performance Bond in an amount equal to one hundred percent (100%) of the total contract price. The Performance Bond shall guarantee faithful performance of all obligations under the contract, including design, procurem ent, installation, integration, commissioning, and warranty support.
Payment Bond
The successful bidder shall furnish a Payment Bond in an amount equal to one hundred percent (100%) of the total contract price, in accordance with California Civil Code Sections 9550–9566, to ensure payment to subcontractors, laborers, and material suppliers.
I. BID OPENING, DOCUMENT REVIEW, AND AWARD OF CONTRACT
The award, unless all bids are rejected, shall be in accordance with Carson Municipal Code Section § 2610 (i) Award to the Lowest Responsive and Responsible Bidder and/or §2612 Contracts for Public Project . “Lowest responsible and responsive bidder” means the bidder who submits the lowest monetary bid that responds to the terms upon which bids were requested, and who has demonstrated the attribute of trustworthiness, as well as quality, fitness, capacity, and experience to satisfactorily perform the contract.
By submitting a bid, the Bidder acknowledges that it has carefully examined the project site, specifications, and all other contract documents and has satisfied itself to the nature and location of the work, the general and local conditions affecting the work, and all other matters that may impact the cost, progress, or performance of the work.
Submission of a bid shall constitute acknowledgment that the Bidder has made such review and investigation and has included all necessary costs in its bid.
8 No claim for additional compensation will be considered for conditions that were reasonably observable or could have been discovered through review of the contract documents or site inspection prior to bid submission.
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9 SCOPE OF SERVICES
IFB 26-15
Mini Park Video Surveillance System Installation
A. OVERVIEW OF SERVICES
The City of Carson is seeking proposals from qualified firms to provide the design, furnishing, delivery, installation, configuration, testing, commissioning, training, warranty support, and related services necessary to implement video surveillance systems at four (4) City-owned mini parks.
The project is intended to expand the City’s existing security camera infrastructure by installing new surveillance systems capable of transmitting live and recorded video streams to the City’s central video management platform located at City Hall.
All surveillance equipment, including cameras and communication devices, shall be pole-mounted. No building or fixed structure mounting locations are assumed or authorized under this scope.
The mini parks do not contain buildings or structures suitable for mounting surveillance equipment; therefore, all cameras, communication devices, and associated infrastructure shall be installed on poles or pole-mounted assemblies.
The selected Contractor shall furnish all labor, supervision, materials, equipment, software, licenses, permits, configuration, testing, documentation, and all other services necessary to provide complete, fully operational CCTV surveillance systems as defined in the Equipment Schedule herein.
B. SCOPE BASIS – FIXED DESIGN WITH CONTROLLED ADJUSTMENT MECHANISM This project is defined as a fixed-scope system deployment based on the Equipment Schedule provided in this document. The Contractor shall furnish and install the quantities of equipment identified for each mini park location as the baseline system requirement.
However, the City reserves the right to approve field-adjusted modifications where necessary due to:
• Verified site conditions
• Safety or visibility constraints
• Utility conflicts
• Structural limitations
• Changes in operational requirements
Any adjustment to quantities, locations, or system configuration beyond the baseline scope shall require prior written approval by the City and shall be executed under one of the following mechanisms:
• Unit pricing (as provided in the Contractor’s proposal), or • Pre-established allowance, or
• Formal change order
No deviations from the baseline scope shall be implemented without written authorization.
C. MINI PARK LOCATIONS – BASELINE EQUIPMENT SCHEDULE
Mini Park
Location
Mini Park Address Estimated Camera
Count (Proposed
Min.)
Estimated
Gateways
(Proposed Min.)
Walnut Street
Mini Park
440 E. Walnut St.,
Carson, CA 90746
2 1
10 Reflections Mini
Park
21208 Shearer Ave.,
Carson, CA 90745
3 1
Friendship Mini
Park
21930 S. Water St.,
Carson, CA 90745
3 1
Perry Street Mini
Park
215th & Perry St.,
Carson, CA 90745
4 1
TOTALS 12 4
The camera counts listed are preliminary planning estimates only and represent a minimum baseline.
Final camera quantities and locations shall be determined by the Contractor during site investigation, field verification, and system design to ensure full c overage, optimal line- of-sight, and operational effectiveness. Camera quantities and placement may be adjusted due to existing or future construction activities, obstructions, or changes in facility conditions encountered during implementation.
Services shall include at a minimum, site investigation, system design, camera placement recommendations, mounting hardware, poles or supports (if required), electrical and low -voltage infrastructure, network connectivity equipment, software licensing, programming, integration with the City’s existing platform, testing, training, startup, and final closeout documentation.
The Contractor shall be solely responsible for verifying existing field conditions, available utilities, mounting surfaces, line- of-sight requirements, network connectivity, permitting requirements, and all conditions affecting successful project delivery.
D. ALLOWANCE / ADJUSTMENT CLAUSE (IMPORTANT)
In addition to the fixed baseline scope, the City shall retain a controlled contingency allowance for field- driven adjustments to system design, including but not limited to:
• Additional camera coverage requirements identified during field verification • Relocation of camera positions due to obstruction or visibility constraints • Minor increases in equipment quantities required to achieve full operational coverage • Infrastructure modifications required for safe or compliant installation • Additional poles or modifications to poles required due to unforeseen field conditions or changes in approved design
All allowance usage shall be:
• Requested by Contractor
• Justified with field documentation
• Approved in writing by the City prior to execution
• Billed at agreed unit pricing or allowance drawdown
Unused allowance shall remain with the City.
E. SYSTEM EQUIPMENT (PER SITE – BASE REQUIREMENT)
References to specific manufacturers and models are intended to establish minimum performance and interoperability requirements. Equivalent or approved equal systems may be submitted for City consideration.
Each Mini Park location shall include the following minimum equipment:
• AXIS P3737-PLE 4x 5MP multi-sensor cameras
11 • AXIS T91B pole mount adapter
• AXIS T94N01D pendant kit
• Qumulex QXSF300-04 gateway
o 4TB local storage
o Supports up to 16 cameras per gateway
• Qumulex CS30-60 cloud storage subscription (30-day retention) • Qumulex QXP single camera licenses (per deployed camera) • Power bridge converter (277V to 120V)
• Wireless transmitters and receivers for system connectivity
System Design Basis
• Each park shall include a dedicated Qumulex gateway for local recording and transmission to the central Qumulex head-end located at City Hall.
• Camera quantities vary by site and are defined in the project equipment schedule. • All devices shall be fully integrated into the Qumulex platform for live viewing, recording, and remote access.
F. POLE & MOUNTING INFRASTRUCTURE
All cameras, communication equipment, and associated devices shall be pole- mounted at all mini park locations. The Contractor shall be responsible for determining pole quantity, placement, and suitability required to achieve full operational coverage and system performance.
Existing poles or infrastructure may be present at certain locations; however, their availability, suitability, and structural adequacy are not guaranteed and shall not be assumed by the Contractor.
The Contractor shall identify anticipated pole requirements in their proposal based on preliminary assumptions and shall refine final pole quantities and locations during site investigation and design, subject to City approval.
The Contractor shall be responsible for ensuring the final installed system achieves full coverage and operational requirements regardless of whether existing poles are utilized or new poles are installed.
The intent of this project is for the Contractor to evaluate each site and develop a pole placement strategy that achieves full public safety coverage in accordance with industry design standards.
Minimum Requirements
At a minimum, pole and mounting infrastructure shall meet the following requirements:
• Poles shall be commercial -grade steel or aluminum and suitable for outdoor public park environments
• Pole height shall be sufficient to achieve required camera coverage and vandal resistance (anticipated range: 15–25 feet; minimum 15 feet unless otherwise approved by the City) • All poles shall be engineered and installed in accordance with applicable building codes, wind load requirements, and site-specific soil conditions
• Foundations shall include reinforced concrete bases or direct-burial installation, as appropriate • Poles shall include required mounting hardware, brackets, internal or protected cable routing, and accessible handholes or access panels for electrical and low-voltage terminations • Equipment enclosures, where required, shall be weatherproof, lockable, and securely mounted
Contractor Responsibilities
The Contractor shall be fully responsible for:
• Evaluating all existing poles for structural integrity, height adequacy, mounting compatibility, 12 power accessibility, and code compliance
• Determining the quantity, type, and placement of poles required to achieve complete and effective surveillance coverage
• Structural design and engineering of poles and foundations, where required • Installation of all poles, foundations, mounting hardware, and associated infrastructure • Coordination with underground utilities and compliance with utility clearance requirements • Obtaining all permits and completing all required inspections Existing poles may be utilized only upon inspection, documentation, and written approval by the City confirming that they meet all structural, operational, and coverage requirements.
G. CONTRACTOR RESPONSIBILITY
Contractor shall provide full installation, configuration, programming, testing, and commissioning of all listed equipment to ensure a fully operational system.
Contractor shall be fully responsible for the provision, installation, and performance of all pole and mounting infrastructure required to deliver a complete and operational system.
H. SCOPE OF WORK
1. Assessment
The selected Contractor shall conduct comprehensive site assessments for each mini park location to verify existing field conditions and confirm final system design requirements prior to installation.
Site assessments shall include, at a minimum:
On-site inspection of each mini park location
Evaluation of park layout, lighting conditions, visibility, and existing structures Verification of available electrical service, mounting surfaces, and potential conduit or pathway routing
Identification of optimal camera locations to ensure adequate coverage of key areas, including entrances, pedestrian paths, and gathering spaces
Assessment of network connectivity requirements and available infrastructure for video transmission to the City’s central platform
Identification of site constraints including obstructions, vandalism risks, safety considerations, and environmental conditions impacting system performance Identification of locations requiring new pole installation(s) Evaluation of soil conditions and feasibility for pole foundation installation Identification of conflicts with underground utilities impacting pole placement
The Contractor shall utilize findings from the mandatory job walk and field verification to support final installation planning and any City-approved adjustments under the contract allowance provisions.
2. Design
The Contractor shall prepare final system design documentation for each mini park location based on the baseline Equipment Schedule and verified field conditions.
Design services shall include:
Camera placement plans and field-of-view coverage diagrams Recommended mounting heights, angles, and configurations to achieve full operational coverage
Design of supporting infrastructure including power, mounting, conduit (if required), and 13 wireless/network communication components
System architecture confirming integration with the City’s existing Qumulex platform for live viewing, recording, and remote access
Identification of any additional hardware, licensing, or configuration requirements necessary for full system functionality
Coordination with City staff to confirm design compliance prior to installation Pole location plans and mounting details
Recommended pole heights and foundation types
Integration of pole infrastructure with camera field-of-view design
All final designs shall conform to the baseline system defined in the Equipment Schedule unless otherwise approved in writing through the City’s change control or allowance process.
3. System Requirements
The Contractor shall furnish and install a complete, fully operational, network-based video surveillance system for all four (4) mini park locations.
All specified equipment and software (including but not limited to AXIS and Qumulex) shall be provided as ‘or approved equal,’ provided that all functional, performance, integration, and warranty requirements are met to the satisfaction of the City.
At a minimum, the system shall:
Provide high-resolution, outdoor-rated surveillance cameras suitable for 24/7 public park environments
Support continuous live and recorded video transmission to the City’s central Qumulex platform at City Hall
Include equipment rated for outdoor use and resistant to weather, vandalism, and tampering Provide adequate coverage of key areas including entrances, walkways, open spaces, and other locations identified by the City
Include sufficient storage and retention capacity through the Qumulex platform (cloud and/or hybrid recording)
Allow authorized City personnel secure remote access for live monitoring and video retrieval Include all necessary power, mounting, and communication infrastructure for continuous operation
Be scalable to allow future system expansion or additional device integration Comply with all applicable federal, state, and local codes, regulations, and industry standards
4. Installation and Implementation
The Contractor shall furnish, install, configure, integrate, and test all system components necessary to deliver a fully operational video surveillance system at each mini park location.
Installation services shall include:
Installation of cameras, mounts, gateways, power components, and communication equipment in accordance with approved design documents
Provision and coordination of required power and network connectivity for system operation Installation of conduit, cabling, and supporting infrastructure where required based on site conditions
Configuration and programming of all devices, including full integration with the City’s Qumulex platform
14 System testing, commissioning, and validation to confirm full operational functionality Coordination with City staff to minimize disruption to park operations during installation Installation of camera poles, foundations, and associated mounting infrastructure where required
Trenching, conduit installation, backfill, and surface restoration necessary to support pole- mounted systems
Contractor shall be responsible for all trenching, backfill, compaction, and surface restoration required for pole foundations and associated electrical and communication infrastructure. Coordination with City for connection to provided power and network sources
All installation work shall be performed in accordance with applicable codes, manufacturer requirements, and approved design documentation. Any field modifications shall require prior City approval under the contract change control process.
5. Training and Documentation
The Contractor shall provide training and documentation sufficient to support City staff in the operation and maintenance of the system.
Training shall include:
Administrator-level training for system management, user access control, video retrieval, and basic troubleshooting
End-user training for authorized personnel on system monitoring, playback, and incident review functions
The Contractor shall provide complete documentation including:
System configuration records
Equipment inventory (including model numbers, serial numbers, and locations) Manufacturer manuals and warranty documentation
Software licensing documentation
Recommended maintenance procedures
All documentation shall be delivered in electronic PDF format.
6. Servicing and Maintenance
The Contractor shall provide maintenance and support services to ensure the system remains fully operational throughout the warranty period or any separately authorized maintenance term.
Services shall include:
Preventative maintenance and system inspections
Troubleshooting, diagnostics, and repair or replacement of defective components Software and firmware updates as required for system stability and security Verification testing to confirm continued system functionality
The Contractor shall respond to service requests within the timeframes proposed in its response and accepted by the City. Critical system outages affecting recording or multiple cameras shall receive priority response.
All replacement parts and updates shall be fully compatible with the City’s Qumulex platform and 15 installed system architecture. No maintenance work outside the approved scope shall be performed without prior written authorization from the City.
7. Project Management and Coordination
The Contractor shall assign a qualified Project Manager responsible for overall coordination of the project, including design, procurement, installation, testing, and closeout.
The Project Manager shall:
Serve as the primary point of contact for the City
Maintain a project schedule identifying key milestones, deliveries, installation activities, and completion dates
Provide weekly progress reports including work completed, upcoming activities, delays, and issues requiring City input
Coordinate all field activities with City staff to ensure safe and orderly execution of work Track and manage all project deliverables through completion
8. Future System Expansion and Modifications
The City may request future enhancements, expansions, relocations, or modifications to the system during the term of the agreement.
All additional work shall:
Require prior written authorization by the City
Be performed under approved unit pricing, allowance provisions, or formal change order Be subject to the same terms, conditions, and standards of the original agreement unless otherwise specified in writing
The City is under no obligation to authorize or fund any additional work beyond the baseline scope.
I. DELIVERABLES
Deliverables under this Agreement may include, but are not limited to, the following:
• System design documentation, including camera layouts, field-of-view, coverage maps, and recommended equipment placement for each mini park.
• Installation and configuration documentation for all system components, devices, cabling, network connections, and supporting infrastructure.
• As-built drawings reflecting final installed conditions, including camera locations, mounting details, conduit routes, power sources, and communication pathways. • System configuration records, including user permissions, device settings, IP addressing, recording parameters, and full integration with the city's Qumulex platform. • Equipment inventory list identifying all installed devices, manufacturers, model numbers, serial numbers, quantities, and locations.
• Training materials, quick-reference guides, and user documentation for authorized City staff. • Warranty documentation and manufacturer product literature, license information, and support contact information for all installed equipment and software. • Testing, commissioning, and acceptance reports verifying proper system functionality, image quality, recording performance, remote access capability, and successful integration with City 16 systems.
• Final project closeout package containing all required deliverables in both electronic and hard- copy format.
J. PERFORMANCE EXPECTATIONS / KEY PERFORMANCE INDICATORS (KPIs) The City will monitor Contractor performance throughout the contract term using the KPIs set forth below.
Failure to meet performance standards may result in rejection of deliverables, required corrective action plans, withholding of payments where permitted, financial remedies if included in the Agreement, or other contractual remedies. All corrective work shall be performed at no additional cost to the City.
KPI Category Performance Standard
1. Responsiveness & Communication Contractor shall respond to City emails, requests for information, questions, and
follow-up items in a timely and professional
manner. At least 95% of responses shall be
provided within two (2) business days unless
otherwise approved by the City.
2. Schedule Adherence Contractor shall meet agreed upon project milestones, draft deliverable dates, and final
submission deadlines. At least 95% of
scheduled milestones shall be completed on
time.
3. Deliverable Quality & Accuracy Reports, plans, calculations, recommendations, drawings, inventories, and
other deliverables shall be complete,
organized, accurate, and materially free from
errors or omissions. At least 95% of submitted
deliverables shall be accepted without
requiring major revision.
4. Installation Workmanship & System
Reliability
Installed equipment and system components
shall function as intended upon final
acceptance. At least 98% of installed devices
shall operate properly at commissioning,
excluding failures caused by City network
outages or third-party systems.
5. Integration & Commissioning Success Cameras, Recording devices, network components, and related equipment shall
successfully integrate with the City’s Qumulex
platform and required monitoring. 100% of
accepted devices shall be fully integrated prior
to final acceptance.
6. Warranty & Corrective Service Response Contractor shall acknowledge warranty or service issues within one (1) business day and
begin corrective action within two (2) business
days, unless emergency conditions require
faster response.
7. Documentation & Closeout Required as -builts, manuals, training materials, warranties, inventory records, and
closeout documents shall be submitted
complete and on time. 100% prior to final
17 payment.
8. Site Professionalism & Safety Compliance Contractor shall maintain safe, orderly, and professional job sites and comply with all
applicable safety laws, traffic control
requirements, and City rules. No repeated or
material violations.
Corrective Action: If Contractor fails to meet any KPI, the City may require a written corrective action plan identifying cause, corrective measures, responsible staff, and completion dates.
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A
GENERAL ATTACHMENTS
Exhibit A contains the City’s required forms and attachments. All forms must be completed and submitted; failure to do so may result in disqualification.
Bidder/Proposer Affidavit
Affidavit of Non-Collusion and Non-Discrimination
Affidavit of Non-Federal Lobbyist Requirement
Debarment and Suspension Certification
Acknowledgment of Insurance Endorsements
Client Reference List
Certification of Compliance with Labor Code Section 3700
W9
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A: Bidder/Proposer Affidavit
Bidder/Proposer Name:
Mailing Address:
Main Contact & Title:
Email: Phone:
BIDDER/PROPOSER SIGNATURE AUTHORIZATION AND CERTIFICATION Per the California Corporate Code, Business and Processions Code, the Bidder's/ Proposer’s Bylaws/Operating Agreement and/or the attached Board Resolutions (if applicable), I/we hereby verity the following:
1. That I/we am/are (an) authorized signatory(ies) for the Bidder/Proposer and as such am/are authorized to sign and bind the Bidder/Proposer to contract with the City of Carson;
2. That the bid/proposal was not made in the interest or behalf of any person, partnership, company, association, organization or corporation not named or disclosed;
3. That the bid/proposal is genuine; that all statements of fact in the bid/proposal are true;
4. That the Bidder has not been debarred from participation in any State or Federal works project;
Signature: Signature:
Date: Date:
Name: Name:
Title: Title:
BIDDER/PROPOSER AUTHORITY IS PROVIDED IN ACCORDANCE WITH:
Bidder/Proposer's Bylaws/Operating Agreement Section:
Board Resolution
Corporate or Business Professions Code
IMPORTANT NOTE: If the signature authorization status of any individual changes at any time, it is the responsibility of the Bidder to contact the authorized City Staff regarding the change and to complete and submit new Bidder Information Form. Incorrect information on file may delay the processing of any of the documents submitted.
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A: Affidavit of Non-Collusion and Non-Discrimination I hereby swear (or affirm) under the penalty of perjury:
That the attached proposal or bid has been arrived at by the responder independently and has been submitted without collusion with and without any agreement, understanding, or planned common course of action with any other firm or entity designed to limit fair and open competition;
That the contents of the proposal or bid response have not been communicated by the responder or its employees or agents to any person not an employee or agent of the responder and will not be communicated to any such persons prior to the official opening of the solicitation responses; and
The proposer/bidder does not and shall not discriminate, will provide equal employment practices, and will adhere to an affirmative action program to ensure that in their employment practices, persons are employed and employees are treated equally and without regard to or because of race, religion, ancestry, national origin, sex, sexual orientation, age, disability, marital status or medical condition.
I certify that the above statements are true and accurate.
Authorized Official:
Signature:
Date:
Name:
Title:
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A: Affidavit of Non-Federal Lobbyist Requirement Name of Firm:
Address:
Telephone:
I hereby swear (or affirm) under the penalty of perjury:
1. No Federal appropriated funds have been paid, by or on behalf of the above named firm to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer of employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, loan or cooperative agreement, and any extension, continuation, renewal, amendment, or modification thereof, and;
2. If any funds other than Federal appropriated funds have paid or will be paid to any person for influencing or attempting to influence an officer or employee or any agency, a Member of Congress or employee of Congress or an employee of a Member of Congress in connection with this Federal contract, grant loan, or cooperative agreement, the above named firm shall complete and submit Standard Form- LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions, and;
3. The above-name firm shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreement) and that all sub-recipients shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into the transaction imposed by Section 1352 Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
Authorized Official:
Signature:
Date:
Name:
Title:
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A: Debarment and Suspension Certification
Name of Firm:
Acting on behalf of the above-named firm (“Consultant”), as its Authorized Official, I, the undersigned, certify as follows:
I am a duly authorized representative of (“Consultant”). Consultant certifies, to the best of its knowledge and belief, that Consultant, including its principals:
Is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency, and not does not have a proposed debarment pending;
Has not within the three-year period preceding this certification been convicted of or had a civil judgment rendered against it for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state or local) transaction, contract, or subcontract under a public transaction; for violation of federal or state antitrust statutes; or for commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property;
Is not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (2) above; and
Has not within the three-year period preceding this certification had one or more public transactions (federal, state or local) terminated for cause or default.
Consultant further certifies that Consultant, including its principals, is not listed on the government-wide exclusions in the System for Award Management.
Consultant acknowledges that falsely providing this certification may result in criminal prosecution or administrative sanctions, and that this certification is a required component of all proposals in response to this IFB/RFP/RFQ.
A proposal that does not include a completed and signed version of this certification will be deemed incomplete and materially nonresponsive, and will not be considered.
Authorized Official:
Signature:
Date:
Name:
Title:
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A: Acknowledgment of Insurance Endorsements
In recognition of (“Company”) having submitted a proposal or bid to the City of Carson IFB/RFP/RFQ # , dated , 202 (“RFP”/”IFB”/”RFQ”), issued by the City of Carson (“City”), and in further recognition that the City requires Company to comply with certain insurance requirements (i) as set forth in Section (“Insurance Provisions”) of the Agreement (which Agreement is defined in and made part of the IFB/RFP/RFQ) and (ii) the Other Insurance requirements described in the IFB/RFP/RFQ, if any, I represent that I am the authorized Insurance Broker of Record for Company, and by signing below, I acknowledge, warrant and represent that Company meets the requirements set forth in Insurance Provisions and any applicable Other Insurance requirements, and if requested , shall furnish all the insurance endorsements prescribed in the Insurance Provisions and Other Insurance within thirty (30) days of contract award, as respecting.
[PLEASE CHECK ALL THAT APPLY]
General Liability
Automobile Liability
Worker’s Compensation
Professional Liability
Pollution Liability
Other Insurance Provisions:
Cyber Liability
Crime Insurance
Bonds
Name of Insurer [Print] Name, Title [Print]
Signature Date
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT A: Client Reference List
Provide at least 3 references for projects of similar scope and capacity completed within the last 3 years. The City reserves the right to contact any references provided.
Bidder/Proposer Name:
1. Client Name:
Address:
Contact: Email:
Project Description:
Project Start: Project End:
Project Budget:
2. Client Name:
Address:
Contact: Email:
Project Description:
Project Start: Project End:
Project Budget:
3. Client Name:
Address:
Contact: Email:
Project Description:
Project Start: Project End:
Project Budget:
Authorized Official:
Signature:
Date:
Name:
Title:
I
Form W•9
(Rev. March 2024)
Department of the Treasury
Internal Revenue Service
EXHIBIT A: Request for Taxpayer
Identification Number and Certification
Go to www.irs.gov/FormW9 for instructions and the latest information.
Give form to the
requester. Do not
send to the IRS.
Before you begin. For guidance related to the purpose of Form W-9, see Purpose of Form, below. 1 Name of entity/individual. An entry is required. (For a sole proprietor or disregarded entity, enter the owner's name on line 1, and enter the business/disregarded entity's name on line 2.)
2 Business name/disregarded entity name, if different from above.
3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1. Check only one of the following seven boxes.
4 Exemptions (codes apply only to
certain entities, not individuals;
D Individual/sole proprietor D C corporation D S corporation D Partnership D LLC. Enter the tax classification (C = C corporation, S = S corporation, P = Partnership) D Trust/estate see instructions on page 3):
Exempt payee code (if any)
Note: Check the "LLC" box above and, in the entry space, enter the appropriate code (C, S, or P) for the tax classification of the LLC, unless it is a disregarded entity. A disregarded entity should instead check the appropriate box for the tax classification of its owner.
D Other (see instructions)
3b If on line 3a you checked "Partnership" or "Trust/estate," or checked "LLC" and entered "P" as its tax classification, and you are providing this form to a partnership, trust, or estate in which you have an ownership interest, check this box if you have any foreign partners, owners, or beneficiaries. See instructions Exemption from Foreign Account Tax
Compliance Act {FATCA) reporting
code (if any)
(Applies to accounts maintained
outside the United States.)
ill
(/)
5 Address (number, street, and apt. or suite no.). See instructions. Requester's name and address (optional)
6 City, state, and ZIP code
7 List account number(s) here (optional)
Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later.
Note: If the account is in more than one name, see the instructions for line 1. See also What Name and Number To Give the Requester for guidelines on whose number to enter.
Certification
Under penalties of perjury, I certify that:
Social security number
or
Employer identification number
1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and
2. I am not subject to backup withholding because (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and
3. I am a U.S. citizen or other U.S. person (defined below); and
4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and, generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part II, later.
General Instructions
Section references are to the Internal Revenue Code unless otherwise noted.
Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/FormW9.
What's New
Line 3a has been modified to clarify how a disregarded entity completes this line. An LLC that is a disregarded entity should check the appropriate box for the tax classification of its owner. Otherwise, it should check the "LLC" box and enter its appropriate tax classification.
D
Sign Signature of
Here U.S. person
Cat. No. 10231X New line 3b has been added to this form. A flow-through entity is required to complete this line to indicate that it has direct or indirect foreign partners, owners, or beneficiaries when it provides the Form W-9 to another flow-through entity in which it has an ownership interest. This change is intended to provide a flow-through entity with information regarding the status of its indirect foreign partners, owners, or beneficiaries, so that it can satisfy any applicable reporting requirements. For example, a partnership that has any indirect foreign partners may be required to complete Schedules K-2 and K-3. See the Partnership Instructions for Schedules K-2 and K-3 (Form 1065).
Purpose of Form
An individual or entity (Form W-9 requester) who is required to file an information return with the IRS is giving you this form because they Form W-9 (Rev. 3-2024)
Form W-9 (Rev. 3-2024)
must obtain your correct taxpayer identification number (TIN), which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following.
• Form 1099-INT (interest earned or paid).
• Form 1099-DIV (dividends, including those from stocks or mutual funds).
• Form 1099-MISC (various types of income, prizes, awards, or gross proceeds).
• Form 1099-NEC (nonemployee compensation).
• Form 1099-B (stock or mutual fund sales and certain other transactions by brokers).
• Form 1099-S (proceeds from real estate transactions). • Form 1099-K (merchant card and third-party network transactions). • Form 1098 (home mortgage interest), 1098-E (student loan interest), and 1098-T (tuition).
• Form 1099-C (canceled debt).
• Form 1099-A (acquisition or abandonment of secured property).
Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN.
Caution: If you don't return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later.
By signing the filled-out form, you:
1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued);
2. Certify that you are not subject to backup withholding; or
3. Claim exemption from backup withholding if you are a U.S. exempt payee;and
4. Certify to your non-foreign status for purposes of withholding under chapter 3 or 4 of the Code (if applicable); and
5. Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting is correct. See What Is FATCA Reporting, later, for further information.
Note: If you are a U.S. person and a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9.
Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are:
• An individual who is a U.S. citizen or U.S. resident alien; • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States; • An estate (other than a foreign estate); or
• A domestic trust (as defined in Regulations section 301.7701-7).
Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding. Payments made to foreign persons, including certain distributions, allocations of income, or transfers of sales proceeds, may be subject to withholding under chapter 3 or chapter 4 of the Code (sections 1441-1474). Under those rules, if a Form W-9 or other certification of non-foreign status has not been received, a withholding agent, transferee, or partnership (payor) generally applies presumption rules that may require the payor to withhold applicable tax from the recipient, owner, transferor, or partner (payee). See Pub. 515, Withholding of Tax on Nonresident Aliens and Foreign Entities.
The following persons must provide Form W-9 to the payor for purposes of establishing its non-foreign status.
• In the case of a disregarded entity with a U.S. owner, the U.S. owner of the disregarded entity and not the disregarded entity . • In the case of a grantor trust with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or other U.S . owner of the grantor trust and not the grantor trust.
• In the case of a U.S. trust (other than a grantor trust), the U.S. trust and not the beneficiaries of the trust.
See Pub. 515 for more information on providing a Form W-9 or a certification of non-foreign status to avoid withholding.
Foreign person. If you are a foreign person or the U.S. branch of a foreign bank that has elected to be treated as a U.S. person (under Regulations section 1.1441-1(b)(2)(iv) or other applicable section for chapter 3 or 4 purposes), do not use Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see Pub. 515). If you are a qualified foreign pension fund under Regulations section 1.897(1)-1(d), or a partnership that is wholly owned by qualified foreign pension funds, that is treated as a non-foreign person for purposes of section 1445 withholding, do not use Form W-9. Instead, use Form W-8EXP (or other certification of non-foreign status).
Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a saving clause. Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes.
If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items.
1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien.
2. The treaty article addressing the income.
3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions.
4. The type and amount of income that qualifies for the exemption from tax.
5. Sufficient facts to justify the exemption from tax under the terms of the treaty article.
Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if their stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first Protocol) and is relying on this exception to claim an exemption from tax on their scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption.
If you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-8 or Form 8233.
Backup Withholding
What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 24% of such payments. This is called "backup withholding." Payments that may be subject to backup withholding include, but are not limited to, interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, payments made in settlement of payment card and third-party network transactions, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding.
You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return.
Payments you receive will be subject to backup withholding if:
1. You do not furnish your TIN to the requester;
2. You do not certify your TIN when required (see the instructions for Part II for details);
3. The IRS tells the requester that you furnished an incorrect TIN;
4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only); or
5. You do not certify to the requester that you are not subject to backup withholding, as described in item 4 under "By signing the filled out form" above (for reportable interest and dividend accounts opened after 1983 only).
Form W-9 (Rev. 3-2024) Page3
Certain payees and payments are exempt from backup withholding.
See Exempt payee code, later, and the separate Instructions for the Requester of Form W-9 for more information.
See also Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding, earlier.
What Is FATCA Reporting?
The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all U.S. account holders that are specified U.S. persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code, later, and the Instructions for the Requester of Form W-9 for more information.
Updating Your Information
You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you are no longer tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account, for example, if the grantor of a grantor trust dies.
Penalties
Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.
Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2. If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W-8 instead of a Form W-9. This is the case even if the foreign person has a U.S. TIN.
Line 2
If you have a business name, trade name, DBA name, or disregarded entity name, enter it on line 2.
Line 3a
Check the appropriate box on line 3a for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box on line 3a.
IF the entity/individual on line 1
is a(n) ...
THEN check the box for ...
• Corporation Corporation.
• Individual or
• Sole proprietorship
Individual/sole proprietor.
• LLC classified as a partnership
for U.S. federal tax purposes or
• LLC that has filed Form 8832 or
2553 electing to be taxed as a
corporation
•
Limited liability company and
enter the appropriate tax
classification:
P = Partnership,
C = C corporation, or
S = S corporation.
backup withholding, you are subject to a $500 penalty.
Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment.
Partnership
I • Trust/estate
Line 3b
Partnership.
I Trust/estate.
Misuse of TINs. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties.
Specific Instructions
Line 1
You must enter one of the following on this line; do not leave this line blank. The name should match the name on your tax return.
If this Form W-9 is for a joint account (other than an account maintained by a foreign financial institution (FFI)), list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. If you are providing Form W-9 to an FFI to document a joint account, each holder of the account that is a U.S. person must provide a Form W-9.
• Individual. Generally, enter the name shown on your tax return. If you have changed your last name without informing the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name.
Note for ITIN applicant: Enter your individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040 you filed with your application. • Sole proprietor. Enter your individual name as shown on your Form 1040 on line 1. Enter your business, trade, or "doing business as" (DBA) name on line 2.
• Partnership, C corporation, S corporation, or LLC, other than a disregarded entity. Enter the entity's name as shown on the entity's tax return on line 1 and any business, trade, or DBA name on line 2. • Other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creating the entity. Enter any business, trade, or DBA name on line 2.
• Disregarded entity. In general, a business entity that has a single owner, including an LLC, and is not a corporation, is disregarded as an entity separate from its owner (a disregarded entity). See Regulations section 301.7701-2(c)(2). A disregarded entity should check the appropriate box for the tax classification of its owner. Enter the owner's name on line 1. The name of the owner entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For Form W-9 (Rev. 3-2024) Page4
Check this box if you are a partnership (including an LLC classified as a partnership for U.S. federal tax purposes), trust, or estate that has any foreign partners, owners, or beneficiaries, and you are providing this form to a partnership, trust, or estate, in which you have an ownership interest. You must check the box on line 3b if you receive a Form W-8 (or documentary evidence) from any partner, owner, or beneficiary establishing foreign status or if you receive a Form W-9 from any partner, owner, or beneficiary that has checked the box on line 3b.
Note: A partnership that provides a Form W-9 and checks box 3b may be required to complete Schedules K -2 and K -3 (Form 1065) .
For more information, see the Partnership Instructions for Schedules K-2 and K-3 (Form 1065).
If you are required to complete line 3b but fail to do so, you may not receive the information necessary to file a correct information return with the IRS or furnish a correct payee statement to your partners or beneficiaries. See, for example, sections 6698, 6722, and 6724 for penalties that may apply.
Line 4 Exemptions
If you are exempt from backup withholding and/or FATCA
reporting, enter in the appropriate space on line 4 any code(s) that may apply to you.
Exempt payee code.
• Generally, individuals (including sole proprietors) are not exempt from backup withholding.
• Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends.
• Corporations are not exempt from backup withholding for payments made in settlement of payment card or third-party network transactions.
• Corporations are not exempt from backup withholding with respect to attorneys' fees or gross proceeds paid to attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC.
The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space on line 4. 1- An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2) .
Form W-9 (Rev. 3-2024) Page5
2- The United States or any of its agencies or instrumentalities. 3-A state, the District of Columbia, a U.S. commonwealth or territory, or any of their political subdivisions or instrumentalities. 4-A foreign government or any of its political subdivisions, agencies, or instrumentalities.
5-A corporation.
6-A dealer in securities or commodities required to register in the United States, the District of Columbia, or a U.S . commonwealth or territory.
7-A futures commission merchant registered with the Commodity Futures Trading Commission.
8-A real estate investment trust.
9-An entity registered at all times during the tax year under the Investment Company Act of 1940.
10-A common trust fund operated by a bank under section 584(a). 11-A financial institution as defined under section 581. 12-A middleman known in the investment community as a nominee or custodian.
13-A trust exempt from tax under section 664 or described in section 4947.
The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 13.
IF the payment is for ... THEN the payment is exempt
for ...
• Interest and dividend payments All exempt payees except for 7.
• Broker transactions Exempt payees 1 through 4 and 6
through 11 and all C corporations.
S corporations must not enter an
exempt payee code because they
are exempt only for sales of
noncovered securities acquired
prior to 2012.
• Barter exchange transactions
and patronage dividends
Exempt payees 1 through 4.
• Payments over $600 required to
be reported and direct sales over
$5,0001
Generally, exempt payees
1 through 5.2
• Payments made in settlement of
payment card or third-party
network transactions
Exempt payees 1 through 4.
1 See Form 1099-MISC, Miscellaneous Information, and its instructions. 2 However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney reportable under section 6045(f), and payments for services paid by a federal executive agency.
Exemption from FATCA reporting code. The following codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form for accounts maintained outside of the United States by certain foreign financial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this field blank. Consult with the person requesting this form if you are uncertain if the financial institution is subject to these requirements. A requester may indicate that a code is not required by providing you with a Form W-9 with "Not Applicable" (or any similar indication) entered on the line for a FATCA exemption code.
A-An organization exempt from tax under section 501(a) or any individual retirement plan as defined in section 7701(a)(37).
B- The United States or any of its agencies or instrumentalities.
C-A state, the District of Columbia, a U.S. commonwealth or territory, or any of their political subdivisions or instrumentalities.
D-A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1.1472-1(c)(1)(i).
E-A corporation that is a member of the same expanded affiliated group as a corporation described in Regulations section 1.1472-1(c)(1)(i).
F-A dealer in securities, commodities, or derivative financial instruments (including notional principal contracts, futures, forwards, and options) that is registered as such under the laws of the United States or any state.
G-A
real estate investment trust.
H-A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment Company Act of 1940.
I-A common trust fund as defined in section 584(a).
J-A bank as defined in section 581.
K-A broker.
L-A trust exempt from tax under section 664 or described in section 4947(a)(1).
M-A tax-exempt trust under a section 403(b) plan or section 457(g) plan.
Note: You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee code should be completed.
Line 5
Enter your address (number, street, and apartment or suite number).
This is where the requester of this Form W-9 will mail your information returns. If this address differs from the one the requester already has on file, enter "NEW" at the top. If a new address is provided, there is still a chance the old address will be used until the payor changes your address in their records.
Line 6
Enter your city, state, and ZIP code.
Part I. Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. If you are a resident alien and you do not have, and are not eligible to get, an SSN, your TIN is your IRS ITIN. Enter it in the entry space for the Social security number. If you do not have an ITIN, see How to get a TIN below.
If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN.
If you are a single-member LLC that is disregarded as an entity separate from its owner, enter the owner's SSN (or EIN, if the owner has one). If the LLC is classified as a corporation or partnership, enter the entity's EIN.
Note: See What Name and Number To Give the Requester, later, for further clarification of name and TIN combinations.
How to get a TIN. If you do not have a TIN, apply for one immediately.
To apply for an SSN, get Form SS-5, Application for a Social Security Card, from your local SSA office or get this form online at www.SSA.gov. You may also get this form by calling 800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS-4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/EIN. Go to www.irs.gov/Forms to view, download, or print Form W-7 and/or Form SS-4. Or, you can go to www.irs.gov/OrderForms to place an order and have Form W-7 and/or Form SS-4 mailed to you within 15 business days.
If you are asked to complete Form W-9 but do not have a TIN, apply for a TIN and enter "Applied For" in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, you will generally have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60-day rule does not apply to other types of payments.
You will be subject to backup withholding on all such payments until you provide your TIN to the requester.
Note: Entering "Applied For" means that you have already applied for a TIN or that you intend to apply for one soon. See also Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding, earlier, for when you may instead be subject to withholding under chapter 3 or 4 of the Code.
Caution: A disregarded U.S. entity that has a foreign owner must use the appropriate Form W-8.
Form W-9 (Rev. 3-2024) Page6
Part II. Certification
To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if item 1, 4, or 5 below indicates otherwise.
For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on line 1 must sign. Exempt payees, see Exempt payee code, earlier.
Signature requirements. Complete the certification as indicated in items 1 through 5 below.
1. Interest, dividend, and barter exchange accounts opened
For this type of account: Give name and EIN of:
8. Disregarded entity not owned by an The owner
individual
9. A valid trust, estate, or pension trust Legal entity•
10. Corporation or LLC electing corporate The corporation status on Form 8832 or Form 2553
11. Association, club, religious, charitable, The organization educational, or other tax-exempt
organization
12. Partnership or multi-member LLC The partnership
13. A broker or registered nominee The broker or nominee before 1984 and broker accounts considered active during 1983.
You must give your correct TIN, but you do not have to sign the certification.
2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form.
14. Account with the Department of
Agriculture in the name of a public
entity (such as a state or local
government, school district, or prison)
that receives agricultural program
payments
15. Grantor trust filing Form 1041 or
under the Optional Filing Method 2,
requiring Form 1099 (see Regulations
section 1.671-4(b)(2)(i)(B))'*
The public entity
The trust
3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification.
4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments made in settlement of payment card and third-party network transactions, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations).
5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), ABLE accounts (under section 529A), IRA, Coverdell ESA, Archer MSA or HSA contributions or
distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification.
What Name and Number To Give the Requester
For this type of account: Give name and SSN of:
1. Individual The individual
2. Two or more individuals (joint account)
other than an account maintained by
an FFI
The actual owner of the account or,
if combined funds, the first individual
on the account1
3. Two or more U.S. persons
(joint account maintained by an FFI)
Each holder of the account
4. Custodial account of a minor
(Uniform Gift to Minors Act)
The minor2
5. a. The usual revocable savings trust
(grantor is also trustee)
The grantor-trustee1
b. So-called trust account that is not
a legal or valid trust under state law
The actual owner1
6. Sole proprietorship or disregarded
entity owned by an individual
The owner3
7. Grantor trust filing under Optional
Filing Method 1 (see Regulations
section 1.671-4(b)(2)(i)(A))'*
The grantor•
1 List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person's number must be furnished.
2Circle the minor's name and furnish the minor's SSN.
3You must show your individual name on line 1, and enter your business or OBA name, if any, on line 2. You may use either your SSN or EIN (if you have one}, but the IRS encourages you to use your SSN. 4 List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) * Note: The granter must also provide a Form W-9 to the trustee of the trust.
** For more information on optional filing methods for grantor trusts, see the Instructions for Form 1041.
Note: If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed.
Secure Your Tax Records From Identity Theft
Identity theft occurs when someone uses your personal information, such as your name, SSN, or other identifying information, without your permission to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund.
To reduce your risk:
• Protect your SSN,
• Ensure your employer is protecting your SSN, and
• Be careful when choosing a tax return preparer.
If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter.
If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity, or a questionable credit report, contact the IRS Identity Theft Hotline at 800-908-4490 or submit Form 14039.
For more information, see Pub. 5027, Identity Theft Information for Taxpayers.
Form W-9 (Rev. 3-2024) Page7
Victims of identity theft who are experiencing economic harm or a systemic problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at 877-777-4778 or TTY/TDD 800-829-4059.
Protect yourself from suspicious emails or phishing schemes.
Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft.
The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts.
If you receive an unsolicited email claiming to be from the IRS, forward this message to [email protected]. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration (TIGTA) at 800-366-4484. You can forward suspicious emails to the Federal Trade Commission at [email protected] or report them at www.ftc.gov/complaint . You can contact the FTC at www.ftc.gov/idtheft or 877-IDTHEFT (877-438-4338).
If you have been the victim of identity theft, see www.ldentityTheft.gov and Pub. 5027.
Go to www.irs.gov/ldentityTheft to learn more about identity theft and how to reduce your risk.
Privacy Act Notice
Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information.
Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. commonwealths and territories for use in administering their laws. The information may also be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payors must generally withhold a percentage of taxable interest, dividends, and certain other payments to a payee who does not give a TIN to the payor.
Certain penalties may also apply for providing false or fraudulent information.
Purchasing Division
701 E. Carson Street
Carson, CA 90745
CERTIFICATE OF COMPLIANCE WITH LABOR CODE SECTION 3700
Name of Firm: __________________
Acting on behalf of the above-named firm ("Consultant"), as its Authorized Official, I, the undersigned, certify as follows: Consultant is aware of the provisions of Section 3700 of the California Labor Code, which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with provisions of that code, and will comply with such provisions before commencing the performance of the work under any contract awarded in response to Consultant's proposal.
CONSULTANT
By: ____________________________
Title:
Date:
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT B
CITY FORM CONTRACT
Exhibit B contains the City’s standard contract template, provided for reference.
Proposers seeking modifications must submit a redlined version with their proposal for the City’s consideration. Award is contingent upon successful negotiations; if agreement cannot be reached, the City may proceed with another proposer.
Project Name/No.: ________________ Contract No.: ______________ Project Manager: ________________ Approved: ______________
01007.0006/712786.4 rjl 1
PUBLIC WORKS AGREEMENT
BETWEEN THE CITY OF CARSON AND
_____________________
THIS PUBLIC WORKS AGREEMENT (“Agreement”) is made and entered into this ____ day of ________, 2026, by and between the City of Carson, a California charter city (“City”) and ________________, _________________ ( “Contractor”). City and Contractor may be referred to, sometimes individually or collectively, as “Party” or “Parties.”
RECITALS
A. The City desires to retain Contractor, on an independent contractor basis, to perform services for public works, as more particularly described below.
B. Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.
C. Pursuant to the City of Carson Municipal Code and California state law , City has authority to enter into and execute this Agreement.
D. The Parties desire to formalize the selection of Contractor for performance of th e services and desire that the terms of that performance be as particularly defined and described herein.
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:
AGREEMENT
ARTICLE 1. CONTRACTOR SERVICES
1.1 Scope of Work.
The Contractor shall perform all of the work, furnish all labor, materials, equipment, tools, utility services, and transportation, and comply with all of the specifications and requirements in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference.
The Scope of Services shall include Contractor’s Proposal or Bid Documents submitted for the project entitled ____________________________ (“Project”). All such work shall be performed in a good and workmanlike manner, as reasonably determined by the City, and shall be performed in compliance with all local, state, and federal laws and regulations . As used herein, “Proposal” or “Bid Documents” refers to all of the documents included in the solicitation of bids for the Project, including but not limited to, the Invitation for Bids, Instructions to Bidders, Bid or Bid Proposal, Contract Documents, Special Provisions, Technical Provisions, Construction Plans, Standard Plans, Drawings , Reference Specifications, all applicable permit requirements, any -2-
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addenda, any applicable Project Labor Agreement, and any other documents included, referenced, or incorporated therein. The Bid Documents are incorporated into this Agreement and made part hereof. In the event of any conflict between the terms of the Bid Documents and this Agreement, the terms of this Agreement shall govern.
1.2 Incorporation of Greenbook.
The provisions of the 2018 Edition of the Standard Specifications for Public Works Construction, as updated by errata, (“Greenbook”) are incorporated herein, except as explicitly modified by the Bid Documents. In the event of any conflict between the provisions of the Greenbook and this Agreement, the terms of this Agreement shall govern.
1.3 Compliance with Labor and Wage Laws.
(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) Registration with DIR. Pursuant to Labor Code section 1771.1, Contractor and all subcontractors must be registered with, and pay an annual fee to, the DIR prior to and during the performance of any work under this Agreement. (c) 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 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. If this Agreement is subject to the payment of federal prevailing wages under the Davis -Bacon Act (40 U.S.C. § 3141 et seq. ), then Contractor shall pay the higher of either the state for federal prevailing wage applicable to each laborer.
(d) 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 empl oyed for any public work done pursuant to this Agreement by Contractor or by any subcontractor.
(e) 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 -3-
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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. (f) 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 T itle 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable appr enticeship 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.
(g) 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.
(h) 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 tha n 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 (1½) times the basic rate of pay.
(i) 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.”
(j) 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 be required to 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 -4-
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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.
1.4 Compliance with Project Labor Agreement
If and to the extent that the work to be performed under this Agreement is within the scope of the City’s Project Labor Agreement , which was fully executed as of March 4, 2020, by and between the City and the Los Angeles/Orange Counties Building and Construction Trades Council and the Signatory Craft Councils and Unions (the “Project Labor Agreement”), City and Contractor acknowledge and agree that Contractor is required to comply with the provisions of the Project Labor Agreement, and that in the event of a conflict between the provisions of this Agreement and the Project Labor Agreement, the Project Labor Agreement shall supersede and take precedence over the conflicting provision(s) of this Agreement.
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, i ts 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.
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 facilitie s, 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.
1.7 Discovery of Unknown Conditions.
(a) Pursuant to Public Contract Code section 7104, 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 C lass I, II, or III disposal site in accordance with existing law; (ii) subsurface or latent physical conditions at the site, materially different from those indicated by information about the site made available to bidders prior to the deadline for submitting bids on the project; 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.
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(b) 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 in accordance with this Agreement.
(c) 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.
1.8 Unidentified Utilities.
To the extent required by Government Code section 4215, City will compensate Contractor for the cost of locating, repairing damage not due to the failure of Contractor to exercise reasonable care, and removing or relocating utility facilities not identified by City in the Bid Documents with reasonable accuracy, and for equipment on the project necessarily idled during such work. Nothing herein shall be deemed to require City to indicate the presence of existing service laterals or appurtenances whenever the presence of such utilities on the project site can be inferred from the presence of other visible facilities, such as buildings, meters, and junction boxes, on or adjacent to the site of the construction; provided, however, nothing herein shall relieve City from identifying main or trunklines in the plans and specifications. If Contractor, while performing the work, discovers utility facilities not identified by City in the plans or specifications, Contractor shall immediately notify City and the utility in writing. This Agreement is subject to Government Code sections 4126 through 4216.9. Contractor must notify utilities and obtain an identification number before excavation or be subject to liability for damages to subsurface installations.
1.9 Trench Excavation.
Pursuant to Labor Code section 6705, if this Agreement is for more than $25,000 and requires the excavation of any trench or trenches five feet or more in depth, Contractor shall submit, in advance of such excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. The plan shall be reviewed and accepted by the City, or a registered civil or structural engineer employed by the City to whom authority has been delegated, prior to the excavation. If the plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. This section shall not be deemed to allow the use of a shoring, sloping, or protective system less effective than that required by the Construction Safety Orders. This subsection shall not be construed to impose tort liability on the City or any of its employees. Full compensation for sheet ing, shoring, bracing, sloping, and all other provisions required for worker protection shall be considered as included in the contract price shown in the appropriate Bid Item, and no additional compensation will be allowed therefor. -6-
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1.10 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 rea sonably 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.
1.11 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 s ubcontractors, 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.
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1.12 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 City’s Director of Public Works or City Engineer, or either of their designees, 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 City’s Director of Public Works or City Engineer, or either of their designees, prior to commencing the extra work thereunder. (b) Any increase in compensation of up to ten percent (10%) of the Contract Sum or any increase in the time to perform of up to one hundred eighty (180) days and which are not detrimental to the Work or to the interest of the City, may be approved by the City’s Director of Public Works or City Engineer, or either of their designees. 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 Contractor’s Bid . If the rates in the Contractor’s Bid 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 City’s Director of Public Works or City Engineer, or either of their designees. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order complete d, 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 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 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 -8-
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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 followed.
1.13 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 set forth in the “Schedule of Compensation,” attached hereto as Exhibit C and incorporated herein by this reference. Subject to any additions or deductions that may be made by change order or amendment, and any penalties or damages that may be assessed against Contractor, Contractor shall receive total compensation , including reimbursement of Contractor’s expenses , of _____________________ Dollars ($ __________) (“ Contract Sum ”) for completion of the work. The Contract Sum shall constitute full compensation for furnishing all materials and for doing all the work contemplated and embraced in this Agreement; and also for all loss or damage arising out of the nature of the work, or from any unforeseen difficulties or obstructions which may arise or be encountered in the prosecution of the work until its acceptance by the City, and for all risks of every description connected with the work; also for all expenses incurred by or in consequence of the suspension or discontinuance of work and for well and faithfully completing the work, and the whole thereof, in the manner and according to the plans and specifications, and the requirements of the Bid Documents and this Agreement. The Contract Sum shall be made in the form of progress payments subject to retention pursuant to Section 2.4.
2.2 Invoices.
Each month Contractor shall furnish to City an original invoice for all work performed 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.
All invoices shall include a copy of Contractor’s Certified Payroll and proof that Certified Payroll has been submitted to the DIR. Contractor shall also submit a list of the prevailing wage rates (including federal prevailing wage rates, if applicable) for all employees and subcontractors providing services under this Agreement, as applicable, with Contractor ’s first invoice. If these rates change at any time during the term of the Agreement, Contractor shall submit a new list of rates to the City with its first invoice following the effective date of the rate change. -9-
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2.3 Payment.
(a) Payments Made by City . City shall 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, City will cause Contractor to be paid any progress payment 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 any progress payment within thirty (30) days of receipt of an undisputed and properly submitted invoice and provided the Project is for construction, 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 orig inal 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.
(b) Payments Made by Contractor to Subcontractors . Contractor shall remit payments owed to subcontractors within fifteen (15) calendar days after receiving payments by City if payments are owed by Contractor to any subcontractor qualifying as a small business enterprise, and within thirty (30) calendar d ays if payments are owed by Contractor to any subcontractor other than a small business enterprise.
2.4 Retention.
Pursuant to Section 9203 of the Public Contract Code, City will deduct a five percent (5%) retention from all progress payments, which shall be released to Contractor no later than sixty (60) days from completion of the work in accordance with Section 7107 of the Public Contract Code.
In the event of a dispute between City and Contractor, City may withhold from the final payment an amount not to exceed one hundred fifty percent (150%) of the disputed amount.
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.
2.6 Substitution of Securities.
(a) In conformance with the State of California Public Contract Code, Part 5, Section 22300, Contractor may substitute securities for any monies withheld by the City to ensure performance under this Agreement.
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(b) At the request and expense of Contractor, Contractor has the option of establishing an escrow account with a state or federally chartered bank which shall serve as an escrow agent, for Contractor’s direct deposit of securities as a substitute for retentio n earnings required to be withheld by the City. Upon Contractor’s completion of its obligations hereunder, as evidenced by the City’s acceptance of the work pursuant to Section 3.3 hereof, the escrow agent shall return the securities to Contractor. The escrow agent shall notify the City within ten (10) days after deposit of the securities. The market value of the securities at the time of the substitution shall be at least equal to the cash amount then required to be withheld as retention. Securities sha ll be held in the name of the City and shall designate Contractor as the beneficial owner. Alternatively, on written request of Contractor, the City shall make payments of the retention earnings directly to the escrow account.
ARTICLE 3. PERFORMANCE SCHEDULE
3.1 Schedule of Performance.
Contractor shall complete the Project within ________ (____) calendar days after receiving a “Notice to Proceed” from the City in accordance with any schedule contained in or required to be provided by the Proposal or Bid Documents, and any revisions thereof approved by the City in writing. Time is of the essence. If the work is not completed within said time period, liquidated damages shall apply. The term of this Agreement shall expire one (1) year following City’s acceptance of the Project.
3.2 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 One Thousand Dollars ($1,000.00) as liquidated damages for each working day of delay in the performance of any service required hereunder. The City may withhold any accrued liquidated damages from any monies payable on account of se rvices performed by the Contractor. To the extent required by Government Code section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the work when such delay was caused by the failure of the City or owner of the utility to provide for removal or relocation of utility facilities.
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 Project Manager in writing of the causes of the delay. The Project Manager 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 Project Manager such delay is justified. The Project Manager ’s determination -11-
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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 Final Acceptance.
Acceptance of the Project shall only be by action of the City Council. Neither the acceptance nor any prior inspections or failure to inspect shall constitute a waiver by City of any defects in the work. From and after acceptance, the Project shall be owned and operated by City.
As a condition to acceptance, Contractor shall certify to City in writing that all of the work has been performed in strict conformity with the Agreement and that all costs have been paid or supplied to City for security required herein, satisfactory to City, guaranteeing such performance.
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 on its behalf with respect to the work specified herein and make all decisions in connection therewith:
________________________ ________________________
(Name) (Title)
________________________ ________________________
(Name) (Title)
________________________ ________________________
(Name) (Title)
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 -12-
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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 Project Manager.
The Project Manager shall be _____________________________ or any other person as may be designated by the City’s Director of Public Works or City Engineer. It shall be the Contractor’s responsibility to assure that the Project Manager 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 Project Manager . Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager . The Project Manager shall have authority, if specified in writing by the City’s Director of Public Works or City Engineer , 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, 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. 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 cont rol 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.
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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 $5,000,000 per occurrence, $10,000,000 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 to be performed under this Agreement, including coverage for any owned, hired, non- owned or rented vehicles, in an amount not less than $2,000,000 combined single limit for each accident. (c) Workers’ compensation insurance . Contractor shall maintain Workers ’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(d) Builder’s Risk Insurance. Contractor shall maintain Builder’s Risk (Course of Construction) insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions or provisional limit provisions. The policy must include: (1) coverage for any ensuing loss from faulty workmanship, nonconforming work, omission or deficiency in design or specifications; (2) coverage against machinery accidents and operational testing; (3) coverage for removal of debris, and insuring the buildings, structures, machinery, equipment, materials, facilities, fixtures and all other properties constituting a part of the project; (4) ordinance or law coverage for contingent rebuilding, demolition, and increased costs of construction; (5) transit coverage (unless insured by the supplier or receiving contractor), with sub-limits sufficient to insure the full replacement value of any key equipment item; (6) o cean marine cargo coverage insuring any pro ject materials or supplies, if applicable; (7) coverage with sub- limits sufficient to insure the full replacement value of any property or equipment stored either on or off the project site or any staging area.
If the Project does not involve new or major reconstruction, then at the option of City, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, m achinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the work, including during transit, installation, and testing at the Project site.
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(e) Pollution Liability Insurance . Contractor shall maintain Environmental Impairment Liability insurance, written on a C ontractor’s Pollution Liability form or other form acceptable to City providing coverage for liability arising out of sudden, accidental, and gradual pollution and remediation. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. All ac tivities contemplated in this Agreement shall be specifically scheduled on the policy as “covered operations.” The policy shall provide coverage for the hauling of waste from the project site to the final disposal location, including non-owned disposal sites.
Products/completed operations coverage shall extend a minimum of three (3) years after project completion. Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using subcontractors, the policy must include work performed “ by or on behalf ” of the insured. Policy shall contain no language that would invalidate or remove the insurer’s duty to defend or indemnify for claims or suits expressly excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the insurer.
If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.
5.2 General Insurance Requirements.
(a) 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. (b) Proof of Insurance. Contractor shall provide certificates of insurance and endorsements to City as evidence of the insurance coverages 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, certifie d copies of all required insurance policies, at any time.
(c) Duration of C overage. 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. (d) 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.
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(e) 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 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. (f) Waiver of S ubrogation. 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 a nd insurance clauses from each of its subcontractors.
(g) Enforcement of C ontract 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 C ancellation. 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 and auto 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. (l) 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. -16-
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(m) Pass Through Clause. Contractor agrees to ensure that its subconsultants, 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 consultants, 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.
Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, employees and volunteers (each, an “Indemnitee”) from and against all liability, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Contractor's performance of work under this Agreement or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor’s legal counsel unacceptable, then Contractor shall reimburse the City its costs of defense, including without limitation reasonable legal counsels fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the resu lt of the Contractor’s negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.
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Contractor obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City’s active negligence accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City.
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.
5.5 Performance and Payment Bonds.
Concurrently with execution of this Agreement , Contractor shall deliver to the City all of the following bonds if the Contract Sum should exceed $25,000:
(a) A performance bond securing the faithful performance of this Agreement, in an amount not less than 100% of the total compensation for this Agreement, as stated in Section
2.1. (b) A payment bond, securing the payment of all persons furnishing labor and/or materials in connection with the work under this Agreement, in an amount not less than 100% of the total compensation for this Agreement, as stated in Section 2.1.
All bonds shall be on the applicable forms provided in Exhibit “C” and Exhibit “D” attached hereto and made part hereof. The bonds shall each contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his/her power of attorney. The bonds shall be unconditional and remain in force during the entire term of the Agreement until released pursuant to Section 5.7 hereof.
5.6 Sufficiency of Insurer or Surety.
Insurance and bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best’s Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better. If the City determines that the work to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the bonds may be changed accordingly upon receipt of written notice from the City’s Risk Manager.
5.7 Release of Securities.
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City shall release the performance bond and payment bond when the following have occurred:
(a) Contractor has made a written request for release and provided evidence of satisfaction of all other requirements under Article 5 of this Agreement; (b) the Project has been accepted; and
(c) after passage of the time within which lien claims are required to be made pursuant to applicable laws; if lien claims have been timely filed, City shall hold the payment bond until such claims have been resolved, Contractor has provided statutory bond, or otherwise as required by applicable law.
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 r elating 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 Project Manager 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 Project Manager 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 Project Manager such reports concerning the performance of the services required by this Agreement as the Project Manager 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 , Contractor shall promptly notify the Project Manager of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto. -19-
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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 Project Manager 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. 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 Project Manager.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Project Manager 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 admiss ions 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 -20-
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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; DEFAULT, SUSPENSION 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 Los Angeles , 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 even t of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Eastern District of California, in the County of Los Angeles, State of California.
7.2 Default of Contractor.
Contractor’s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate or suspend this Agreement immediately by written notice to Contractor. If the Project Manager determines that Contractor is in default in the performance of any of the terms or condition s of this Agreement, the Project Manager shall cause to be served upon Contractor a written notice of the default. Contractor shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.
7.3 Suspension and Termination.
(a) The City may at any time, for any reason, with or without cause, suspend this Agreement, or any portion hereof, by serving upon Contractor at least ten (10) days prior written notice. Upon receipt of said notice, Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends a portion of this Agreement such suspension shall not make void or invalidate the remainder of this Agreement. (b) This Agreement may be terminated by either party for cause. The City may terminate this Agreement without cause upon thirty (30) days’ written notice of termination. Upon termination, Contractor shall be entitled to compensation for completion of any portion of the Project accepted by City up to the effective date of termination unless any portion of the Project is accepted by City after termination in which event Contractor shall be paid for such completed portion.
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7.4 Dispute Resolution Process.
Section 20104 et seq. of the California Public Contract Code prescribes a process utilizing informal co nferences, non -binding judicial -supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims.
The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.
For purposes of these procedures, “c laim” means a separate demand by the Contractor, after the City has denied Contractor’s timely and duly made request for payment for ext ra work and/or a time extension, for (A) a time extension, (B) payment of money or damages arising from work done by or on behalf of the Contractor pursuant to the Agreement and payment of which is not otherwise expressly provided for or the Contractor is not otherwise entitled to, or (C) an amount the payment of which is disputed by the City.
The following requirements apply to all claims to which this section applies:
(a) Claim Submittal. The claim shall be in writing and include the documents necessary to substantiate the claim. Claims governed by this procedure must be filed on or before the date of final payment. Nothing in this section is intended to extend the time limit or supersede notice requirements otherwise provided in the Agreement for the filing of claims, including all requirements pertaining to compensation or payment for extra work, disputed work, and/or changed conditions. Failure to follow such contract ual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon. (b) Supporting Documentation. The Contractor shall submit all claims in the following format:
(i) Summary of the claim, including references to the specific Contract Document provisions upon which the claim is based.
(ii) List of documents relating to claim: (a) Specifications, (b) Drawings, (c) Clarifications (Requests for Information), (d) Schedules, and (e) Other. (iii) Chronology of events and correspondence related to the claim. (iv) Statement of grounds for the claim.
(v) Analysis of the claim’s cost, if any.
(vi) Analysis of the claim’s time/schedule impact, if any. (c) City’s Response. Upon receipt of a claim pursuant to this section, City shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the Contractor a written statement identifying what portion of the claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the claim will be processed and made within 60 days after the City issues its written statement. -22-
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(i) If the City needs approval from the City Council to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the claim, and the City Council does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the City shall have up to three days following the next duly publicly noticed meeting of the City Council after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion. (ii) Within 30 days of receipt of a claim, the City may request in writing additional documentation supporting the claim or relating to defenses or claims the City may have against the Contractor. If additional information is thereafter required, it shall be re quested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor. (iii) The City’s written response to the claim, as further documented, shall be submitted to the Contractor within 30 days (if the claim is less than $50,000, within 15 days) after receipt of the further documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater.
(d) Meet and Confer. If the Contractor disputes the City’s written response, or the City fails to respond within the time prescribed, the Contractor may so notify the City, in writing, either within 15 days of receipt of the City’s response or within 15 days of the City’s failure to respond within the time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand, the City shall schedule a meet and confer conference within 30 days for settlement of the dispute. (e) Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the City shall provide the Contractor a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the City issues its written statement. Any disputed portion of the claim, as identified by the co ntractor in writing, shall be submitted to nonbinding mediation, with the City and the Contractor sharing the associated costs equally. The City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing, unless the parties agree to select a mediator at a later time. (i) If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. (ii) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. -23-
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(iii) Unless otherwise agreed to by the City and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Public Contract Code Section 20104.4 to mediate after litigation has been commenced. (iv) All unresolved claims shall be considered jointly in a single mediation, unless a new unrelated claim arises after mediation is completed. (f) City’s Responses. The City’s failure to respond to a claim from the Contractor within the time periods described in this section or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the City’s failure to have responded to a claim, or its failure to otherwise meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility of qualifications of the Contractor. City’s failure to respond shall not waive City’s rights to any subsequent procedures for the resolution of disputed claims.
(g) Government Code Claims . If following the mediation, the claim or any portion remains in dispute, the Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, construction claims, and/or changed conditions, including any required mediation, have been followed by Contractor. If no such Government Code claim is submitted, or if the prerequisite contractual requirements are not satisfied, no action against the City may be filed. A Government Code claim must be filed no earlier than the date that Contractor completes all contractual prerequisites to filing a Government Code claim, including any required mediation.
A Government Code claim shall be inclusive of all unresolved claims unless a new unrelated claim arises after the Government Code claim is submitted. For purposes of Government Code Section 900 et seq., the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written claim to the City until the time the claim is denied, including any period of time utilized by the meet and confer conference or mediation that does not result in a complete resolutions of all claims. (h) Civil Actions for Claims of $375,000 or Less . The following procedures are established for all civil actions filed to resolve claims totaling $375,000 or less:
(i) Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the procedures in this Section.
The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court or by stipulation of both parties.
If the parties fail to select a mediator within the 15-day period, either party may petition the court to appoint the mediator.
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(ii) If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1141.11 of that code. The Civil Discovery Act ( Title 4 (commencing with Section 2016.010) of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.
(iii) Upon stipulation of the parties, arbitrators appointed for these purposes shall be experienced in construction law, and, upon stipulation of the parties, mediators and arbitrators shall be paid necessary and reasonable hourly rates of pay not to exceed the ir customary rate, and such fees and expenses shall be paid equally by the parties, except in the case of arbitration where the arbitrator, for good cause, determines a different division. (iv) In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, any party who after receiving an arbitration award requests a trial de novo but does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, pay the attorney's fees of the other party arising out of the trial de novo.
7.5 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 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.
7.6 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 exercis e 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.
7.7 Unfair Business Practices Claims.
Pursuant to Public Contract Code section 7103.5, i n 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, (comme ncing 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 tenders final payment to the Contractor without further acknowledgment by the Parties. -25-
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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 may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.
8.2 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 Project Manager. 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 a ffects 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.
8.3 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, religi on, 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.
8.4 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. -26-
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ARTICLE 9. MISCELLANEOUS PROVISIONS
9.1 Provisions Required By Law.
Each and every provision of law and clause required by law to be inserted in this Agreement shall be deemed to be inserted herein, and the Agreement shall be read and enforced as though it were included herein. If through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon application of either party, the contract shall forthwith be physically amended to make such insertion or correction.
9.2 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 Manager and to the attention of the Project Manager (with her/his name and City title), City of Carson, 701 E Carson Street, Carson, California 90745 and in the case of the Contractor, to the person(s) 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.
9.3 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.
9.4 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.
9.5 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.
9.6 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 -27-
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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.
9.7 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 inte rest 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 v iolation of any State or municipal statute or regulation. The determination of “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 conse quence 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 l imited 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 othe r conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.
9.8 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 Agreeme nt, 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]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.
CITY:
CITY OF CARSON, a California charter
city
______________________________
_________________, Mayor
ATTEST:
________, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
_____________________________
Sunny K. Soltani, City Attorney
CONTRACTOR:
___________________________________
*By: _______________________________
Name: _____________________________
Title: _____________________________
*By: _______________________________
Name: _____________________________
Title: _____________________________
Address:
____________________________________
____________________________________
____________________________________
*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.
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: _____________________________________
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
_______________________________
TITLE(S)
PARTNER(S) LIMITED
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________
TITLE OR TYPE OF DOCUMENT
___________________________________
NUMBER OF PAGES
___________________________________
DATE OF DOCUMENT
___________________________________
SIGNER(S) OTHER THAN NAMED ABOVE
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.
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: _____________________________________
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
_______________________________
TITLE(S)
PARTNER(S) LIMITED
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________
TITLE OR TYPE OF DOCUMENT
___________________________________
NUMBER OF PAGES
___________________________________
DATE OF DOCUMENT
___________________________________
SIGNER(S) OTHER THAN NAMED ABOVE
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.
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EXHIBIT A
SCOPE OF SERVICES
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EXHIBIT B
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
If the Parties wish to revise provisions in the Agreement above (from page 1 through the signature page), then the revisions shall be presented in this Exhibit B, with deletions shown in strike through and additions shown in bold and italics.
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EXHIBIT C
SCHEDULE OF COMPENSATION
I. Contractor shall complete work for the Project in accordance with the following:
DESCRIPTION QUANTITY PRICE
II. The City will compensate Contractor for work performed and expenses incurred toward completion of the Project upon submission of a valid invoice. In addition to what is required under Section 2.2 of the Agreement, each invoice is to include:
A. Line items for all personnel describing the work performed.
B. Line items for all materials and equipment properly charged to the Project.
C. Line items for the price and quantity of all materials, equipment and work.
D. Line items for all other approved reimbursable expenses claimed, with supporting documentation.
E. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Project.
III. The total compensation for the Project shall not exceed $______________as provided in Section 2.1 of this Agreement.
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EXHIBIT D
PERFORMANCE BOND
PROJECT NO. ________
We, _________, as Principal, and ____________, as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Carson (“City”) for payment of the penal sum of __________ U.S. Dollars and ____ Cents ($_______). City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds i tself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal.
THE CONDITION OF THIS OBLIGATION IS SUCH that if the Principal shall in all things stand to and abide by, and well and truly keep and perform all of the covenants, conditions, and provisions in said agreement, and any alteration thereof made as therein provided, on Principal's part to be kept and performed at the time and in the manner therein specified, and shall indemnify and save harmless the City, City’s engineer, and their consultants, and each of their officials, directors, officers, employees and age nts, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect.
Surety agrees that should it fail to take over and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement, Surety will promptly on demand deposit with City such amount as City may reasonably es timate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall exist, notwithstanding any controversy between Principal and City regarding Principal's failure under the agreement, and payment by Surety should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligations herein and shall be deemed proper payment as between Principal and Surety.
Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder or the plans and specifications, or any matters unknown to Surety which may affect Surety's risk shall in any wis e affect its obligation on this bond, and it does thereby waive notice thereof.
Principal and Surety agree that if the City is required to engage the services of an attorney in connection with the enforcement of this bond, each shall pay City's reasonable attorneys' fees incurred, with or without suit, in addition to the above sum.
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Executed this day of _________, ____.
Seal of Corporation _____________
By:____________________________________
Authorized Representative of Principal
Title: _____________
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one)
Surety's agent for service
of process in California: ( ) _____________________
[name of surety company]
_________________________ ____________________________________ Name Street Number
_________________________ ____________________________________ Street Number City and State
_________________________ ____________________________________ City and State Telephone Number
_________________________
Telephone Number
By:____________________________________
Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.
Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amounts as would be acceptable to the Treasury Department), and otherwise meet the
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requirements of the agreement.
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EXHIBIT E
PAYMENT BOND
PROJECT NO. ________
We, ______, as Principal, and ____________, as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Carson (“City”) and those for whose benefit this bond insures in the sum of ______________ U.S.
Dollars and ______ Cents ($________). City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal. If Principal or any of Principal's contractors or subcontractors, fails to pay any of the persons named in Section 9000 et seq . of the California Civil Code employed in the per formance of the agreement for materials furnished or for labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, then Surety shall pay the same in an amount not exceeding the sum specified above, and also shall pay, in case suit is brought upon this bond, such reasonable attorneys' fees as shall be fixed by the court.
Surety agrees that it shall pay the amounts due the persons above named and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement.
If Surety fails to perform within the times specified in the agreement, Surety shall promptly on demand deposit with City such amount as City may reasonably estimate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall extend, notwithstanding any controversy betwee n Principal and City regarding Principal's failure under the agreement.
Principal and Surety agree that any payment by Surety pursuant to this paragraph should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligatio n herein and shall be deemed proper payment as between Principal and Surety.
This bond shall insure to the benefit of any and all of the persons named in Section 9000 et seq. of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this bond.
Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder, or the plans and specifications, or any matters unknown to Surety which might affect Surety's risk, shall in any way affect its obligation on this bond, and it does hereby waive notice thereof.
Principal and Surety agree that should City become a party to any action on this bond, that each will also pay City's reasonable attorneys' fees incurred therein in addition to the above sums.
01007.0006/712786.4 rjl
Executed this _____________ day of ___________, ______.
Seal of Corporation ______________
By:______________________________
Authorized Representative of Principal
Title: __________
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one)
Surety's agent for service
of process in California: ( ) ________________
[name of surety]
_________________________ _____________________________ Name Street Number
_________________________ _____________________________ Street Number City and State
_________________________ _____________________________ City and State Telephone Number
_________________________
Telephone Number
By:_____________________________
Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.
Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amounts as would be acceptable to the Treasury Department), and otherwise meet the requirements of the agreement.
Purchasing Division
701 E. Carson Street
Carson, CA 90745
EXHIBIT C
COST FILE
Exhibit C contains the City’s required Cost File template. Proposers must complete and submit this form in full; failure to do so may result in disqualification. 18 EXHIBIT C
COST FILE
IFB 26-15
MINI PARK VIDEO SURVEILLANCE SYSTEM INSTALLATION
Important Notes: Contractors shall review all specifications, IFB documents, and/or contract documents, and acknowledge a full understanding of the scope of work required for the City project. All work shall be performed in accordance with the bid documents and applicable standards.
Contractor shall be responsible for all work performed and take all necessary precautions to protect public safety, existing improvements, and adjacent property during the course of the project.
A. BASE BID – MINI PARK SYSTEM (LUMP SUM)
BASE BID LUMP SUM ONLY - Base Bid items (A1–A4) shall include all poles, foundations, mounting hardware, and related infrastructure required for system installation.
Item
No Description Unit Quantity
Lump
Sum
Price
A1 Complete Video Surveillance System – Walnut
Street Mini Park LS 1
A2 Complete Video Surveillance System – Reflections
Mini Park LS 1
A3 Complete Video Surveillance System – Friendship
Mini Park LS 1
A4 Complete Video Surveillance System – Perry
Street Mini Park LS 1
BASE BID TOTAL
UNIT PRICING (OPTIONAL/AS-NEEDED ITEMS) - Unit pricing items (B–E) shall only be used for City-directed adjustments, additional work, or change order purposes.
Item
No Description Unit Quantity
Lump
Sum
Price
B1 AXIS P3737-PLE 4x 5MP Multi-Sensor Camera
(installed & configured) Each
C1 Qumulex QXSF300-04 Gateway (4TB, supports up
to 16 cameras) Each
C2 Qumulex QXP Camera License Each
Camera
C3 Qumulex CS30-60 Cloud Storage (30-day
retention)
Per
Camera
/ Month
D1 AXIS T91B Pole Mount Adapter Each
D2 AXIS T94N01D Pendant Kit Each
19 D3 Power Bridge Converter (277V to 120V) Each
D4 Wireless Transmitter / Receiver Pair Set
E1 Low-Voltage Installation Technician Hour
E2 Project Engineer / Programming Hour
E3 Field Engineering Support Hour
ALLOWANCE/ADD-ONS
Item
No Description Unit Quantity
Lump
Sum
Price
F1 Construction / Field Adjustment Allowance (City
Controlled) - 10% of Base Bid Amount
G1 Extended Warranty (per year)
G2 Additional Storage Retention (per camera/month)
G3 Preventative Maintenance Contract (annual)
G4 Additional Camera Expansion Unit Price
BASE BID TOTAL
ALLOWANCE TOTAL
OPTIONAL TOTAL
TOTAL BID AMOUNT
By signing below, I certify that I am an authorized representative of the company listed below and that the prices provided herein are accurate and valid for a minimum of 90 days from the bid due date. I further acknowledge that all pricing submitted via this form and entered in the PlanetBids system is complete and binding, and that I have read and understood all requirements of this IFB.
Company Name: ____________________________________________ Authorized Representative (Print): ____________________________________________ Title: ____________________________________________
Signature: ____________________________________________ Date: ____________________________________________
Phone: ____________________________________________
Email: ____________________________________________
RESOLUTION NO. 26-066
A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025–26 BUDGET IN THE GENERAL FUND, SPECIAL REVENUE FUNDS, ENTERPRISE
FUNDS, AND THE CAPITAL IMPROVEMENT PROGRAM (CIP) FUND
WHEREAS, the City Council adopted the Fiscal Year 2025-26 budget on June 17, 2025, for the General Fund and Special Revenue Funds of the City via Resolution No. 25-076; and
WHEREAS, the City Council desires to amend the Fiscal Year 2025-26 budget; and
WHEREAS, the City Council has determined it necessary to amend the Fiscal Year 2025-26 General Fund budget, Special Revenue Funds, Enterprise Funds, and Capital Improvement Program (CIP) budget.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF CARSON DOES HEREBY RESOLVE, FIND, DETERMINE, AND ORDER AS FOLLOWS:
Section 1. The following amendment(s) will be made to the City’s Fiscal Year 2025-26 budget.
Account Description Increase/(Decrease)
101-99-999-904-8012-PW1819 Other Infrastructure - CIP ($71,662.25) 101-99-999-904-8012-PW1818 Other Infrastructure - CIP $71,662.25
Section 2. The City Clerk shall certify the adoption of this resolution and shall keep a copy of this resolution attached to the Fiscal Year 2025-26 budget on file, and effective as of June 16, 2026, the same shall be in force and effect.
PASSED, APPROVED, AND ADOPTED this 16th day of June, 2026.
APPROVED AS TO FROM: CITY OF CARSON:
_________________________ ________________________
Sunny K. Soltani, City Attorney Lula Davis-Holmes, Mayor
ATTEST:
_______________________________
Dr. Khaleah K. Bradshaw, City Clerk
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF CARSON )
I, Dr. Khaleah K. Bradshaw, City Clerk of the City of Carson, California, hereby attest to and certify that the foregoing resolution, being Resolution No. 26-066 adopted by the City of Carson City Council at its meeting held on June 16, 2026, by the following vote:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMEBES:
ABSENT:
COUNCIL MEMBERS:
_____________________________
Dr. Khaleah K. Bradshaw, City Clerk
01007.0630 2153628.1 1
PUBLIC WORKS CONSTRUCTION, MAINTENANCE AND SERVICES AGREEMENT
BETWEEN THE CITY OF CARSON AND
JOHNSON CONTROLS BUILDING SOLUTIONS, LLC
THIS PUBLIC WORKS CONSTRUCTION, MAINTENANCE AND SERVICES AGREEMENT (“Agreement”) is made and entered into this ____ day of ________, 2026, by and between the City of Carson , a California charter city ( “City”) and JOHNSON CONTROLS BUILDING SOLUTIONS, LLC, a Delaware limited liability company (“Contractor”). City and Contractor may be referred to, sometimes individually or collectively, as “Party” or “Parties.”
RECITALS
A. The City desires to retain Contractor, on an independent contractor basis, to perform services for public works, as more particularly described below.
B. Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.
C. Pursuant to the City of Carson Municipal Code and California state law, City has authority to enter into and execute this Agreement.
D. The Parties desire to formalize the selection of Contractor for performance of th e services and desire that the terms of that performance be as particularly defined and described herein.
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:
AGREEMENT
ARTICLE 1. CONTRACTOR SERVICES
1.1 Scope of Work.
The Contractor shall perform all of the work, furnish all labor, materials, equipment, tools, utility services, and transportation, and comply with all of the specifications and requirements in the Bid Documents for the project entitled “Invitation for Bids (IFB) #26-15 Mini Park Video Surveillance System Installation ” dated April 29, 2026 and all addenda thereto ( “Global Project”). The Global Project requires Contractor to provide the design, furnishing, delivery, installation, configuration, testing, commissioning, training, warranty support, preventive maintenance, software licensing, and related services necessary to implement video surveillance systems at four (4) City-owned mini parks, which will expand the City’s existing security camera infrastructure. The new surveillance systems will be capable of transmitting live and recorded video streams to the City’s central video management platform located at City Hall. As part of the Global Project, Contractor will support the following City facilities:
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All such work shall be performed in a good and workmanlike manner, as reasonably determined by the City, and shall be performed in compliance with all local, state, and federal laws and regulations. Contractor’s Bid items involving poles, foundations, mounting software, and related infrastructure required for system installation , denoted as Item Nos. A1, A2, A3 and A4 for a combined cost of $409,231.93, and additional items denoted as Item Nos. B1, C1, D1, D2, D3, D4, E1, E2 and E3 for a combined cost of $12,740.25, resulting in a total cost of $421,972.18, will comprise the public works component of the Global Project (“Project”). Item Nos. C2, C3 and G3 will comprise the remainder of the Global Project, with C2 and C3 representing camera license and cloud storage, respectively, and G3 representing annual preventive maintenance services. As used herein, “Bid Documents ” refers to all of the documents included i n the solicitation of bids for the Global Project, including but not limited to, the Invitation for Bids, Instructions to Bidders, Bid or Bid Proposal, Contract Documents, Special Provisions, Technical Provisions, Construction Plans, Standard Plans, Drawings, Reference Specifications, all applicable permit requirements, any addenda, any applicable Project Labor Agreement, and any other documents included, referenced, or incorporated therein. The Bid Documents are incorporated into this Agreement and made part hereof . In the event of any conflict between the terms of the Bid Documents and this Agreement, the terms of this Agreement shall govern.
1.2 Incorporation of Greenbook.
The provisions of the 2021 Edition of the Standard Specifications for Public Works Construction, as updated by errata, (“Greenbook”) are incorporated herein, except as explicitly modified by the Bid Documents. In the event of any conflict between the provisions of the Greenbook and this Agreement, the terms of this Agreement shall govern.
1.3 Compliance with Labor and Wage Laws.
(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
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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) Registration with DIR. Pursuant to Labor Code section 1771.1, Contractor and all subcontractors must be registered with, and pay an annual fee to, the DIR prior to and during the performance of any work under this Agreement. (c) 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 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. If this Agreement is subject to the payment of federal prevailing wages under the Davis -Bacon Act (40 U.S.C. § 3141 et seq. ), then Contractor shall pay the higher of either the state for federal prevailing wage applicable to each laborer.
(d) 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 empl oyed for any public work done pursuant to this Agreement by Contractor or by any subcontractor.
(e) 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. (f) 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 provide City with a copy of the information submitted to any applicable appr enticeship 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.
(g) 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.
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(h) 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 (1½) times the basic rate of pay.
(i) 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.”
(j) 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 be required to 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.
1.4 Compliance with Project Labor Agreement
If and to the extent that the work to be performed under this Agreement is within the scope of the City’s Project Labor Agreement , which was fully executed as of March 4, 2020, by and between the City and the Los Angeles/Orange Counties Building and Construction Trades Council and the Signatory Craft Councils and Unions (the “Project Labor Agreement”), City and Contractor acknowledge and agree that Contractor is required to comply with the provisions of the Project Labor Agreement, and that in the event of a conflict between the provisions of this -5-
01007.0630 2153628.1
Agreement and the Project Labor Agreement, the Project Labor Agreement shall supersede and take precedence over the conflicting provision(s) of this Agreement.
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, i ts 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.
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 servi ces under this Agreement. Contractor is entitled to reasonably rely on the accuracy of all plans, specifications, reports, and other scope -related documents provided by City. City shall provide Contractor with all information in City’s possession regarding asbestos-containing materials or hazardous materials at any facility where Contractor may perform work that could disturb such materials. 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.
Contractor has no responsibility for abatement, removal, or disposal of asbestos -containing materials or hazardous materials.
1.7 Discovery of Unknown Conditions.
(a) Pursuant to Public Contract Code section 7104, 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 C lass I, II, or III disposal site in accordance with existing law; (ii) subsurface or latent physical conditions at the site, materially different from those indicated by information about the site made availab le to bidders prior to the deadline for submitting bids on the Global Project; 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.
(b) 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 in accordance with this Agreement.
(c) 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 -6-
01007.0630 2153628.1
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.
1.8 Unidentified Utilities.
To the extent required by Government Code section 4215, City will compensate Contractor for the cost of locating, repairing damage not due to the failure of Contractor to exercise reasonable care, and removing or relocating utility facilities not identified by City in the Bid Documents with reasonable accuracy, and for equipment on the project necessarily idled during such work. Nothing herein shall be deemed to require City to indicate the presence of existing service laterals or appurtenances whenever the presence of such utilities on the project site can be inferred from the presence of other visible facilities, such as buildings, meters, and junction boxes, on or adjacent to the site of the construction; provided, however, nothing herein shall relieve City from identifying main or trunklines in the plans and specifications. If Contractor, while performing the work, discovers utility facilities not identified by City in the plans or specifications, Contractor shall immediately notify City and the utility in writing. This Agreement is subject to Government Code sections 4126 through 4216.9. Contractor must notify utilities and obtain an identification number before excavation or be subject to liability for damages to subsurface installations.
1.9 Trench Excavation.
Pursuant to Labor Code section 6705, if this Agreement is for more than $25,000 and requires the excavation of any trench or trenches five feet or more in depth, Contractor shall submit, in advance of such excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. The plan shall be reviewed and accepted by the City, or a registered civil or structural engineer employed by the City to whom authority has been delegated, prior to the excavation. If the plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. This section shall not be deemed to allow the use of a shoring, sloping, or protective system less effective than that required by the Construction Safety Orders. This subsection shall not be construed to impose tort liability on the City or any of its employees. Full compensation for sheet ing, shoring, bracing, sloping, and all other provisions required for worker protection shall be considered as included in the contract price shown in the appropriate Bid Item, and no additional compensation will be allowed therefor.
1.10 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 oth er 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, -7-
01007.0630 2153628.1
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.
1.11 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 w ork (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 s ubcontractors, 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. Contractor warranties do not extend to any work or services that have been abused, altered, misused or repaired by the City, or third parties without written approval of Contractor; or if serial numbers or warranty date decals have been removed or altered. The City must promptly report any failure of equipment to Contractor in writing. THESE WARRANTIES ARE IN LIEU
OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY AND FITNESS FOR A SPECIFIC PURPOSE. All other warranties are expressly waived.
1.12 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 -8-
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may be undertaken unless a written change order is first given by the City’s Director of Public Works, City Engineer, or Project Manager , or any of their designees, 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 City’s Director of Public Works or City Engineer, or either of their designees, prior to commencing the extra work thereunder. (b) Any increase in compensation of up to the amount of contingency approved by the City Council at the time the Global Project was awarded to Contractor plus any additional subsequent contingency approved by the City Council , if any, taken either separately or cumulatively, or any increase in the time to perform of up to one hundred eighty (180) days and which are not detrimental to the Work or to the interest of the City, may be approved by the City’s Director of Public Works, City Engineer, Project Manager or any of their designees. 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 Contractor’s Bid . If the rates in the Contractor’s Bid 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 City’s Director of Public Works , City Engineer, Project Manager or any of their designees . 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 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 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.
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(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 followed.
1.13 CARB Compliance.
For a project involving the use of in- use off-road diesel-fueled vehicles, as defined by 13 CCR 2449, Contractor shall obtain copies of the valid Certificates of Reported Compliance, as described in 13 CCR 2449(n), for the fleet performing services pursuant to this contract and all listed subcontractors, if applicable, prior to commencing any work pursuant to this Contract or any renewed contract with that fleet. Contractor shall indemnify, defend and hold harmless the District, its officers, agents, employees and directors from any liability imposed arising from Contractor’s violation of any regulation set forth in 13 CCR 2449.
1.14 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 set forth in Contractor’s Bid , as reduced and represented in Exhibit A, attached hereto and incorporated herein by this reference. Subject to any additions or deductions that may be made by change order or amendment, and any penalties or damages that may be assessed against Contractor, Contractor shall receive total compensation, including reimbursement of Contractor’s expenses, of an amount not to exceed Four Hundred Sixty One Thousand Six Hundred Sixty Two Dollars and Twenty Five Cents ($461,662.25) (“Contract Sum”) for completion of the Global Project. Of this amount, the amount attributable to the Project is Four Hundred Twenty One Thousand Nine Hundred Seventy Two Dollars and Eighteen Cents ($421,972.18).
2.2 Invoices.
Each month Contractor shall furnish to City an original invoice for all work performed during the preceding month using the form attached hereto as Exhibit E and incorporated herein by this reference. By submitting an invoice for payment under this Agreement, Contractor is certifying compliance with all provisions of the Agreement.
All invoices shall include a copy of Contractor’s Certified Payroll and proof that Certified Payroll has been submitted to the DIR. Contractor shall also submit a list of the prevailing wage rates (including federal prevailing wage rates, if applicable) for all employees and subcontractors providing services under this Agreement, as applicable, with Contractor ’s first invoice. If these rates change at any time during the term of the Agreement, Contractor shall submit a new list of rates to the City with its first invoice following the effective date of the rate change. -10-
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2.3 Payment.
(a) Payments Made by City . City shall 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, City will cause Contractor to be paid any progress payment 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 any progress payment within thirty (30) days of receipt of an undisputed and properly submitted invoice and provided the Project is for construction, 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. Invoicing disputes must be identified in writing within twenty-one (21) days of the date City receives the invoice. Payments of any disputed amounts are due and payable upon resolution. In the event City fails to comply with payment terms herein, Contractor may, upon giving thirty (30) days written notice to City and without prejudice to and in addition to any other legal remedies, suspend its performance of services under this Agreement. (b) Payments Made by Contractor to Subcontractors . Contractor shall remit payments owed to subcontractors within fifteen (15) calendar days after receiving payments by City if payments are owed by Contractor to any subcontractor qualifying as a small business enterprise, and within thirty (30) calendar days if payments are owed by Contractor to any subcontractor other than a small business enterprise.
2.4 Retention.
Pursuant to Section 9203 of the Public Contract Code, City will deduct a five percent (5%) retention from all progress payments made on the Project , which shall be released to Contractor no later than sixty (60) days from completion of the work in accordance with Section 7107 of the Public Contract Code. In the event of a dispute between City and Contractor, City may withhold from the final payment an amount not to exceed one hundred fifty percent (150%) of the disputed amount. City will deduct a five percent (5%) retention from all progress payments made on the remaining portions of the Global Project.
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.
2.6 Substitution of Securities.
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(a) In conformance with the State of California Public Contract Code, Part 5, Section 22300, Contractor may substitute securities for any monies withheld by the City to ensure performance under this Agreement.
(b) At the request and expense of Contractor, Contractor has the option of establishing an escrow account with a state or federally chartered bank which shall serve as an escrow agent, for Contractor’s direct deposit of securities as a substitute for retention earnings required to be withheld by the City. Upon Contractor’s completion of its obligations hereunder, as evidenced by the City’s acceptance of the work pursuant to Section 3.3 hereof, the escrow agent shall return the securities to Contractor. The escrow agent shall notify the City within ten (10) days after deposit of the securities. The market value of the securities at the time of the substitution shall be at least equal to the cash amount then required to be withheld as retention. Securities sha ll be held in the name of the City and shall designate Contractor as the beneficial owner. Alternatively, on written request of Contractor, the City shall make payments of the retention earnings directly to the escrow account.
ARTICLE 3. PERFORMANCE SCHEDULE
3.1 Schedule of Performance.
Contractor shall complete the Project within sixty (60) business days after receiving a “Notice to Proceed” from the City in accordance with any schedule contained in or required to be provided by the Proposal or Bid Documents , and any revisions thereof approved by the City in writing. Time is of the essence. If the work is not completed within said time period, liquidated damages shall apply. The term of this Agreement with respect to the Project including all warranty obligations of Contractor shall expire one (1) year following City acceptance of the Project. Upon the City’s acceptance of the Project , the pe riod requiring Contractor to provide software subscription and preventive maintenance services, and otherwise provide all remaining services comprised of the Global Project minus the Project, shall commence and continue for a term of five (5) years.
3.2 Liquidated Damages.
Since the determination of actual damages for any delay in completion of the Project 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 One Thousand Dollars ($1,000.00) as liquidated damages for each working day of delay in the completion of the Project required hereunder. The City may withhold any accrued liquidated damages from any monies payable on account of service s performed by the Contractor. To the extent required by Government Code section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the work when such delay was caused by the failure of the City or owner of the utility to provide for removal or relocation of utility facilities. Liquidated Damages taken in the aggregate shall not exceed 10% of the Contract Sum attributable to the Project (i.e., $421,972.18) and may only be allocated to Contractor in the event of Contractor’s breach. Liquidated damages are the sole remedy against Contractor for any failure to timely complete the Project.
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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 Project Manager in writing of the causes of the delay. The Project Manager 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 Project Manager such delay is justified. The Project Manager ’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 Final Acceptance.
Acceptance of the Project shall only be by action of the City Council. Neither the acceptance nor any prior inspections or failure to inspect shall constitute a waiver by City of any defects in the work. From and after acceptance, the Project shall be owned and operated by City.
As a condition to acceptance, Contractor shall certify to City in writing that all of the work has been performed in strict conformity with the Agreement and that all costs have been paid or supplied to City for security required herein, satisfactory to City, guaranteeing such performance.
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 on its behalf with respect to the work specified herein and make all decisions in connection therewith:
Mark Thummel _________ Account Executive _ (Name) (Title)
________________________ ________________________
(Name) (Title)
________________________ ________________________
(Name) (Title)
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 -13-
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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 Project Manager.
The Project Manager shall be Nora Garcia, Director, Public Safety & Emergency Management Department , or any other person as may be designated by the City’s Director of Public Works or City Engineer. It shall be the Contractor’s responsibility to assure that the Project Manager 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 Project Manager. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Project Manager. The Project Manager shall have authority, if specified in writing by the City’s Director of Public Works or City Engineer, 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, 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 a nd shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. 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 -14-
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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 ISO CGL CG 00 01 or equivalent, in an amount of $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 ISO CA 00 01, including “any auto” and endorsement CA 0025 or equivalent, covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount of $1,000,000 combined single limit for each accident.
(c) Workers’ compensation insurance . Contractor shall maintain Workers ’ Compensation Insurance (Statutory Limits) and Employer ’s Liability Insurance (with limits of $1,000,000).
(d) Builder’s Risk Insurance. Contractor shall maintain Builder’s Risk (Course of Construction) insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions or provisional limit provisions. The policy must include: (1) coverage for any ensuing loss from faulty workmanship, nonconforming work, omission or deficiency in design or specifications; (2) coverage against machinery accidents and operational testing; (3) coverage for removal of debris, and insuring the buildings, structures, machinery, equipment, materials, facilities, fixtures and all other properties constituting a part of the project; (4) ordinance or law coverage for contingent rebuilding, -15-
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demolition, and increased costs of construction; (5) transit coverage (unless insured by the supplier or receiving contractor), with sub-limits sufficient to insure the full replacement value of any key equipment item; (6) ocean marine cargo coverage insuring any project materials or supplies, if applicable; (7) coverage with sub- limits sufficient to insure the full replacement value of any property or equipment stored either on or off the project site or any staging area.
If the P roject does not involve new or major reconstruction, then at the option of City , an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, m achinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the w ork, including during transit, installation, and testing at the Project site. (e) Cyber Liability. Technology professional liability errors & omissions insurance appropriate to Contractor ’s profession and the Services hereunder with limits of $1,000,000 per claim/loss, and $1,000,000 in the aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations undertaken by Contractor pursuant to this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, copyright, trademark, invasion of privacy violations, infor mation or data breach, theft, loss, damage or misuse, release of private information, extortion and network security. If coverage is maintained on a claims -made basis, Contractor shall maintain such coverage for an additional period of three (3) years following termination of the contract. The insurance shall include the following coverage:
(i) Liability arising from the theft, dissemination and/or use of confidential or personally identifiable information; including credit monitoring and regulatory fines arising from such theft, dissemination or use of the confidential information. (ii) Network security liability arising from the unauthorized use of, access to, or tampering with computer systems.
(iii) Liability arising from the failure of Contractor’s proprietary technology products (software) required under the contract for Contractor to properly perform the services intended.
(iv) Electronic Media Liability arising from personal injury, plagiarism or misappropriation of ideas, domain name infringement or improper deep-linking or framing, and infringement or violation of intellectual property rights. (v) Liability arising from the failure to render professional services as defined by industry standards appropriate to the technology being used.
Products/completed operations coverage shall extend a minimum of three (3) years after project completion. Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using subcontractors, the policy must include work performed “by or on behalf ” of the insured. Policy shall contain no language that would invalidate or remove the insurer’s duty to defend or indemnify for claims or suits expressly -16-
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excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the insurer.
If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.
5.2 General Insurance Requirements.
(a) 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. (b) Proof of Insurance. Contractor shall provide certificates of insurance and endorsements to City as evidence of the insurance coverages 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.
(c) Duration of C overage. 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. (d) 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.
(e) 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 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. (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 a nd insurance clauses from each of its subcontractors.
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(g) Enforcement of C ontract 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 C ancellation. 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 and auto 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 U ndisclosed 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. (l) 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 subconsultants, 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 consultants, 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.
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(o) 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.
(p) 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 General and Intellectual Property Indemnification.
Contractor shall indemnify, defend, and hold harmless City, its officers, officials, employees and volunteers (each, an “Indemnitee”) from and against all third party claims arising from Contractor’s breach of any representations or warranties, or for personal injury, including death, or tangible property damages but only to the extent such damages or losses are caused by the negligent acts or willful miscon duct of Contractor or its agents, officers or employees in fulfilling its obligations under this Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. If Contractor is not the prevailing party, then Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of the Contractor’s negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.
Contractor represents and warrants that it owns or is otherwise authorized to grant City the right to use, all intellectual property rights associated with Contractor ’s provision and City’s use of, the services , and agrees to defend, indemnify, and hold harmless the City and pay all damages (including reasonable attorneys’ fees) relating to any third party claim, demand, cause of action, or proceedings (whether threatened, asserted, or filed) (“IP Claims”) against City to the extent that such IP Claims are based upon the City’s use of the services (excluding third party products) directly infringing a United States patent, registered United States copyright, or registered United States trademark, provided that such use is in compliance with this Agreement.
The indemnity obligation shall be binding on successors and assigns of Contractor and shall survive termination of this Agreement.
Products and equipment (collectively, “Products ”) provided under this Agreement are commercial, off -the-shelf Products, or software, and no aspect of the Products, software, or intellectual property (“IP”) shall be considered a “work made for hire” or otherwise affect Contractors ownership of IP in the Contractor provided products or Contractor provided software. Nothing in the Agreement permits City or beneficiary’s (e.g., building owner) use of IP in the Products for any purpose other than operating, repa iring, servicing the Products. Any software provided by Contractor remains subject to any existing associated terms, EULA, or recurring SaaS subscriber Agreement.
In the event of any IP Claims, or in Contractor’s opinion is likely to occur, Contractor shall at its option and expense and with prior notice to City: (a) modify the services to be non-infringing; or (b) obtain for City the right to use the services as se t out in this Agreement at no cost to City. -19-
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Contractor’s options set forth in this paragraph, whether or not exercised, shall in no way eliminate, reduce, curtail or abridge Contractor’s obligations to indemnify and defend City in the event of any IP Claims.
Contractor shall have no liability hereunder for any claim of intellectual property infringement based on the combination, operation or use of the services with software, hardware or other materials not furnished or approved in writing by Contractor if suc h infringement would have been avoided without such software, hardware or other materials. In the event of an alleged patent or copyright infringement, Contractor will indemnify City, however Contractor retains the right, at its option, to: i) make the product non-infringing, ii) replace the infringing product, or iii) on return of the equipment, Contractor will refund amounts paid by the City to Contractor for the infringing product, less depreciation over a three (3) year period. The foregoing will not a pply to patent or copyright infringements caused by: (i) misuse or modification of the product by City or its employees, agents, or downstream customers, (ii) use of the product in combination with other materials, goods, products or services for which the product was not intended to be used (as demonstrated by applicable product literature), (iii) failure of City to implement any update provided by Contractor that would have prevented the claim, or (iv) product that Contractor made to City’s specifications or designs.
The City may not directly or indirectly through any third parties attempt to reverse-engineer or de -compile the operation of the services in any manner through current or future available technologies.
Contractor obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City’s active negligence accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City.
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.
5.5 Performance and Payment Bonds.
Concurrently with execution of this Agreement , Contractor shall deliver to the City all of the following bonds if the Contract Sum should exceed $25,000:
(a) A performance bond securing the faithful performance of this Agreement , in an amount not less than 100% of the total cost for the Project, which is $421,972.18. -20-
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(b) A payment bond, securing the payment of all persons furnishing labor and/or materials in connection with the work under this Agreement, in an amount not less than 100% of the total cost for the Project, which is $421,972.18.
All bonds shall be on the applicable forms provided in Exhibit “C” and Exhibit “D” attached hereto and made part hereof. The bonds shall each contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his/her power of attorney. The bonds shall be unconditional and remain in force during the entire term of the Agreement until released pursuant to Section 5.7 hereof.
5.6 Sufficiency of Insurer or Surety.
Insurance and bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A-” or better in the most recent edition of Best’s Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better. If the City determines that the work to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the bonds may be changed accordingly upon receipt of written notice from the City’s Risk Manager.
5.7 Release of Securities.
City shall release the performance bond and payment bond when the following have occurred:
(a) Contractor has made a written request for release and provided evidence of satisfaction of all other requirements under Article 5 of this Agreement; (b) the Project has been accepted; and
(c) after passage of the time within which lien claims are required to be made pursuant to applicable laws; if lien claims have been timely filed, City shall hold the payment bond until such claims have been resolved, Contractor has provided statutory bond, or otherwise as required by applicable law.
5.8 Consequential Damages.
IN NO EVENT, WHETHER IN CONTRACT, TORT OR OTHERWISE (INCLUDING
BREACH OF WARRANTY, NEGLIGENCE, PRODUCT LIABILITY AND STRICT
LIABILITY IN TORT), WILL EITHER PARTY OR THEIR AFFILIATES AND THEIR
RESPECTIVE PERSONNEL, SUPPLIERS AND VENDORS BE LIABLE TO THE OTH ER
PARTY (DIRECTLY OR INDIRECTLY) UNDER ANY CAUSE OF ACTION OR THEORY
OF LIABILITY ARISING FROM, RELATING TO, OR IN CONNECTION WITH THIS
AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, FOR ANY: (A) SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR INDIRECT DAMAGES; (B) LOST PROFITS, REVENUES, DATA, CUSTOMER OPPORTUNITIES, BUSINESS, ANTICIPATED SAVINGS, OR GOODWILL; (C) BUSINESS INTERRUPTION; -21-
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OR (D) DATA LOSS OR OTHER LOSSES ARISING FROM VIRUSES, RANSOMWARE, CYBERATTACKS OR FAILURES OR INTERRUPTIONS TO NETWORK SYSTEMS.
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 r elating 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 Project Manager 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 Project Manager 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 Project Manager such reports concerning the performance of the services required by this Agreement as the Project Manager 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 , Contractor shall promptly notify the Project Manager of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto.
6.3 Grant of License; Ownership of Documents.
Products provided under this Agreement are commercial, off -the-shelf products, or software, and no aspect of the Products, software, or IP shall be considered a “work made for hire” or otherwise affect Contractor’s ownership of IP in the Contractor provided products or Contractor provided software. Nothing in the Agreement permits City or beneficiary’s (e.g., building owner) use of IP in the Products for any purpose other than operating, repairing, servicing the Products.
Any software provided by Contractor remains subject to its associated terms, EULA, or recurring SaaS subscriber agreement. Contractor hereby grants to City, its employees, officials, and agents a limited revocable, non-exclusive, non-transferable, royalty free license for the Term for City to use any intellectual property associated with Contractor’s provision and City’s use of the services. -22-
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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 Project Manager 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. 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 Project Manager.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Project Manager 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 admiss ions 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.
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ARTICLE 7. ENFORCEMENT OF AGREEMENT ; DEFAULT , SUSPENSION 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 Los Angeles, 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 Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.
7.2 Default of Contractor.
Contractor’s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate or suspend this Agreement immediately by written notice to Contractor. If the Project Manager determines that Contractor is in default in the performance of any of the terms or conditions of this Agreement, the Project Manager shall cause to be served upon Contractor a written notice of the default. Contractor shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.
7.3 Suspension and Termination.
(a) The City may at any time, for any reason, with or without cause, suspend this Agreement, or any portion hereof, by serving upon Contractor at least ten (10) days prior written notice. Upon receipt of said notice, Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends a portion of this Agreement such suspension shall not make void or invalidate the remainder of this Agreement. (b) This Agreement may be terminated by either party for cause. The City may terminate this Agreement without cause upon thirty (30) days’ written notice of termination. Upon termination, Contractor shall be entitled to compensation for completion of any portion of the Global Project accepted by City up to the effective date of termination unless any portion of the Global Project is accepted by City after termination in which event Contractor shall be paid for such completed portion.
7.4 Dispute Resolution Process.
Section 20104 et seq. of the California Public Contract Code prescribes a process utilizing informal co nferences, non -binding judicial -supervised mediation, and judicial arbitration to -24-
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resolve disputes on construction claims of $375,000 or less. Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims.
The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.
For purposes of these procedures, “claim ” means a separate demand by the Contractor, after the City has denied Contractor’s timely and duly made request for payment for ext ra work and/or a time extension, for (A) a time extension, (B) payment of money or damages arising from work done by or on behalf of the Contractor pursuant to the Agreement and payment of which is not otherwise expressly provided for or the Contractor is not otherwise entitled to, or (C) an amount the payment of which is disputed by the City.
The following requirements apply to all claims to which this section applies:
(a) Claim Submittal. The claim shall be in writing and include the documents necessary to substantiate the claim. Claims governed by this procedure must be filed on or before the date of final payment. Nothing in this section is intended to extend the time limit or supersede notice requirements otherwise provided in the Agreement for the filing of claims, including all requirements pertaining to compensation or payment for extra work, disputed work, and/or changed conditions. Failure to follow such contract ual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon. (b) Supporting Documentation. The Contractor shall submit all claims in the following format:
(i) Summary of the claim, including references to the specific Contract Document provisions upon which the claim is based.
(ii) List of documents relating to claim: (a) Specifications, (b) Drawings, (c) Clarifications (Requests for Information), (d) Schedules, and (e) Other. (iii) Chronology of events and correspondence related to the claim. (iv) Statement of grounds for the claim.
(v) Analysis of the claim’s cost, if any.
(vi) Analysis of the claim’s time/schedule impact, if any. (c) City’s Response. Upon receipt of a claim pursuant to this section, City shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the Contractor a written statement identifying what portion of the claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the claim will be processed and made within 60 days after the City issues its written statement. (i) If the City needs approval from the City Council to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the claim, and the City Council does not meet within the 45 days or within the mutually agreed to -25-
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extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the City shall have up to three days following the next duly publicly noticed meeting of the City Council after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion. (ii) Within 30 days of receipt of a claim, the City may request in writing additional documentation supporting the claim or relating to defenses or claims the City may have against the Contractor. If additional information is thereafter required, it shall be re quested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor. (iii) The City’s written response to the claim, as further documented, shall be submitted to the Contractor within 30 days (if the claim is less than $50,000, within 15 days) after receipt of the further documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater.
(d) Meet and Confer. If the Contractor disputes the City’s written response, or the City fails to respond within the time prescribed, the Contractor may so notify the City, in writing, either within 15 days of receipt of the City’s response or within 15 days of the City’s failure to respond within the time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand, the City shall schedule a meet and confer conference within 30 days for settlement of the dispute. (e) Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the City shall provide the Contractor a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the City issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the City and the Contractor sharing the associated costs equally. The City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing, unless the parties agree to select a mediator at a later time. (i) If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. (ii) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. (iii) Unless otherwise agreed to by the City and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Public Contract Code Section 20104.4 to mediate after litigation has been commenced. -26-
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(iv) All unresolved claims shall be considered jointly in a single mediation, unless a new unrelated claim arises after mediation is completed. (f) City’s Responses . The City’s failure to respond to a claim from the Contractor within the time periods described in this section or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the City’s failure to have responded to a claim, or its failure to otherwise meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility of qualifications of the Contractor. City’s failure to respond shall not waive City’s rights to any subsequent procedures for the resolution of disputed claims.
(g) Government Code Claims . If following the mediation, the claim or any portion remains in dispute, the Contractor must comply with the claim procedures set forth in Government Code Section 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed wo rk, construction claims, and/or changed conditions, including any required mediation, have been followed by Contractor. If no such Government Code claim is submitted, or if the prerequisite contractual requirements are not satisfied, no action against the City may be filed. A Government Code claim must be filed no earlier than the date that Contractor completes all contractual prerequisites to filing a Government Code claim, including any required mediation.
A Government Code claim shall be inclusive of all unresolved claims unless a new unrelated claim arises after the Government Code claim is submitted. For purposes of Government Code Section 900 et seq., the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written claim to the City until the time the claim is denied, including any period of time utilized by the meet and confer conference or mediation that does not result in a complete resolutions of all claims. (h) Civil Actions for Claims of $375,000 or Less . The following procedures are established for all civil actions filed to resolve claims totaling $375,000 or less:
(i) Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the procedures in this Section.
The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court or by stipulation of both parties.
If the parties fail to select a mediator within the 15-day period, either party may petition the court to appoint the mediator.
(ii) If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1141.11 of that code. The Civil Discovery Act ( Title 4 (commencing with Section 2016.010) of Part 4 of the Code of Civil -27-
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Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.
(iii) Upon stipulation of the parties, arbitrators appointed for these purposes shall be experienced in construction law, and, upon stipulation of the parties, mediators and arbitrators shall be paid necessary and reasonable hourly rates of pay not to exceed the ir customary rate, and such fees and expenses shall be paid equally by the parties, except in the case of arbitration where the arbitrator, for good cause, determines a different division. (iv) In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, any party who after receiving an arbitration award requests a trial de novo but does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, pay the attorney's fees of the other party arising out of the trial de novo.
7.5 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 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.
7.6 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 exercis e 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.
7.7 Unfair Business Practices Claims.
Pursuant to Public Contract Code section 7103.5, i n 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, (comme ncing 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 tenders final payment to the Contractor without further acknowledgment by the Parties. -28-
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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 may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.
8.2 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 Project Manager. 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 affects 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.
8.3 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, religi on, 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.
8.4 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. -29-
01007.0630 2153628.1
ARTICLE 9. MISCELLANEOUS PROVISIONS
9.1 Provisions Required By Law.
Each and every provision of law and clause required by law to be inserted in this Agreement shall be deemed to be inserted herein, and the Agreement shall be read and enforced as though it were included herein. If through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon application of either party, the contract shall forthwith be physically amended to make such insertion or correction.
9.2 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 Manager and to the attention of the Project Manager (with her/his name and City title), City of Carson, 701 E Carson Street, Carson, California 90745 and in the case of the Contractor, to the person(s) 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.
9.3 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.
9.4 Counterparts.
This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together co nstitute but one and the same Agreement. All signatures on bonds must be originals.
9.5 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.
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9.6 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.
9.7 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 inte rest 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 “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 conse quence 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 l imited 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 _______
9.8 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 Agreeme nt, 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]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.
CITY:
CITY OF CARSON, a California charter
city
______________________________
Lula Davis-Holmes, Mayor
ATTEST:
Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
_____________________________
Sunny K. Soltani, City Attorney
[rjl]
CONTRACTOR:
JOHNSON CONTROLS BUILDING
SOLUTIONS, LLC, a Delaware limited
liability company
*By: _______________________________
Name: _____________________________
Title: _____________________________
*By: _______________________________
Name: _____________________________
Title: _____________________________
Address: 5757 North Green Bay Avenue
Milwaukee, WI 53209
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. APPROPRIATE ATTESTAT IONS
SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.
01007.0630 2153628.1 A-1
EXHIBIT A
CONTRACTOR’S BID
BID SCHEDULE
SUBTOTAL: $409,231.93
01007.0630 2153628.1 A-2
SUBTOTAL: $13,020.32
SUBTOTAL: $39,410.00
GRAND TOTAL: 461,662.25
01007.0630 2153628.1
EXHIBIT B
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
If the Parties wish to revise provisions in the Agreement above (from page 1 through the signature page), then the revisions shall be presented in this Exhibit B, with deletions shown in strike through and additions shown in bold and italics.
NONE.
01007.0630 2153628.1
EXHIBIT C
PERFORMANCE BOND
We, Johnson Controls Building Solutions, LLC, a Delaware limited liability company, as Principal, and ____________, as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Carson (“City”) for payment of the penal sum of Four Hundred Twenty One Thousand Nine Hundred Seventy Two Dollars and Eighteen Cents ( $421,972.18). City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal.
THE CONDITION OF THIS OBLIGATION IS SUCH that if the Principal shall in all things stand to and abide by, and well and truly keep and perform all of the covenants, conditions, and provisions in said agreement, and any alteration thereof made as therein provided, on Principal's part to be kept and performed at the time and in the manner therein specified, and shall indemnify and save harmless the City, City’s engineer, and their consultants, and each of their officials, directors, officers, employees and age nts, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect.
Surety agrees that should it fail to take over and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement, Surety will promptly on demand deposit with City such amount as City may reasonably es timate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall exist, notwithstanding any controversy between Principal and City regarding Principal's failure under the agreement, and payment by Surety should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligations herein and shall be deemed proper payment as between Principal and Surety.
Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder or the plans and specifications, or any matters unknown to Surety which may affect Surety's risk shall in any wis e affect its obligation on this bond, and it does thereby waive notice thereof.
Principal and Surety agree that if the City is required to engage the services of an attorney in connection with the enforcement of this bond, each shall pay City's reasonable attorneys' fees incurred, with or without suit, in addition to the above sum.
01007.0630 2153628.1
Executed this day of _________, ____.
Seal of Corporation _____________
By:____________________________________
Authorized Representative of Principal
Title: _____________
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one)
Surety's agent for service
of process in California: ( ) _____________________
[name of surety company]
_________________________ ____________________________________ Name Street Number
_________________________ ____________________________________ Street Number City and State
_________________________ ____________________________________ City and State Telephone Number
_________________________
Telephone Number
By:____________________________________
Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.
Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amounts as would be acceptable to the Treasury Department), and otherwise meet the requirements of the agreement.
01007.0630 2153628.1
EXHIBIT D
PAYMENT BOND
We, Johnson Controls Building Solutions, LLC, a Delaware limited liability company, as Principal, and ____________, as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Carson (“City”) and those for whose benefit this bond insures in the sum Four Hundred Twenty One Thousand Nine Hundred Seventy Two Dollars and Eighteen Cents ($421,972.18). City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal. If Principal or any of Principal's contractors or subcontractors, fails to pay any of the persons named in Section 9000 et seq . of the California Ci vil Code employed in the performance of the agreement for materials furnished or for labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, then Surety shall pay the same in an amount not exceeding the sum specified above, and also shall pay, in case suit is brought upon this bond, such reasonable attorneys' fees as shall be fixed by the court.
Surety agrees that it shall pay the amounts due the persons above named and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement.
If Surety fails to perform within the times specified in the agreement, Surety shall promptly on demand deposit with City such amount as City may reasonably estimate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall extend, notwithstanding any controversy betwee n Principal and City regarding Principal's failure under the agreement.
Principal and Surety agree that any payment by Surety pursuant to this paragraph should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligation herein and shall be deemed proper payment as between Principal and Surety.
This bond shall insure to the benefit of any and all of the persons named in Section 9000 et seq. of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this bond.
Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder, or the plans and specifications, or any matters unknown to Surety which might affect Surety's risk, shall in any way affect its obligation on this bond, and it does hereby waive notice thereof.
Principal and Surety agree that should City become a party to any action on this bond, that each will also pay City's reasonable attorneys' fees incurred therein in addition to the above sums.
01007.0630 2153628.1
Executed this _____________ day of ___________, ______.
Seal of Corporation ______________
By:______________________________
Authorized Representative of Principal
Title: __________
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of process in California: ( ) ________________
[name of surety]
_________________________ _____________________________ Name Street Number
_________________________ _____________________________ Street Number City and State
_________________________ _____________________________ City and State Telephone Number
_________________________
Telephone Number
By:_____________________________
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Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.
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01007.0630 2153628.1
EXHIBIT E
INVOICE FORM
CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, June 16, 2026, 5:00 PM
CONSENT 25. To: Honorable Mayor and City Council From: John Raymond, Executive Director CRA Administration Subject: CONSIDER A DEPOSIT & REIMBURSEMENT AGREEMENT BY AND BETWEEN THE CITY, THECARSON RECLAMATION AUTHORITY, AND CARSON GOOSE OWNER, LLC FOR CHANGES MADE TOLENARDO DRIVE RELATED TO PROPOSED DESIGN CHANGES ON CELLS 4 AND 5 (CITY COUNCIL) I. SUMMARY
This item is to approve a Deposit & Reimbursement Agreement with the CRA and Carson Goose Owner, LLC ("CGO) to allow the City and CRA to be reimbursed for the cost of design changes to Lenardo Drive requested by the private developer on the site, CGO.
II. RECOMMENDATION
TAKE the following actions:
1. APPROVE the Deposit & Reimbursement Agreement with the Carson Reclamation Authority and Carson Goose Owner, LLC for costs associated with design changes to Lenardo Drive requested by CGO to adapt to a proposed site plan.; and
2. AUTHORIZE the Mayor to execute the Agreement following approval as to form by the City Attorney.
III. ALTERNATIVES
TAKE another action the City Council deems appropriate.
IV. BACKGROUND
The Carson Reclamation Authority (“CRA”) is undertaking the construction of Lenardo Drive, the nearly one- mile public street that facilitates the development of the 157-acre former Cal Compact Landfill, a critical property for the economic development of Carson.
There is a legal separation between the City of Carson itself and the CRA. The Authority exists to undertake work and assume the environmental liability on behalf of the City in contaminated-land projects and is a necessary tool for the City to be able to complete these projects. All public infrastructure construction work on the site is performed by the CRA and not the City.
The CRA is working with its development partner, Carson Goose Owner, LLC (“CGO”) on the development of Cells 3, 4, and 5, and the two are working collaboratively on a major financing plan that would fund nearly all the horizontal infrastructure on Cells 4 and 5. That work would commence this Fall. Meanwhile, CGO has proposed and is in the entitlement process for a site plan change which mostly affects Cell 5. The CRA has paused construction work on the south end of Lenardo, alongside Cell 5, while certain elements of the street are redesigned to support the future development, so that some infrastructure isn’t constructed and then torn out and replaced a year later.
This Deposit & Reimbursement Agreement between the City, CRA, and CGO requires CGO to reimburse the CRA and/or the City for the design cost of any changes to Lenardo. These design changes could affect the following plans:
Street Improvement Plan
Traffic Signal Plan
Landscaping Plan
Street Lighting Plan
Electrical Plan
Precise Grading Plan
Storm Drain Plan
Domestic Water Plan
Backbone Electrical Plan
While the CRA is undertaking the construction work and contracts with a number of designers through its Development Management contract with RE|Solutions, LLC (“RES”), much of the infrastructure funding comes from the City, so the Reimbursement Agreement is with both entities because costs may be charged to different accounts.
V. FISCAL IMPACT
The Lenardo Drive project is funded by four main sources: the 2019 Measure R/Measure M bond issue ($23,000,000), the 2024 Carson Lease Revenue Bonds ($26,000,000), the Lenardo Drive Developer Contribution ($12,500,000), and a Measure M grant from Metro ($8,000,000). The latter two funds are not disbursed yet. The CRA also paid some of the pre-construction costs from its own funds or through previous reimbursements from CGO. This Reimbursement Agreement is generally limited to the Lenardo work undertaken because of their project changes. Reimbursement Agreements are not considered budget items because the agency is reimbursed for costs it incurs on behalf of the private party, or which the private party has a contractual obligation to repay.
VI. EXHIBITS
1. Deposit & Reimbursement Agreement
Attachments
Deposit and Reimbursement Agreement (Lenardo Improvements) (2127273.4)
01223.0022 2127273.4
DEPOSIT AND REIMBURSEMENT AGREEMENT
This DEPOSIT AND REIMBURSEMENT AGREEMENT (“Agreement”) is dated effective as of the ____ day of June, 2026 (“ Effective Date ”), by and among the CITY OF CARSON, a California municipal corporation (“ City”), the CARSON RECLAMATION AUTHORITY, a California joint powers authority (“ Authority”, together with the City, the “ City Parties”), and CARSON GOOSE OWNER, LLC , a Delaware limited liability company (“Developer” or “ CGO”). City , Authority and Developer may be referred to, individually or collectively, as “Party” or “Parties.”
RECITALS
WHEREAS, the Authority is the owner of approximately 157 gross acres of real property located in the City of Carson (the “ Site” or “ 157 Acre Site ”), known as the former Cal -Compact Landfill;
WHEREAS, the Authority and Developer are each, the current parties to that certain Option Agreement and Joint Escrow Instructions, dated as of December 17, 2020 (as amended, restated, supplemented, and/or modified from time to time, the “Option Agreement”). All initially capitalized terms used but not specifically defined herein shall the meaning(s) set forth in the Option Agreement; WHEREAS, The Authority is in the process of construction of the Public Infrastructure upon the Site (i.e., Lenardo Drive, Stamps Road, and associated public infrastructure), as set forth in the Option Agreement;
WHEREAS, Developer has sought certain changes be made to the design plans and layout of the Public Infrastructure and is working to finalize the plans, studies, and documentation necessary for such changes to be implemented (such amended designs, plans, and layout required for the Public Infrastructure are collectively referred to herein as the “New Infrastructure Improvements”, and the changes and modifications to the scope of work and schedule changes for such New Infrastructure Improvements are collectively referred to herein as the “ New Infrastructure Improvements Work”);
WHEREAS, The Authority’s development manager, RE Solutions, LLC (“ RES”), and SL Carson Builder, LLC (the “ General Contractor ” or “ SLCB”) executed a Preconstruction Agreement, dated February 2, 2026, whereby the General Contractor would review and provide input on the New Infrastructure Improvements proposed by CGO (the “Preconstruction Agreement”); WHEREAS, the Authority has conditionally agreed to modify the construction plans for the Public Infrastructure, subject to the requirement that Developer makes the Deposit (as defined below) to the Authority and reimburses the City Parties for any and all Developer Change Costs (defined below);
WHEREAS, the Parties understand and are aware that (i) the Authority has already incurred Developer Change Costs due to Developer’s proposed New Infrastructure Improvements and New Infrastructure Improvements Work for which Developer shall be responsible for, and (ii) delays to the construction of the Public Infrastructure could potentially require certain contractors working on the Public Infrastructure to demobilize and stop work, given that the work on the Public Infrastructure
01223.0022 2127273.4
is currently in progress, and that Developer shall be responsible for all applicable Developer Change Costs incurred by the Authority with respect to such schedule changes; and WHEREAS, Developer has agreed to reimburse the City Parties for the full Developer Change Costs incurred by the City Parties.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants set forth herein, and for other consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows:
TERMS
1. Incorporation of Recitals. The Recitals set forth above are incorporated herein by this reference.
2. Deposit. Within ten (10) business days following the Effective Date of this Agreement, Developer shall submit a deposit to the Authority via check made to the City of Carson or by wire transfer to East West Bank (wiring instructions to be provided separately via email) in the amount of Two Hundred Thousand Dollars ($250,000) (“Deposit”), for which the City Parties may draw down upon for any Developer Change Costs pursuant to the terms of this Agreement.
3. Developer Responsibility for Developer Change Costs. The Deposit shall be used by the City Parties in order to reimburse the City Parties for any and all costs incurred by City Parties commencing as of March 10 , 2025 (the “ Cost Commencement Date ”) in connection with the following (all of which shall be deemed “Developer Change Costs”): (i) any and all City or Authority staff, employee, legal, consultant, contractor, or other third party (collectively, “ Additional City Parties”) costs in reviewing, designing/preparing, negotiating, processing, and obtaining permits and approvals for the New Infrastructure Improvements, and all other documents or agreements related to the New Infrastructure Improvements, such as traffic studies, hydrology plans and studies , landscaping and lighting, piles and caissons, streetlights and traffic signals, and median islands , (ii) City Parties or Additional City Parties costs in performing the New Infrastructure Improvements Work, and any and all other actions reasonably taken by the City Parties or Additional City Parties in connection therewith, including without limitation, any demobilization costs of an y contractors currently working on the Public Infrastructure due to delays to the schedule of performance for the Public Infrastructure and/or New Infrastructure Improvements Work, (iii) City Parties or Additional City Parties costs for any required actions that may be required under the California Environmental Quality Act (Public Resources Code § 21000 et seq., “CEQA”) in connection with New Infrastructure Improvements, (iv) City Parties or Additional City Parties costs related to litigation against the New Infrastructure Improvements and/or any permits issued therefor, including the defense of any legal or administrative action, (v) any and all other actions taken by City Parties or Additional City Parties in connection with carrying out the transactions contemplated herein with respect to the New Infrastructure Improvements and/or New Infrastructure Improvements Work, and (vi) any Claims and Liabilities (as defined in Section 8 below).
Developer’s obligation to deposit and reimburse Developer Change Costs are in addition to Developer’s duty to indemnify, defend, and hold harmless City Parties, as set forth in Section 7.2,
01223.0022 2127273.4
below. Developer acknowledges and agrees that the Deposit shall be used to reimburse the City Parties for previously incurred Developer Change Costs between the Cost Commencement Date to the Effective Date of this Agreement.
Notwithstanding anything to the contrary herein, Developer shall not be responsible for any Developer Change Costs that have already been budgeted for regarding the Public Infrastructure.
3.1 Minimum Balance of Deposit . At no point shall the Deposit be depleted to less than $50,000 (the “Minimum Balance”).
3.2 Additional Deposits by Developer. In the event the Deposit is expected to be or is depleted to the Minimum Balance, the Developer shall submit an additional deposit in an amount as the Authority may reasonably request in writing (which may be provided via email) to Developer within thirty (30) days of such request by the Authority. If requested by Developer, such request for an additional deposit shall be accompanied by a statement of what costs have been incurred to date (together with appropriate backup documentation to evidence same). Any such additional amount that is deposited is referred to herein as an “Additional Deposit ” (which shall be added to and included within the definition of the “Deposit(s)” hereunder).
3.3 City Parties’ Right to Cease Work. In the event that Developer does not promptly deliver the Deposit or Additional Deposit as required herein , in addition to the other remedies available to City Parties hereunder, the City Parties may immediately cease all work related to or concerning the New Infrastructure Improvements or the transactions contemplated herein, and revert back to the original plans and work for the Public Infrastructure or such other modified version of the plans for the Public Infrastructure in the sole discretion of the City Parties.
3.4 Interest on Deposit. The Deposit shall not earn interest and may be co- mingled with other Authority funds.
3.5 Accounting. City Parties shall keep an accounting of the Developer Change Costs incurred by City Parties and all Deposits made by Developer. The City Parties shall provide to Developer a summary of expenditures made from the Deposit s for Developer Change Costs within thirty (30) days of receipt of a written request therefore from Developer; provided that such request shall not be made more than once during any three (3) month period. Failure of City Parties to provide any such accounting shall not excuse Developer’s duty to perform any act required under this Agreement. Developer may audit, question or challenge any use of funds set forth in the accounting and may appeal same to the City Council.
3.6 Unexpended Funds. Upon the completion of the New Infrastructure Improvements Work and all Public Infrastructure, any unexpended funds remaining out of the Deposit shall be promptly returned to Developer.
4. Remedies. In the event of a breach under this Agreement by any Party hereto, the non-breaching Party may, in addition to any other remedies, seek to recover reasonable attorneys’ fees in enforcing this Agreement. This provision will not be interpreted to curtail any Party’s remedies at law or equity against the other, nor shall it be interpreted as a waiver of any defense.
5. Conflicts of Interest.
01223.0022 2127273.4
5.1 No Financial Relationship. Developer acknowledges the requirements of Government Code Sections 1090 et seq. (“1090 Laws”) and represents and warrants that it has not entered into any financial or transactional relationships or arrangements that would violate the 1090 Laws, nor shall Developer solicit, participate in, or facilitate a violation of the 1090 Laws.
5.2 Developer’s Representations and Warranties. Developer represents and warrants that it is duly authorized to do business in the State of California. Developer further represents and warrants that, for the 12-month period preceding the Effective Date of this Agreement, it has not entered into any arrangement to pay financial consideration to, and has not made any payment to, any City or Authority official, agent or employee that would create a legally cognizable conflict of interest as defined in the Politic al Reform Act (California Government Code sections 87100 et seq.).
6. Developer Acknowledgements. Developer acknowledges and agrees that, with respect to the New Infrastructure Improvements or its related applications or permits: (i) City Parties shall have sole discretion to select which of its Additional City Parties are assigned to the work, (ii) City Parties shall have sole discretion to direct the work and evaluate the performance of the employees of City Parties and/or contractors of City Parties assigned to the work , (iii) City Parties shall have sole discretion to det ermine the amount of compensation paid to any Additional City Parties, (iv) City Parties make no representations or assurances to Developer concerning the New Infrastructure Improvements or the issuance of any permits or authorizations related thereto.
7. Indemnification and Hold Harmless.
7.1 Non-liability of City . The Parties acknowledge that there may be challenges to the legality , validity, and adequacy of the New Infrastructure Improvements, any permits issued in connection therewith, and/or compliance with CEQA or other state laws in the future. If such challenges are successful, such challenges could delay or prevent the performance and/or implementation of the New Infrastructure Improvements Work. City shall have no liability in connection with the New Infrastructure Improvements, the New Infrastructure Improvements Work, any of the permits issued in connection therewith, or other approvals that may be required (including any CEQA approvals), as the result of a judicial determination that any permits or approvals for the New Infrastructure Improvements or the implementation of the New Infrastructure Improvements Work are invalid or inadequate or not in compliance with law. No official, officer, employee or agent of the City Parties shall be personally liable hereunder to any extent.
7.2 Indemnification. Developer agrees to indemnify, protect, defend, and hold harmless the City Parties and their respective elected or appointed officials, officers, employees, agents, elected boards, commissions, departments, agencies, and instrumentalities thereof, from any and all actions, suits, claims, demands , writs of mandamus, liabilities , losses, damages, penalties, obligations, expenses, and any other actions or proceedings (whether legal, equitable, declaratory, administrative, or adjudicatory in n ature), and alternative dispute resolution procedures (including, but not limited to, arbitrations, mediations, and other such procedures) asserted by third parties against the City Parties that challenge, or seek to void, set aside, or otherwise modify or annul, the action of, or any approval by, the City Parties for or concerning this Agreement , the New Infrastructure Improvements, and/or the permits or other approvals issued by the City (including, but not limited to, reasonable attorneys’ fees and costs) (herein the “Claims and Liabilities”), whether such Claims and
01223.0022 2127273.4
Liabilities arise under CEQA or any other federal, state , or local statute, law, ordinance, rule, regulation, or any decision of a court of competent jurisdiction.
7.3 Exception. The obligations of Developer under this Section 8 shall not apply to any claims, actions, or proceedings arising through the gross negligence or willful misconduct of the City Parties or their respective officers, agents, or employees.
7.4 Period of Indemnification. The obligations for indemnity under Section 7.2 shall begin upon the Effective Date and shall survive termination or expiration of this Agreement for a period of twelve (12) months.
8. Assignment/Transfer. Developer may not assign or transfer this Agreement or its rights or obligations hereunder to any other entity without the express written approval of the City Parties.
9. Relationship Between the Parties. The Parties agree that this Agreement does not operate to create the relationship of partnership, joint venture, or agency between City Parties and Developer. Nothing herein shall be deemed to make Developer an agent of City Parties.
10. Qualification; Authority. Developer warrants that it has the legal capacity to enter into the Agreement. Each Party warrants that the individuals who have signed th is Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. Each individual executing this Agreement on behalf of Developer represents, warrants and covenants to City Parties that (a) Developer is duly formed and authorized to d o business in the state of its formation, (b) such person is duly authorized to execute and d eliver this Agreement on behalf of Developer in accordance with authority granted under the organizational documents of Developer, and (c) Developer is bound under the terms of this Agreement.
11. Notices. Any notices, requests, demands, documents approvals or disapprovals given or sent under this Agreement from one Party to another (each a “ Notice”, and collectively, the “Notices”) shall be given to the Party entitled thereto at its address set forth below or at such other address as such Party may provide to the other Parties in writing. Any such Notice may be given (i) by personal delivery which will be deemed received on the day of delivery; (ii) by national overnight delivery service which sh all be deemed received the following day; or (ii) via e-mail, so long as a physical copy is also sent via one of the two means set forth above, which shall be deemed received on the day such e-mail is sent.
To Authority: Carson Reclamation Authority
701 East Carson St.
Carson, CA 90745
Attention: Executive Director
Email: [email protected]
With a Copy to: Aleshire & Wynder, LLP
1 Park Plaza, Suite 1000
Irvine, CA 92614
Attention: Sunny Soltani; Danny Aleshire
01223.0022 2127273.4
Email: [email protected];
[email protected]
To City:
City of Carson
701 East Carson St.
Carson, CA 90745
Attention: City Manager
Email: [email protected]
With a Copy to: Aleshire & Wynder, LLP
18881 Von Karman Ave., Suite 1700
Irvine, CA 92612
Attention: Sunny Soltani
Email: [email protected]
To Developer:
With copies to:
Carson Goose Owner, LLC
659 N. Robertson Blvd.
West Hollywood, CA 90069
Attention: William Trueblood
Email: [email protected]
Allen Matkins Leck Gamble Mallory & Natsis LLP
2010 Main Street, Suite 800
Irvine, California 92614
Attention: Pamela Andes
Email: [email protected]
Sheppard Mullin
350 South Grand Avenue, 40th Floor
Los Angeles, California 90071-3460
Attention: Pam Westhoff
Email: [email protected]
12. Cooperation; Further Acts. The Parties shall fully cooperate with one another, carrying out the transactions and purposes of this Agreement.
13. Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by the Parties.
14. Consent to Jurisdiction and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any legal action or proceeding brought to interpret or enforce this Agreement, or which in any way arises out of the Parties’ activities undertaken pursuant to this Agreement, shall be filed and prosecuted in the appropriate California State Court in the County of Los Angeles, California. Each Party waives the benefit of any provision of state or federal law providing for a change of venue to any other court or jurisdiction including,
01223.0022 2127273.4
without limitation, a change of venue based on the fact that a governmental entity is a party to the action or proceeding, or that a federal right or question is involved or alleged to be involved in the action or proceeding. Without limiting the generalit y of the foregoing waiver, Developer expressly waives any right to have venue transferred pursuant to California Code of Civil Procedure Section 394.
15. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original and which collectively shall constitute one instrument. Each of the Parties intend to be bound by the signatures on any telecopied, .pdf or other electronically delivered form of this Agreement, and are aware that the other Parties will rely on the telecopied, .pdf or other electronically delivered signatures, and hereby waive any defenses to the enforcement of the terms of this Agreement based on the form of signature.
16. Entire Agreement. This Agreement contains the entire agreement between City Parties and Developer with respect to the subject matter of this Agreement and supersedes any prior oral or written statements or agreements between City Parties and Developer with respect to the subject matter of this Agreement.
17. Attorneys’ Fees. In the event of any litigation or other legal proceeding including, but not limited to, arbitr ation or mediation between the P arties arising from this Agreement, the prevailing party will be entitled to recover, in addition to any other relief awarded or granted, its reasonable costs and expenses (including attorneys’ fees) incurred in the proceeding.
[signatures on the following page]
01223.0022 2127273.4
IN WITNESS WHEREOF , the Parties hereto have executed this Agreement as of the Effective Date.
DEVELOPER: CITY:
CARSON GOOSE OWNER, LLC, a Delaware
limited liability company
By: _______________________________
Name:
Title:
CITY OF CARSON, a California municipal
corporation
By:_________________________________
Lula Davis-Holmes, Mayor
AUTHORITY:
CARSON RECLAMATION AUTHORITY ,
a California joint powers authority
By:_________________________________
Lula Davis-Holmes, Chair
ATTEST:
By:
Dr. Khaleah K. Bradshaw, City Clerk /
Authority Secretary
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
By:
Sunny K. Soltani, City Attorney / Authority
Counsel
CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, June 16, 2026, 5:00 PM
CONSENT 26. To: Honorable Mayor and City Council From: Michael Whittiker, Community Services Director CS Administration Subject: CONSIDER APPROVING A PURCHASE AGREEMENT WITH SAFEWARE, INC. FOR THEPURCHASE OF ONE STAGELINE PORTABLE SCREEN SYSTEM FOR USE WITH THE COMMUNITYSERVICES DEPARTMENT'S MOBILE STAGE (CITY COUNCIL) I. SUMMARY
At its October 20, 2021, meeting, the City Council approved a Purchase Agreement with Stageline, Inc. for the manufacture, furnishing, and delivery of a mobile stage for use at City-sponsored special events. Since its arrival, the mobile stage has become a valuable community asset and has been used at numerous events throughout Carson, helping bring residents together for celebrations, entertainment, cultural activities, and community gatherings.
To further enhance the experience for attendees and expand the functionality of the City's mobile stage, staff is recommending the purchase of one (1) Stageline portable screen system. The portable screen will allow performances, presentations, and other event programming to be displayed on a large-format screen, improving visibility and allowing attendees to enjoy the event from a greater distance and from more areas within the venue.
The system also includes the ability to incorporate a smaller secondary stage, creating additional opportunities for programming such as Movies in the Park, community events, concerts, and street fairs. In addition to supporting special events, the portable screen could also serve as a valuable public communication tool during emergencies or other significant community events by displaying important information and public safety messages.
To ensure competitive pricing and compliance with the City's purchasing requirements, staff recommends purchasing the equipment through Safeware, Inc., an authorized Sourcewell cooperative purchasing vendor, under Cooperative Contract No. 080922-SAF. Cooperative purchasing agreements allow public agencies to utilize contracts that have already undergone a competitive procurement process, helping reduce administrative costs and procurement time while securing favorable pricing. The total purchase cost for the proposed portable screen system, including all required components and hardware, is $528,054.86.
II. RECOMMENDATION
TAKE the following actions:
1. WAIVE the formal competitive bidding requirements in accordance with Section 2610 of the Carson Municipal Code; and,
2. APPROVE a Purchase Agreement with Safeware, Inc., an authorized Sourcewell cooperative purchasing vendor under Contract No. 080922-SAF, for the purchase of one (1) Stageline portable screen system, including stage components and all required hardware, for a total amount not to exceed $528,054.86; and,
3. AUTHORIZE the Mayor to execute the Purchase Agreement, subject to approval as to form by the City Attorney.
III. ALTERNATIVES
TAKE such other related, and/or additional action as the City Council deems appropriate.
IV. BACKGROUND
In 2021, the City Council approved the purchase of a mobile stage for use at City-sponsored events and community programs. Prior to that purchase, staff were required to assemble and dismantle temporary stages using numerous individual components, which was time-consuming, labor-intensive, and increased the risk of employee injuries during setup and removal. The mobile stage provides a safer and more efficient alternative because it is a self-contained unit that can be deployed and removed quickly. In addition, the stage is designed to automatically adjust to uneven ground surfaces commonly found in parks and outdoor venues, helping ensure a safe environment for performers, staff, and attendees. Since its acquisition, the mobile stage has become an important City asset and has been used regularly at special events, community celebrations, concerts, festivals, and other public gatherings throughout Carson. These events help bring residents together, promote community engagement, and enhance the quality of life for those who live, work, and visit the City.
To further improve the audience experience and expand the functionality of the mobile stage, staff is recommending the purchase of one portable video screen system. The screen would allow attendees to more easily view performances, presentations, and event activities from greater distances, particularly at larger events where visibility may be limited. In addition to serving as a large video display, the proposed equipment includes a smaller stage component that can be attached to the screen structure. This feature would provide additional flexibility for community programming, such as Movies in the Park, cultural events, concerts, and street fairs, where multiple activity areas or performance spaces may be beneficial. The proposed equipment would also provide value during emergencies or other critical situations. The portable screen could be deployed to strategic locations throughout the City to display important public information, emergency notifications, safety instructions, or community updates when timely communication with residents is essential.
If approved, the City would purchase one Stageline portable screen system, including stage components and all necessary hardware, through a cooperative purchasing agreement with Safeware, Inc., an authorized Sourcewell vendor, under Sourcewell Contract No. 080922-SAF. Cooperative purchasing agreements allow public agencies to utilize competitively procured contracts that have already been publicly bid, helping reduce procurement time and administrative costs while ensuring competitive pricing. The total purchase cost is $528,054.86.
Consequently, staff recommends approval of the proposed purchase because it will enhance community events, improve visibility and engagement for attendees, expand programming opportunities, strengthen the City's emergency communication capabilities, and maximize the usefulness of the City's existing mobile stage investment.
V. FISCAL IMPACT
Funds for this purchase are included in the adopted FY 2025-2026 Operating Budget and are available in Account No. 101-90-901-101-8003. Therefore, no additional appropriation is required to complete the proposed purchase.
VI. EXHIBITS
1. Mobile Stage: ST100 Gen1 Technical Drawings
2. Safeware Quote: Mobile Screen
3. Purchasing Waiver: Safeware, Inc.
4. Purchase Agreement Safeware Inc.
Attachments
Mobile Stage - ST100 Gen1 Technical Drawings.pdf
Safeware Quote - Mobile Screen.pdf
Purchasing Waiver - Safeware, Inc.pdf
Purchase Agreement Safeware Inc.pdf
ST100
ST100
TECHNICAL DRAWINGS
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 2 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
MASS & DIMENSIONS
DRAWBAR / TANDEM
20'-8"
6.30m
2'-10"
0.86m
29'-1 1/2"
8.87m
25'-11 1/2"
7.91m
1'-2"
0.36m
9"
0.23m
11 1/2"
0.30m
8'-6"
2.59m
6'-6"
1.98m
9'-6"
2.89m
Mass
ST-100
Unladen Maximum Capacity
Lbs Kg Lbs Kg
Total Mass 16750 7598
Mass on Axle 14000 6350
Mass on Hitch 2750 1247
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
UNLADEN WEIGHT MAXIMUM CAPACITY
LB KG LB KG
Total 11,250 5,103 17,000 7,711
Axle * * 14,000 6,350
Hitch * * 3,000 1,361
*Values not available at publication date, please contact Stageline to get the latest information.
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 3 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
MASS & DIMENSIONS
DRAWBAR / TRIDEM
2'-10"
0.86m
25'-8"
7.83m
8 1/2"
0.22m
31'-4 1/2"
9.56m
5'-7 1/2"
1.72m
21'-11"
6.67m
11 1/2"
0.30m
9"
0.23m
5'-1 1/2"
1.56m
1'-2"
0.36m
8'-6"
2.59m
6'-6"
1.98m
9'-6"
2.89m
10'-2 1/2"
3.11m
Mass
ST-100
Unladen Maximum Capacity
Lbs Kg Lbs Kg
Total Mass 18500 8391
Mass on Axle 17000 7711
Mass on Hitch 2750 1247
UNLADEN WEIGHT MAXIMUM CAPACITY
LB KG LB KG
Total 11,700 5,307 18,500 8,392
Axle * * 16,650 7,552
Hitch * * 3,000 1,361
*Values not available at publication date, please contact Stageline to get the latest information.
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 4 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
MASS & DIMENSIONS
GOOSENECK / TANDEM
2'-10"
0.86m
33'-10"
10.32m
25'-11 1/2"
7.91m
4'-0"
1.22m
9"
0.23m
11 1/2"
0.30m
26'-2 1/2"
7.98m
8'-6"
2.59m
6'-6"
1.98m
9'-6"
2.89m
Mass
ST-100
Unladen Maximum Capacity
Lbs Kg Lbs Kg
Total Mass 17750 8051
Mass on Axle 14000 6350
Mass on Hitch 3750 1701
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
UNLADEN WEIGHT MAXIMUM CAPACITY
LB KG LB KG
Total 11,250 5,103 17,000 7,711
Axle * * 14,000 6,350
Hitch * * 3,750 1,700
*Values not available at publication date, please contact Stageline to get the latest information.
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 5 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
MASS & DIMENSIONS
GOOSENECK / TRIDEM
2'-10"
0.86m
25'-4 1/2"
7.73m
8 1/2"
0.22m
36'-1"
11.00m
5'-7 1/2"
1.72m
4'-0"
1.22m
26'-2 1/2"
7.98m
11 1/2"
0.30m
9"
0.23m
5'-1 1/2"
1.56m
8'-6"
2.59m
6'-6"
1.98m
9'-6"
2.89m
10'-2 1/2"
3.11m
Mass
ST-100
Unladen Maximum Capacity
Lbs Kg Lbs Kg
Total Mass 18500 8391
Mass on Axle 17000 7711
Mass on Hitch 3750 1701
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
UNLADEN WEIGHT MAXIMUM CAPACITY
LB KG LB KG
Total 11,700 5,307 18,500 8,392
Axle * * 16,650 7,552
Hitch * * 3,750 1,700
*Values not available at publication date, please contact Stageline to get the latest information.
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 6 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
FRONT AND SIDE VIEW
2'-8 1/2"
0.82m
17'-2 1/2"
5.25m
Maximum height
13'-5"
4.1m
Maximum width
23'-7"
7.2m
24'-1"
7.34m
Maximum height
18'-11 1/2"
5.78m
8'-1 1/2"
2.48m
3'-10"
1.17m
25'-2 1/2"
7.68m
3'-0"
0.91m
Maximum height
29'-11"
9.12m
1'-6" to 2'-10"
0.45m to 0.87m
Weather meter
14'-6"
4.42m
8'-6"
2.59m
4"
0.11m
15'-6"
4.72m
3'-6"
1.07m
2'-8 1/2"
0.82m
3'-4"
1.02m
9 1/2"
0.24m
Dimension
may vary
1'-2"
0.36m
11 1/2"
0.30m
2'-4"
0.72m
2'-11 1/2"
0.91m
3'-11 1/2"
1.20m
DANS LA MESURE DU POSSIBLE,
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 7 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
FRONT AND SIDE VIEW – ROTATED SCREEN
17'-2 1/2"
5.25m
Maximum height
18'-11 1/2"
5.78m
8'-1 1/2"
2.48m
3'-10"
1.17m
25'-2 1/2"
7.68m
3'-0"
0.91m
1'-2"
0.36m
3'-4"
1.02m
1'-0"
0.30m
9 1/2"
0.24m
Dimension
may vary
4"
0.11m
12'-5 1/2"
3.80m
11'-7 1/2"
3.54m
Maximum height
29'-11"
9.12m
1'-6" to 2'-10"
0.45m to 0.87m
14'-6"
4.42m
8'-6"
2.59m
15'-6"
4.72m
3'-6"
1.07m
2'-4 1/2"
0.73m
2'-11 1/2"
0.91m
3'-11 1/2"
1.20m
Maximum width
23'-7"
7.2m
24'-1"
7.34m
2'-8 1/2"
0.82m
Maximum height
13'-5"
4.1m
DANS LA MESURE DU POSSIBLE,
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 8 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
FRONT AND SIDE VIEW WITH OPTIONS
ST100H WIDTH*
ST100H HEIGHT*
ST100S WIDTH*
ST100S HEIGHT*
Banner (*For dimensions, please contact Stageline)
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 9 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
REAR VIEW
2'-6"
0.76m
12'-2"
3.71m
5'-9"
1.75m
Maximum width
23'-7"
7.2m
2'-8 1/2"
0.82m
24'-1"
7.34m
Maximum height
18'-11 1/2"
5.77m
25'-2 1/2"
7.68m
3'-10"
1.17m
3'-0"
0.91m
5" to 1'-10"
0.13m to 0.55m
2'-3" to 3'-7"
0.68m to 1.10m
Maximum height
29'-11"
9.12m
DANS LA MESURE DU POSSIBLE,
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 10 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
TOP VIEW
14'-6 1/2"
4.43m
6'-6"
1.98m
29'-5 1/2"
8.97m
16'-10 1/2"
5.14m
16'-10 1/2"
5.14m
4'-0"
1.22m
3'-10"
1.17m
8 1/2"
0.21m
1'-8 1/2"
0.52m
24'-3"
7.39m
2'-1 1/2"
0.65m
3'-5"
1.04m
1'-5 1/2"
0.44m
2'-11"
0.89m
1'-0"
0.30m
DANS LA MESURE DU POSSIBLE,
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 11 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
TOP VIEW – ROTATED SCREEN
14'-6 1/2"
4.43m
6'-6"
1.98m
29'-1 1/2"
8.87m
16'-10 1/2"
5.14m
16'-10 1/2"
5.14m
4'-0"
1.22m
8 1/2"
0.21m
1'-8 1/2"
0.52m
1'-5 1/2"
0.44m
2'-11"
0.89m
1'-0"
0.30m
24'- 1/2"
7.33m
3'-4"
1.02m
2'-0"
0.60m
11'-5"
3.48m
12'-3"
3.73m
DANS LA MESURE DU POSSIBLE,
3'-10"
1.17m
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 12 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
TOP VIEW – Clearance and SCREEN ROTATION
16'-0"
4.88m
36'-0"
10.97m
28'-11"
8.81m
8'-1 1/2"
2.48m
4'-9"
1.45m
3'-9"
1.14m
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
When choosing a location to set up the stage,
make sure that the area is clear of power lines,
tree branches, street lights or other hazards.
With the outriggers deployed and rubber
woodpads in place, the trailer footprint will
increase to 16' (4.88 m) wide. Additionally, the
screen may require up to a 28' 11" (8.81 m)
diameter of space to rotate with its accessories.
The mast can fully rotate in both directions,
to allow the screen to be positioned from 0 to
360 degrees. The surroundings and installed
components (e.g., electrical cables) can limit
rotation. The ST100 certified technician is
responsible for ensuring that the rotation does
not cause damage or injury.
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 13 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
TOP VIEW WITH OPTIONS
16'-8"
5.08m
1'-8"
0.51m
2'-8"
0.82m
4'-0"
1.22m
30'-2"
9.19m
6'-8"
2.03m
Length varies
according to the height
9'-3 1/2"
2.83m
3'-0"
0.92m
24'-0"
7.32m
8'-0"
2.44m
2'-3 1/2"
0.70m
2'-1 1/2"
0.65m
1'-3 1/2"
0.39m
7 1/2"
0.19m
2'-8"
0.81m
24'-3"
7.39m
19'-6"
5.94m
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 14 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
FLOOR VIEW – CLOSED TRAILER
3'-5"
1.04m
4'-3 1/2"
1.30m
16'-2 1/2"
4.94m
1'-4"
0.41m
1'-3"
0.38m
2'-6 1/2"
0.78m
1'-2 1/2"
0.37m
2'-1"
0.63m
1'-6"
0.45m
Screen support
2'-8"
0.81m
Usable floor area
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
Usable floor area
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 15 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
FLOOR VIEW – CLOSED TRAILER WITH OPTIONS
Screen support
2'-8 1/2"
0.82m
1'-2 1/2"
0.37m
3'-10"
1.17m
3'-9"
1.14m
2'-1"
0.63m
2'-7"
0.79m
8'-2 1/2"
2.50m
3'-6 1/2"
1.08m
8'-0"
2.44m
1'-2"
0.36m
1'-5 1/2"
0.45m
3'-5"
1.05m
5'-6 1/2"
1.69m
4'-5"
1.35m
2'-2"
0.66m
Usable floor area
Usable floor area in the control room
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
Usable floor area in the control room
Usable floor area
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 16 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
FLOOR VIEW – OPEN TRAILER
Surface utile du plancher
3'-9"
1.14m
4'-3 1/2"
1.31m
14'-11 1/2"
4.56m
16'-2 1/2"
4.94m
4'-9 1/2"
1.46m
6'-1 1/2"
1.87m
2'-9"
0.84m
5'-9 1/2"
1.77m
3'-6"
1.07m
7 1/2"
0.18m
3'-2"
0.97m
2'-7"
0.79m
1'-9"
0.53m
1'-6"
0.45m
7 1/2"
0.19m
24'-10"
7.57m
3'-6"
1.06m
4'-0"
1.21m
Usable floor area
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
Usable floor area
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 17 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
DEAD LOAD GROUND SUPPORT
MAXIMUM LOAD WITH SCREEN
Trailler stabilizer
25'-2 1/2"
7.68m
6'-6"
1.98m
3'-9"
1.14m
4'-5"
1.34m
4'-6"
1.37m
16'-4"
4.98m
4'-0"
1.21m
16'-4"
4.98m
4'-11"
1.49m
3'-9"
1.14m
14'-0"
4.27m
Trailer stabilizers
RIGHT SIDE
(passenger)
HITCH SIDE BUMPER SIDE
5585 lb
(2533 kg)
5585 lb
(2533 kg)
5585 lb
(2533 kg)
5585 lb
(2533 kg)
DANS LA MESURE DU POSSIBLE,
LEFT SIDE
(driver)
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 18 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
RIGGING PLAN
1/2
A THOROUGH UNDERSTANDING OF THE INTER-
RELATED LOADINGS SHOWN IN THIS RIGGING PLAN
IS NEEDED IN ORDER TO SAFELY USE THIS SCREEN
TRAILER AND TAKE FULL ADVANTAGE OF THE RIGGING
OPPORTUNITIES IT OFFERS.
The screen support of this trailer offers a variety of rigging options with regard to load capacity, placement and type.
There are rigging points and side overhang rigging beam. This rigging plan locates and defines these rigging features, includes load capacity for each and describes maximum combinations of loads amongst features.
Take note of maximum sub-totals in a group, load balance requirements and maximum rigging load on the screen support.
The maximum load on the screen support is less than the sum of the maximum load on each rigging feature.
Refer to Operator’s Manual for procedures in regard to
proper setup and setup methods of the screen trailer and its options.
The information contained in the current document is final and must be considered as such. They are derived from design briefs and summarized to help the user plan rigging configurations safely. It is therefore mandatory that the user follows and respects the capabilities and limitations described herein. Overloading of screen trailer components above their specified capacity may result in structural failure, equipment damage, injury or death. Stageline cannot be held responsible if the user, himself or subcontractors under his supervision, derogate from this document and/or the approved rigging plan. If a desired configuration cannot meet these requirements, the user must contact Stageline to analyse the case and obtain further instructions. Special restrictions and limitations may apply.
Certain authorities may require that a rig configuration plan, signed and sealed by a recognized member of a professional body, be available to allow the screen trailer to be setup on their territory. This document was not intended to and cannot be used or considered as an official document or certificate to serve this purpose. Contact responsible authorities or Stageline for details.
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
Drawings may show stage equipped with optional accessories. May be sold separately. © 2023 - All rights reserved, Stageline Mobile Stage Inc. Any and all forms of adaptation or reproduction of this document including the plans and drawings, in whole or in part, are strictly forbidden without the written authorisation of Stageline Mobile Stage Inc. Mass may vary depending on options.
Technical specifications may change without notice. Stage specifications are subject to change without notice. Figures are nominal. 19 ST100 Gen1 Technical drawings SMS4210 R3
stageline.com I [email protected]
ST100
RIGGING PLAN
2/2
RIGGING RESTRICTIONS
• Maximum capacity : 3 275 lb (1 485 kg).
The capacity includes the weight of the screen.
• Maximum lifting capacity : 3 275 lb (1 485 kg).
• The sum of all loads on points P1 and P2
must not exceed 200 LB (91 kg).
• The sum of all loads on points P1’ and P2’
must not exceed 200 LB (91 kg).
• The weight of the screen must not exceed 2 875 lb
(1 304 kg) and must be symmetrically centered
on the support.
• The loads on the points P1, P2, P1 ’and P2’
must be symmetrically distributed.
2'-5"
0.74m
Maximum height
18'-2"
5.54m
28'-11"
8.82m
P1 P1'
P2 P2 P2 P2 P2 P2' P2' P2' P2' P2'
Side
overhang
beam*
Side
overhang
beam*
LE RECTANGLE ILLUSTRE LA
ZONE MAXIMALE UTILISABLE.
LAISSER DE LA PLACE DANS LE
BAS POUR LES NOTES ET
CODES DE COULEURS.
DANS LA MESURE DU POSSIBLE,
GARDER LA MÊME ÉCHELLE
SUR TOUTES LES PAGES.
HACHURE POUR LE SOL :
AEC CHEVRONS
0.0625
0.00 DEG
* Optional items, see stage specifications.
MAXIMUM LOAD CAPACITY
POINT NO. LB KG
P1* 200 91
P2 200 91
ST100 Gen1 Technical drawings SMS4210 R3 MOBILE STAGES | SALES & RENTALS 827 L’Ange-Gardien Blvd., L’Assomption
Quebec, Canada J5W 1T3
1 450.589.1063 / North America 1 800.267.8243
stageline.com
QUOTATION
10293482
Safeware, Inc.
Order Date
Order Number
06/09/2026 12:40:42
Page
1 of 3
Quote Expires On: 06/19/2026
4403 Forbes Blvd.
Lanham, MD 20706-4328
USA
301-683-1234
www.safewareinc.com
Contract No: Sourcewell #080922-SAF PS & EM
City of Carson
701 E Carson St
Carson, CA 90745
Requested By: Tim Grierson
Customer ID:
Carson, CA 90745
701 E Carson St
Bill To: Ship To:
City of Carson
310-830-7600
163923
PO Number
Stageline - 1
Taker Email
Freight Terms Phone Fax
Sales Representative
Suzanne Esquivel [email protected]
Freight Paid
John Thompson
Item ID
Item Description
Quantities
UOM
Disp. Unit Size
Pricing
UOM Unit
PriceUnit Size
Price
Extended
AllocatedOrdered Remaining
SOURCEWELL PS0.00 EAEA 0.001.001.00 0.00
1.0 1.0Contract #080922-SAF
Public Safety and Emergency Management
Equipment, Tool, and Supply Catalog Solutions
Effective: October 14, 2022 - October 7, 2027
Freight: Standard CONUS paid, HAZMAT &
expedited billed
Must register at
sourcewell-mn.gov/become-member
STA ST100 CITY OF CARSON CA0.00 EAEA 237,222.231.001.00 237,222.23
1.0 1.0STAGELINE MOBILE STAGE INC
STA ST100-A0.00 EAEA 8,944.451.001.00 8,944.45
1.0 1.0Control Room
Fully weatherproof video control room - 8' x 2' 2"
Electrical distribution-TBD
Air conditioning unit - Dometic 14k BTU
Server rack: 44 slots
STA ST100-B0.00 EAEA 3,611.121.001.00 3,611.12
1.0 1.0Hydraulics
19.1.3681 - 09/23/19
QUOTATION
10293482
Safeware, Inc.
Order Date
Order Number
06/09/2026 12:40:42
Page
2 of 3
Quote Expires On: 06/19/2026
4403 Forbes Blvd.
Lanham, MD 20706-4328
USA
301-683-1234
www.safewareinc.com
Contract No: Sourcewell #080922-SAF PS & EM
Item ID
Item Description
Quantities
UOM
Disp. Unit Size
Pricing
UOM Unit
PriceUnit Size
Price
Extended
AllocatedOrdered Remaining
Remote control to operate the screen hydraulic
system
Electric motor, 5hp, 110 / 208V - 3ph hydraulic
connections and pump for dual power (steel
storage compartment included)
STA ST100-C0.00 EAEA 4,444.451.001.00 4,444.45
1.0 1.0Trailer Options
Hydraulic foldable gooseneck for kingpin (instead
of drawbar with pintle eye)
Drawbar - 2 5/16" ball coupler (instead of
drawbar with pintle eye
Rear bumper hitch (instead of retractable bumper)
- 1,500 lb pulling capacity
3rd axle - additional 5,550 l
STA ST100-E0.00 EAEA 37,500.001.001.00 37,500.00
1.0 1.0Generator Package
25-30 kW generator with sound dampening and
fuel tank (c7 required)
Transfer switch for mains power (added to
Camlock box)
STA ST100-F0.00 EAEA 2,000.001.001.00 2,000.00
1.0 1.0Sound Rigging & Banners
Flybays for speakers - capacity 200 lb per side
and lateral banner supports 3' x 15'
Top banner support - 24' x 2'
STA ST100-G0.00 EAEA 30,133.341.001.00 30,133.34
1.0 1.0Accessories
**SEE LINE NOTES FOR ACCESSORIES AND
QUANTITIES**
NOTE0.00 EAEA 0.001.001.00 0.00
1.0 1.0Special Note
g1 Temporary roof enclosure installed when
screen is deployed Qty 1
g2 Spare wheel with storage rack Qty 1
g3 Aluminum stairway 8 steps adjustable 35"
wide with handrails Qty 1
g4 Railing extrusion for Stageline platfo Qty 1
NOTE0.00 EAEA 0.001.001.00 0.00
1.0 1.0Special Note
19.1.3681 - 09/23/19
QUOTATION
10293482
Safeware, Inc.
Order Date
Order Number
06/09/2026 12:40:42
Page
3 of 3
Quote Expires On: 06/19/2026
4403 Forbes Blvd.
Lanham, MD 20706-4328
USA
301-683-1234
www.safewareinc.com
Contract No: Sourcewell #080922-SAF PS & EM
Item ID
Item Description
Quantities
UOM
Disp. Unit Size
Pricing
UOM Unit
PriceUnit Size
Price
Extended
AllocatedOrdered Remaining
g5 Extension platform (blk non-slip) &
accessories - 4' x 8' Qty 6
g6 Guardrail (platform model) aluminum - 3' 8"
Qty 4
g7 Blk powder coated checker plate on trims
Qty 1
NOTE0.00 EAEA 0.001.001.00 0.00
1.0 1.0Special Note
g8 Aluminum wheels - qty 4 (or 6 if c7 selected)
Qty 6
g9 Full trailer wrap Qty 1
STA ST100-L0.00 EAEA 150,000.001.001.00 150,000.00
1.0 1.0Video
LED Screen (7m x 4m) / 3.9mm / includes
processor and control room accessories
LED Screen (7m x 4m) / 3.9mm Pro Series
/includes processor and control room accessories
STA ST100- SERVICES0.00 EAEA 4,444.451.001.00 4,444.45
1.0 1.0Training Included
Sales Representative :
***Ask me about the leasing and financing options that Safeware offers!*** [email protected]
SUB-TOTAL:Total Lines: 13 478,300.04
49,754.82TAX:
U.S. Dollars
528,054.86AMOUNT DUE:
19.1.3681 - 09/23/19
@) Purchasing Division
701 E. Carson Street
Carson, CA 90745
Purchasing Waiver
Use this form to request an exemption from formal bidding and/or written contract requirements, pursuant to Chapter 6 (Purchasing System) of Article II (Administration) of the Carson Municipal Code (CMC). This waiver must be completed before proceeding with procurement activity.
Exemption sought:
l✓I Formal Bidding (Section 2611])
D Written Contract (Section 2605(1)(iii))
Pursuant to CMC Section 2611:
D (d) Emergency Purchasing (Section 2611(d))
l✓I (e) Sole Source Purchasing (Section 2611(e))
D (f) Piggyback Purchasing (Section 2611(f))
D (g) Cooperative Purchasing (Section 2611 (g))
D (i) Other Purchases (Section 2611 (i)(1) through (18)) If (f) or (g) are selected above, specify the master contract details:
Awarding Agency: Sourcewell PS
Contract#: 080922-SAF
Contract Effective Date: 10/07 /22
Specify purchase details:
Amount: $523,610.41
Vendor: Safeware
Solicitation #: 080922
Contract Expiration: 10/07/2027
Vendor: Safeware
Written justification/description of purchase. Explain urgency, product uniqueness, and intended use. Attach all relevant backup documentation.
Portable screen to be used in conjunction with mobile stage but also operated on its own.
Screen will expand visibility of performers enhancing the overall experience during a special event. As a standalone, stage can be attached to screen and used for programming such as Movies at the Park or function as secondary stage. Emergency services can also use the screen to transmit vital info. Stageline screen for consistency and uniformity w/ mobile stage Authorized Department Staff: Purchasing:
Date: 06/09/26 06/09/2026
Name/Title: Michael Whittiker, Director CS/Recreation/PM Josilla Togiola, Purchasing Mana� Rev. 0825JT
Pursuant to Carson Municipal Code §2611(g), staff recommends utilization of Sourcewell Contract No. 080922-SAF with Safeware through the cooperative purchasing exemption. It should be noted that although the originating Sourcewell solicitation is more than three years old (Aug 2022), the underlying cooperative contract remains active and available for use by participating agencies. Written justification is provided as required by the Municipal Code.
Such justification supporting the use of this 2022 solicitation includes, but is not limited to:
• The City of Carson maintains an active Sourcewells membership and has utilized Sourcewell as a cooperative vehicle for various City purchases. Cooperative purchasing provides operational efficiencies, expedites acquisition of needed equipment/services, and reduces administrative costs to the City. • Sourcewell conducted a thorough and nationally advertised competitive process, awarding the contract through a documented process that meets or exceeds required standards.
• The referenced contract is current and available for immediate City use. • The equipment is compatible with the City-owned mobile stage and will be utilized to enhance the community experience at essential public • Conducting a separate City solicitation would require additional staff time, advertising costs, evaluation resources, and procurement lead time without a reasonable expectation of obtaining materially better pricing or contractual terms. • The specifications available through the Sourcewell contract satisfy the City's operational requirements without material modification. • Use of the cooperative contract is therefore in the best interest of the City and provides value through procurement efficiency, reduced administrative burden, and competitively established pricing.
Based on the foregoing, staff finds that continued use of Sourcewell Contract 080922- SAF is justified notwithstanding the age of the originating solicitation, consistent with the written-justification provision contained in Carson Municipal Code §2611(g).
01007.0001 2154471.2
PURCHASE AGREEMENT
BY AND BETWEEN
THE CITY OF CARSON AND
SAFEWARE, INC.
THIS PURCHASE AGREEMENT (“Agreement”) is executed this ______ day of __________________, 2026 (“Effective Date”), by and between the CITY OF CARSON, a California municipal corporation (“City”) , and SAFEWARE, INC. a Maryland corporation (“Seller”). City and Seller may be referred to, sometimes individually or collectively, as “Party” or “Parties.”
1. Purchase and Sale of Goods. On and subject to the terms and conditions set forth in this Agreement, Seller agrees to sell and deliver to City and City agrees to purchase and accept from Seller the mobile screen and related equipment/accessories and ancillary services described herein and specified in Exhibit “A” attached hereto and incorporated herein by this reference (“Goods”), for the total purchase price ("Purchase Price") set forth in Section 3.
2. Description of Goods . The Goods being sold by Seller to City consists of the mobile screen and related equipment/accessories, together with ancillary delivery, training, warranty, and customer support services related thereto, as described herein and as specified in Exhibit “A.” As part of the Goods, Seller will provide Buyer with a comprehensive training program regarding use of the mobile screen and related equipment/accessories. The training program shall be provided to City staff designated by the Contract Officer and shall consist of two (2) consecutive days of training unless otherwise agreed to by the Contract Officer. The training shall be conducted at City facilities as specified by the Contract Officer and at times requested by the Contract Offi cer between the hours of 9:00 a.m. – 4:00 p.m. PST on City business days (Monday-Thursday, excluding holidays), and shall be completed within two (2) weeks following delivery of the mobile screen and related equipment/accessories. The Parties agree that the specimen warranty page included in Exhibit “A” will be replaced with a final version fol lowing completion of the training program, without the need for a formal amendment to this Agreement.
However, failure to do so shall not affect the validity or effectiveness of the warranty.
3. Purchase Price. The total Purchase Price which City agrees to pay to Seller for purchase and sale of the Goods and their delivery is not to exceed Five Hundred Twenty- Eight Thousand Fifty-Four Dollars and Eighty-Six Cents ($528,054.86), as provided in further detail in Exhibit “A,” except the quote expiration date specified in Exhibit “A” shall be deemed excluded from this Agreement.
4. Term. The term of this Agreement shall expire after City’s acceptance of the Goods and City’s payment therefor following Seller’s submission of the requisite invoice, and subject to the continued 3-year warranty period on the mobile screen, and 5-year warranty on LED tiles from the date of competition of the training program, as specified in Section 2 and Exhibit “A.”
5. Representations and Warranties of Seller. Seller makes the following representations and warranties to City:
5.1. Authority and Consents. Seller has the right, power, legal capacity and authority to enter into and perform its obligations under this Agreement. No approvals or consents 01007.0001 2154471.2
of any persons are necessary in connection with Seller's execution, delivery, and performance of this Agreement, except for such as have been obtained on or prior to the date hereof. The execution, delivery, and performance of this Agreement by Seller have been duly authorized by all necessary action on the part of Seller and constitute the legal, valid and binding obligations of Seller, enforceable against Seller in accordance with their respective terms.
5.2. Title and Operating Condition. Seller has good and marketable title to the Goods. The Goods are free and clear of any restrictions on or conditions to transfer or assignment, and City will acquire absolute title to the Goods free and clear of mortgages, liens, pledges, charges, encumbrances, equities, claims, covenants, conditions and restrictions except for such as may be created or granted by City . The Goods are in conformity with the manufacturer’s specifications, descriptions, representations and warranties. Seller is aware that City is purchasing the Goods for use in City’s operations and that City is relying on Seller's warranties that the Goods are fit for this purpose and the ordinary purposes for which the Goods are normally used.
6. Time of Delivery. The date and time of delivery of the mobile screen and related equipment/accessories specified in Exhibit “A” shall be no later than 120 days following issuance of a Notice to Proceed by City’s Contract Officer, or as otherwise requested by the City, during City’s business hours which are Monday through Thursday 7:00 am to 3:30 pm. City will provide Seller with a scheduled delivery date for the site listed in Section 7.
7. Place of Delivery. The mobile screen and related equipment/accessories specified in Exhibit “A” shall be delivered to the City’s Corporate Yard Receiving Warehouse – Building C, 18620 S. Broadway, Carson, CA 90248.
8. Title and Risk of Loss ; Payment and Invoicing. Title to and the risk of loss, damage and destruction of the Goods shall remain with the Seller until after inspection and acceptance of the Goods by City, and payment by City of the Purchase Price. Seller shall invoice City in the amount of the Purchase Price for purchase of the Goods, and City shall remit payment by no later than forty-five (45) days after City’s acceptance of the Goods.
9. Inspection. After delivery of the Goods , City shall inspect the Goods within a reasonable time not to exceed thirty (30) days and provide written notice to the Seller specifying any defects or other objections, unless City intends to accept the Goods in whole, in which case no notice will be necessary. Acceptance of the Goods , whether in whole or in part, shall not be deemed a waiver of any defects identified by the City, nor any defects later discovered by the City, and specified to the Seller in writing.
10. No Replacements or Cures. This Agreement calls for strict compliance. Seller expressly agrees that both the Goods tendered and the tender itself will conform fully to the terms and conditions of the Agreement on the original tender. In the event of rejection by City of the whole of the Goods or any part thereof, City may, but is not required to, accept any substitute performance from Seller or engage in subsequent efforts to effect a cure of the original tender by Seller.
11. Insurance Coverages.
11.1 Types of Coverages. Seller shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement 01007.0001 2154471.2
including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City:
(a) Commercial General Liability Insurance. A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggre gate limit is used, either the general aggregate limit shall apply separately to this contract/location, or the general aggregate limit shall be twice the occurrence limit.
(b) Worker’s Compensation Insurance . A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for Seller against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by Seller in the course of carrying out the work or services contemplated in this Agreement , with Employer’s Liability insurance coverage limits of at least $1,000,000.00.
(c) Automotive Insurance. A policy of comprehensive automobile liability insurance written on a per occurrence basis for bodily injury and property damage in an amount not less than $1,000,000. Said policy shall include coverage for owned, non-owned, leased, hired cars, and any other automobile.
(d) Subcontractors. Seller 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 be subject to all of the requirements stated herein.
(e) Broader Coverages and Higher Limits. Notwithstanding anything else herein to the contrary, if Seller maintains broader coverages and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverages and/or higher limits maintained by Seller.
11.2 General Insurance Requirements. All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Seller’s insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. The insurance policy must specify that where the primary insured does not satisfy the self -insured retention, any additional insured may satisfy the self-insured retention. All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, Seller shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section to the Contract Officer. No work or services under this Agreement shall commence until Seller has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. The insurance 01007.0001 2154471.2
required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the City’s Risk Manager or other designee of the City due to unique circumstances.
12. Indemnification. Seller agrees to defend, indemnify, protect and hold harmless the City, its officers, officials, employees, agents and volunteers from and against any and all claims, demands, losses, damages, costs and liability of any kind or nature (including reasonable attorney’s fees) which the City, its officers, officials, employees, agents or volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property (i) arising out of or from the Goods or delivery of the Goods, and (ii) to the extent arising from (a) Seller’s negligent acts, omissions or willful misconduct, (b) Seller's ownership or possession of the Goods during any period ending on or prior to the Effective Date, (c) Seller’s replacement of the Goods or any part thereof pursuant to this Agreement, and (d) Seller's breach of any of its representations, warranties or covenants under this Agreement.
13. Remedies. The remedies and rights conferred on the City by this Agreement are in addition to and cumulative with all other remedies and rights accorded the City under law or equity. Without limiting the generality of the foregoing, Seller agrees that if there is any defect in the Goods, as determined in City’s sole and absolute discretion, and upon written notice thereof given to Seller, Seller shall replace the defective Goods without delay or cost to the City . In the event of Seller’s failure to replace the Goods within ten (10) calendar days after being notified of such defects, City is hereby authorized to contract with another party for the purchase of replacement of Goods, and Seller shall reimburse City for all such costs immediately upon demand.
14. Survival of Representations and Warranties. All representations, warranties, covenants and agreements of the Parties contained in this Agreement shall survive the execution, delivery and performance of this Agreement.
15. Assignment. This Agreement may not be assigned by Seller without the express written consent of City. This Agreement shall be binding on, and shall inure to the benefit of, the Parties to it and their respective heirs, legal representatives, successors and assigns. All Goods manufacturer’s warranties shall be assigned to and turned over to the City.
16. Severability. If any provision of this Agreement is held invalid or unenforceable by any court of final jurisdiction, it is the intent of the P arties that all other provisions of this Agreement be construed to remain fully valid, enforceable, and binding on the Parties.
17. Entire Agreement: Modification: Waiver. This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and thereof and supersedes all prior and contemporaneous agreements, representations and understandings of the P arties, whether oral or written. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the P arties. No waiver of any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the Party making the waiver.
01007.0001 2154471.2
18. Contract Officer. Tim Grierson, Recreation Superintendent, or such person as may be designated by the City Manager is hereby designated as being the representative of the City authorized to act on its behalf with respect to th is Agreement and to make all decisions in connection therewith (“Contract Officer”).
19. Notices. All notices, requests, demands, and other communications under this Agreement shall be in writing and shall be deemed to have been duly given on the date of service if served personally on the Party to whom notice is to be given, or on the third day after mailing if mailed to the Party to whom notice is to be given, by first class mail, registered or certified, postage prepaid, and properly addressed as follows:
To Seller at: Safeware, Inc.
4403 Forbes Blvd.
Lanham, MD 20706-432
Attn: John Thompson
To City at: City of Carson
701 East Carson Street
Carson, CA 90745
Attn: City Manager
Any Party may change its address for purposes of this paragraph by giving the other Party written notice of the new address in the manner set forth above.
20. Warranty and 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 “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “non- interests” pursuant to Government Code Sections 1091 or 1091.5. Seller 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. Seller 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. Seller 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.
Seller’s Authorized Initials _______
21. Effects of Headings. The subject headings of the sections and subsections of this Agreement are included for convenience only and shall not affect or be considered in the construction or interpretation of any of its provisions. 01007.0001 2154471.2
22. Counterparts. This Agreement may be executed simultaneously in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile and electronic signatures shall be deemed the same as original signatures.
23. Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California as applied to contracts that are executed and performed entirely in California.
24. Termination. City may terminate this Agreement for any reason whatsoever, prior to delivery of the Goods and City’s payment of the Purchase Price therefor as set forth herein.
25. Venue. All proceedings involving disputes over the terms, provisions, covenants or conditions contained in this Agreement and all proceedings involving any enforcement action related to this Agreement shall be initiated and conducted in the applicable court or forum in Los Angeles County, California.
[SIGNATURES ON FOLLOWING PAGE]
01007.0001 2154471.2
IN WITNESS WHEREOF, the Parties to this Agreement have duly executed in on the day and year first above written.
CITY:
CITY OF CARSON, a municipal corporation
Lula Davis-Holmes, Mayor
ATTEST:
Dr. Khaleah R. Bradshaw, City Clerk
APPROVED AS TO FORM:
ALESHIRE & WYNDER, LLP
Sunny K. Soltani, City Attorney
SELLER:
SAFEWARE, INC., a Maryland corporation
By:
Name:
Title:
By:
Name:
Title:
Two corporate officer signatures required when Seller 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. APPROPRIATE ATTESTAT IONS
SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO SELLER’S BUSINESS ENTITY.
01007.0001 2154471.2
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: _____________________________________
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
_______________________________
TITLE(S)
PARTNER(S) LIMITED
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________
TITLE OR TYPE OF DOCUMENT
___________________________________
NUMBER OF PAGES
___________________________________
DATE OF DOCUMENT
___________________________________
SIGNER(S) OTHER THAN NAMED ABOVE
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. 01007.0001 2154471.2
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: _____________________________________
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
_______________________________
TITLE(S)
PARTNER(S) LIMITED
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________
TITLE OR TYPE OF DOCUMENT
___________________________________
NUMBER OF PAGES
___________________________________
DATE OF DOCUMENT
___________________________________
SIGNER(S) OTHER THAN NAMED ABOVE
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.
01007.0001 2154471.2 09999/0001/63760.01
EXHIBIT A
DESCRIPTION OF GOODS AND PRICING
11 01007.0001 2154471.2 09999/0001/63760.01
12 01007.0001 2154471.2 09999/0001/63760.01
CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, June 16, 2026, 5:00 PM
CONSENT 27. To: Honorable Mayor and City Council From: Dr. Arlington Rodgers, Director of Public Works PW Engineering Subject: CONSIDER ADOPTING RESOLUTION NO. 26-052 APPROVING THE FY 2026-2027 SB 1PROJECT LIST FOR ROAD MAINTENANCE AND REHABILITATION FUNDING UNDER THE ROAD REPAIRAND ACCOUNTABILITY ACT OF 2017 (CITY COUNCIL) I. SUMMARY
The California Transportation Commission (CTC) administers the annual reporting and funding requirements associated with Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017. As part of these requirements, all cities and counties seeking to receive Road Maintenance and Rehabilitation Account (RMRA) funding must annually identify and approve the projects proposed for SB 1 funding during the upcoming fiscal year.
To remain eligible for FY 2026-2027 RMRA funding, the City must adopt a resolution approving its SB 1 Project List and submit the approved project information to the California Transportation Commission. Adoption of the proposed resolution will satisfy the State's eligibility requirements and allow the City to receive SB 1 funding for planned roadway maintenance and rehabilitation improvements.
II. RECOMMENDATION
WAIVE further reading and ADOPT Resolution No. 26-052, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON, CALIFORNIA, ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 202627 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017”.
III. ALTERNATIVES
1. DO NOT ADOPT Resolution No. 26-052.
2. TAKE another action the City Council deems appropriate, consistent with the requirements of the law.
IV. BACKGROUND
On April 28, 2017, the Governor of California signed Senate Bill 1 (SB 1), also known as the Road Repair and Accountability Act of 2017. SB 1 established a long-term funding source to help cities, counties, and the State of California repair and improve aging transportation infrastructure. The legislation increased certain fuel taxes and vehicle registration fees, with revenues dedicated to maintaining and rehabilitating state highways and local streets and roads. These funds help local agencies address roadway deterioration, improve safety, and extend the useful life of critical transportation infrastructure.
As part of SB 1, the State created the Road Maintenance and Rehabilitation Account (RMRA), which provides annual funding allocations to eligible cities and counties for roadway maintenance and rehabilitation projects. To remain eligible to receive these funds each fiscal year, local agencies must adopt a resolution identifying the specific projects proposed for SB 1 funding and submit that information to the California Transportation Commission (CTC) before funds can be released by the State. Although the City Council previously approved a multi-year SB 1 project list, State regulations require the City to annually adopt a resolution identifying the projects proposed for funding during the upcoming fiscal year. Adoption of the attached resolution is therefore necessary to maintain the City's eligibility to receive RMRA funding for Fiscal Year 2026-2027.
Staff has prepared the attached resolution using the standard format required by the California Transportation Commission and recommends that the City Council adopt the resolution to ensure full compliance with State requirements. The proposed resolution identifies one project for FY 2026-2027 funding: the rehabilitation of Main Street between Lomita Boulevard and 228th Street. The proposed project will improve approximately 7,400 linear feet of Main Street, a major north-south arterial roadway that serves residents, businesses, and visitors traveling through the southern portion of the City. The work will include roadway rehabilitation and reconstruction to restore pavement conditions and improve ride quality for motorists. Improvements will consist of grinding and replacing deteriorated asphalt pavement with a new asphalt surface designed to extend the roadway's service life and improve driving conditions. In addition to roadway improvements, the project will repair and replace damaged concrete infrastructure, including curbs, gutters, sidewalks, driveway approaches, and pedestrian access ramps.
The pedestrian ramp improvements will be constructed to meet current Americans with Disabilities Act (ADA) accessibility standards, helping ensure safer and more accessible travel for all users, including individuals with disabilities.
The estimated useful life of the proposed improvements is approximately 20 years. Construction is anticipated to begin in September 2026 and be completed in January 2027. The City is projected to receive $6,274,241.77 in RMRA funding for Fiscal Year 2026-2027, which will be used to support implementation of the project. Adoption of the proposed resolution will allow the City to continue receiving State transportation funding while advancing a significant roadway improvement project that supports public safety, mobility, infrastructure preservation, and long- term fiscal stewardship of the City's transportation network.
V. FISCAL IMPACT
Fiscal Year 2026-2027 marks the tenth year of SB 1 implementation. Based on current State estimates, the City is anticipated to receive $6,274,241.77 in Road Maintenance and Rehabilitation Account (RMRA) funding. These funds are dedicated to roadway maintenance and rehabilitation projects and will help the City preserve, repair, and improve critical transportation infrastructure, enhance public safety, and extend the useful life of local streets and roadways.
VI. EXHIBITS
1. Location Map
2. Resolution No. 26-052 SB 1 Project List for FY 2026-27 Attachments
Location Map 1.pdf
Resolution No. 26-052 FY-2026-27-SB-1-Project-List
3 LOCATION MAP
PROJECT NO. 1757
Main Street Improvements from 228th Street to Lomita Boulevard
01007.0006/635012.1
RESOLUTION NO. 26-052
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON, CALIFORNIA, ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2026- 27 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017
WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 in order to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and
WHEREAS, the City must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City will receive an estimated $6,274,241.77 in RMRA funding in Fiscal Year 2026-27 from SB 1; and
WHEREAS, this is the tenth year in which the City is receiving SB 1 funding and will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repair and replacement of aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and
WHEREAS, the City has undergone a robust public process to ensure public input into our community’s transportation priorities/the project list; and
WHEREAS, the City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment; and
WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate Main Street, a north/south main arterial running across the City, this year, and multiple more similar projects into the future; and
WHEREAS, the 2023 California Statewide Local Streets and Roads Needs Assessment found that the City’s streets and roads are in an “at-risk/poor” condition, and this revenue will help us increase
RESOLUTION NO. 26-052
PAGE 2 OF 4
01007.0006/635012.1
the overall quality of our road system and over the next decade will bring our streets and roads into a “good” condition; and
WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting- edge technology, materials and practices, will have si gnificant positive co-benefits statewide.
NOW, THEREFORE IT IS HEREBY RESOLVED, ORDERED AND FOUND by the City Council of the City of Carson, State of California, as follows:
1. The foregoing recitals are true and correct.
2. The following project will be funded in part or solely with fiscal year 2026-2 7 Road Maintenance and Rehabilitation Account revenues:
A. Project Title: Proj . No. 1757 – Main Street Rehabilitation from Lomita Blvd. to 228th Street
Project Description: Main Street from Lomita Blvd. to 228th Street - a North -South Arterial street (approx. length of 7,400 L.F.) within Maintenance Zones #6 and #7 at the Southern section of the City of Carson. The project consists of roadway re construction, including A.C. grinding as required to allow for the new layer of asphalt 2.0" to 3.0" thick of asphalt to provide a good ride ability roadway surface. It also includes repair of broken and damaged concrete improvements including Curb & Gutter, Cross Gutters, Sidewalks, Driveway Approaches, Access Ramps to comply with ADA requirements. The estimated useful life is 20 years, the anticipated start of construction is in September 2026 and the date of completion is in January 2027.
3. The City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original Resolutions. The City Clerk shall keep a copy of this resolution attached to the FY 2026-27 budget on file.
4. This Resolution is effective on the date of its adoption.
PASSED, APPROVED AND ADOPTED by the City Council of the City of Carson, California, at a regular meeting held on the 16th day of June, 2026 .
RESOLUTION NO. 26-052
PAGE 3 OF 4
01007.0006/635012.1
__________________________________
ATTEST: Mayor Lula Davis-Holmes
________________________________
Deputy City Clerk Kourtney Cullors
APPROVED AS TO FORM:
________________________________
City Attorney Sunny K. Soltani
EXHIBIT NO. 2
RESOLUTION NO. 26-052
PAGE 4 OF 4
01007.0006/635012.1
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF CARSON )
I, Kourtney Cullors, Deputy City Clerk of the City of Carson, California, hereby certify that the foregoing resolut ion, being Resolution No. 26-052, was adopted by the Carson City Council at its meeting held on the 16th day of June 2026, by the following vote:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMEBES:
ABSENT: COUNCIL MEMBERS:
______________________________________
City Clerk Khaleah K. Bradshaw
CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, June 16, 2026, 5:00 PM
CONSENT 28. To: Honorable Mayor and City Council From: Dr. Arlington Rodgers, Director of Public Works PW Operations Subject: CONSIDER APPROVING A PURCHASE ORDER WITH DAKTRONICS, INC. FOR THEPURCHASE OF ONE GALAXY GT6X 8MM HIGH-RESOLUTION LED MARQUEE SIGN FOR CARSON PARKAND APPROVING A PUBLIC WORKS AGREEMENT WITH CUSTOM SIGNS, INC. FOR INSTALLATION OF THEMARQUEE (CITY COUNCIL) I. SUMMARY
The Public Works Department, in partnership with the Community Services Department, is requesting City Council approval to purchase a new Daktronics Galaxy GT6x 8MM high-resolution LED marquee sign for Carson Park.
The proposed sign will replace the existing digital marquee located along Main Street near the community pool, which is no longer functional and has reached the end of its service life. The replacement will restore the City's ability to effectively communicate community programs, special events, public notices, and emergency information to park visitors and residents. Staff evaluated repair options and determined that replacement components for the existing sign are costly, difficult to obtain, and may not provide a long-term or cost-effective solution. To improve reliability, simplify maintenance, and maintain consistency across City facilities, staff is recommending the purchase of a new marquee that is compatible with the Daktronics displays currently installed at Veterans Park and Foisia Park. Standardizing equipment across multiple locations will allow staff to utilize the same operating platform, software, training, maintenance procedures, and replacement parts, resulting in greater operational efficiency and reduced long-term maintenance costs.
The new high-resolution display will enhance the City's ability to communicate with residents by providing a modern, highly visible platform for community announcements, special events, recreation programs, public safety messages, emergency notifications, and other important information. Consequently, staff recommends approval of the proposed purchase to ensure continued and effective communication with the community while replacing aging infrastructure with a more reliable and technologically advanced system.
II. RECOMMENDATION
TAKE the following actions:
1. AUTHORIZE and APPROVE a purchase order in the amount of $63,583.36 to Daktronics Inc., for the purchase of one Galaxy GT6x 8MM high resolution display consistent with Omnia Partners Contract #R220601 (Exhibit 1); and,
2. APPROVE the proposed Public Works Agreement with Custom Signs, Inc. for a total not-to-exceed Contract Sum of $43,814.50, plus contingency for a grand total of $48,195.95 (Exhibit 4); and,
3. AUTHORIZE the Mayor to execute the Agreement with Custom Signs Inc., following approval as to form by the City Attorney.
III. ALTERNATIVES
1. DO NOT AUTHORIZE the Purchasing Manager to utilize Cooperative Purchasing, as allowed by CMC Section 2611(g) and issue a purchase order.
2. DO NOT APPROVE the Public Works Agreement, as allowed by CMC Section 2612.
3. TAKE another action the City Council deems appropriate, and consistent with the requirements of the law.
IV. BACKGROUND
The Public Works Department, in partnership with the Community Services Department, is requesting City Council approval to purchase a new Daktronics Galaxy GT6x 8MM high-resolution LED marquee sign for Carson Park.
The proposed sign will replace the existing digital marquee located along Main Street near the community pool, which is no longer functional and has reached the end of its service life. The proposed replacement, a Daktronics Galaxy GT6x 8MM high-resolution LED display, will significantly improve the City's ability to communicate with residents and park visitors. The new sign is capable of displaying full-color graphics, logos, event information, public announcements, emergency notifications, videos, and other messaging in a highly visible and user-friendly format. The system can also be managed remotely, allowing staff to quickly update content and provide timely information to the public.
To obtain the new marquee sign, staff is recommending the use of a cooperative purchasing program through Omnia Partners, a nationally recognized public purchasing cooperative that allows government agencies to leverage competitively procured contracts and volume pricing. Cooperative purchasing enables public agencies to obtain high-quality goods and services efficiently while reducing procurement time and administrative costs.
Pursuant to Section 2611(g) of the Carson Municipal Code, the City's Purchasing Manager has reviewed the Omnia Partners procurement process and determined that the contract awarded to Daktronics, Inc. under Omnia Partners Contract No. R220601 satisfies the City's cooperative purchasing requirements. Accordingly, the Purchasing Manager has authorized the use of this cooperative purchasing agreement in lieu of conducting a separate City bidding process for the purchase of the equipment.
Staff is therefore requesting City Council approval to purchase the Daktronics Galaxy GT6x 8MM LED display from Daktronics, Inc. through the Omnia Partners cooperative purchasing program for a total amount not to exceed $63,583.36. This procurement includes the manufacture, delivery, and related equipment necessary for operation of the new display. The cooperative purchasing agreement applies only to the purchase of the equipment and does not include installation. Because installation of the marquee sign constitutes a public works project, it must be procured separately in accordance with applicable provisions of the Carson Municipal Code and California Public Contract Code. To complete the project, staff is recommending approval of a separate Public Works Agreement with Custom Signs, Inc. for removal of the existing marquee sign and installation of the new Daktronics display.
The proposed scope of work includes demolition and disposal of the existing sign, installation of the new display and associated hardware, electrical connections, testing, and commissioning of the system. Staff has previously utilized Custom Signs, Inc. for similar marquee sign installations at Veterans Park and Foisia Park and has been satisfied with the quality, responsiveness, and timeliness of the firm's work.
The estimated cost of the installation project is $43,814.50. Under California Public Contract Code Section 22032, public projects with a value of $75,000 or less may be performed through a negotiated contract without formal bidding requirements. Because the cost of the proposed installation is below this threshold, staff recommends proceeding with a negotiated agreement with Custom Signs, Inc. Staff is requesting City Council approval of the Public Works Agreement in an amount not to exceed $43,814.50, together with a ten percent contingency to address any unforeseen conditions that may arise during installation. Approval of the proposed purchase and installation agreements will allow the City to replace an obsolete and inoperable sign with a modern communication tool that will improve public outreach, enhance promotion of community events and programs, support emergency messaging capabilities, and provide a long-term benefit to Carson Park visitors and residents.
V. FISCAL IMPACT
Funding for the proposed purchase of the Daktronics Galaxy GT6x 8MM LED marquee sign, in an amount not to exceed $63,583.36, is available in the Fiscal Year 2025-2026 General Fund Budget, Account No. 101-80-850-110- 8004. Funding for the proposed Public Works Agreement with Custom Signs, Inc. for removal of the existing marquee sign and installation of the new display, including the approved contingency for a total contract authority of $48,195.95, is available in the Fiscal Year 2025-2026 General Fund Budget, Account No. 101-80-850-110-6004.
Sufficient appropriations have been included in the adopted Fiscal Year 2025-2026 General Fund Budget to support both the purchase and installation of the new marquee sign. No additional budget appropriation is required as a result of the recommended actions.
VI. EXHIBITS
1. OMNIA Partners Contract
2. Quotation/Specifications
3. Purchasing Waiver
4. Public Works Agreement with Custom Signs Inc.
Attachments
1. OMNIA Partners Contract
2. Quotation/Specifications
3. Purchasing Waiver
4. Public Works Agreement with Custom Signs Inc.
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/93/94/95/96/97/98/99/100/i255/102/100/103/104/105/94/106/104/i255/107/93/108/i255/109/110/111/112/113/102/114/115/116/117/118/114/118/116/113/119/113/109/116/112/120/115/121/116/122/121/118/113/118/117/109/117/113/118/118/121 /115/123/124/125/i255/126/124/127/94/128
/93/104/106/129/130/i255/93/98/128/104/95/129/94/128/131/i255/132/128/94/95/96/128/104/125/104/100/129 DAKTRONICS QUOTE # 887924-1-1
12 /May/
2026
Quote Valid for:
120
days
Terms: Net
30 days from shipment
Subject to Credit Review
FCA: DESTINATION
Delivery: Call For Production Time
Carson Park
Freddy Loza
21411
Orrick Ave
Carson , CA USA
90745
Phone:
310-847-3500
Fax:
Email: [email protected]
Reference: Marquee
–
Omnia Partners Contract #R220601
Item
No.
Model
Description
Qty
Price
1 GT6x-135X405-8-RGB-2V
Galaxy® Outdoor Electronic Message Center -
GT6x Series - 8mm RGB; 2V Interconnect
Cable Length Is 20 Feet
1 $56,608.00
Matrix:
Line Spacing:
LED Color:
Face Configuration:
View Angle:
Cabinet Dimensions:
Max Power:
Weight:
135
lines by
405
columns
8 mm
RGB-
281
Trillion Colors
2 V - two one sided displays -
same content
140
degrees Horizontal x
70 degrees Vertical
4 '
2 " H X
11 '
1 " W X
0 '
7 " D
(Approx. Dimensions)
2815
watts/display
Unpackaged
410
lbs per
display; Packaged
545
lbs per
display
Daktronics Verizon Modem,
4G, Ethernet
Daktronics Verizon 4G Cellular Modem Only -
Requires Daktronics Verizon Cellular Data Plan
1 System Startup
Final Commissioning of Equipment
1 2
Taxes
10.75% - Subject to change at time of order
based on current tax rate & ship to location
1 $6,085.36
3 FREIGHT
Shipping to Azusa, CA via LTL (enclosed
trailer). Usually unloads at a dock. Forklift or
pallet jack may be required. Customer is
responsible for receiving & unloading truck
upon delivery.
1 $890.00
Services
4 G5C5-W
Five (5) Year Parts Only - Includes Customer
Care Level 3
1 Venus® Control Suite Basic
10-Year Subscription
Secure, web-based software that enables display
management anytime, anywhere via internet
connection.
1 Venus® Control Suite
Training Onboarding
Venus® self guided training videos. (English only.)
1 Venus® Control Suite - One-
on-One Webinar
Customized Venus® training in a live, web-
based, conference call format using the
customer's phone & computer. (English only.)
1 Daktronics Verizon Lifetime
4G Cellular Data Plan for
VCS, Up to 100,000 Pixels
Daktronics Verizon Lifetime 4G Cellular Data Plan
Per Modem, for Venus Control Suite on Displays
Up to 100,000 pixels. Excludes streaming data
feeds and diagnostics.
1 Quote # 887924-1 Rev 1