Corona City Council
July 1, 2026

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5 3.2.9.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Consultant or its subcontractors, consultants, subsubcontractors or subconsultants to meet any of the requirements provided for in Sections 3.2.9.1 or 3.2.9.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Consultant under Section 3.2.9.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

3.2.9.4 Labor Certification. By its signature hereunder, Consultant certifies that it 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 the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.2.9.5 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.9.6 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuelpowered engine. Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Promptly following the Effective Date of this Agreement, but in no event before Consultant commences any Services under this Agreement, Consultant shall provide evidence satisfactory to the City that it has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

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6 3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subconsultants.

Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury, advertising injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either per the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.

3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per occurrence of claim, $2,000,000 aggregate.

3.2.10.4 Insurance Endorsements. The insurance policies shall contain or be endorsed (amended) to include the following provisions:
(A) General Liability. The general liability policy shall state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to liability arising out of work or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection therewith (the endorsement form shall be at least as broad as ISO Form CG 20 10 11 85 or both CG 20 37 and one of the following: CG 20 10, CG 20 26, CG 20 33 or CG 20 38); and (2) the insurance coverage shall be primary insurance coverage as respects the City, its directors, officials, officers, employees, agents, and volunteers (the endorsement form shall be at least as broad as ISO CG 20 01 04 13). Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

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7 (B) Waiver of Subrogation – Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work or Services performed by the Consultant. (C) All Coverages. If Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City is entitled to the broader coverage and/or higher limits maintained by Consultant. Thus, any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

3.2.10.5 Other Provisions; Endorsements Preferred. Consultant shall endeavor to provide endorsements regarding the following provisions, but nonetheless understands, acknowledges and agrees that the following provisions shall apply and that failure to comply shall be considered to be a breach of this Agreement by Consultant:
(A) Waiver of Subrogation – All Other Policies. Consultant hereby waives all rights of subrogation any insurer of Consultant’s may acquire against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of any insurance policy which arise from work or Services performed by the Consultant.

Consultant understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer. (B) Notice. Consultant shall either: (1) require its insurer to provide thirty (30) days prior written notice to the City before coverage is suspended, voided, or canceled; or (2) notify City in writing that such notice is not available and forward any notice of such actions to the City within two (2) business days from date of receipt by Consultant. Consultant understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer.

3.2.10.6 Claims Made Policies. The following provisions shall apply to all policies that provide coverage on a claims-made basis: (A) the retroactive date must be shown and must be before the date on which any Services under this Agreement commence; (B) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Project; and (C) if coverage is canceled or not renewed and is not replaced with another claims-made policy with a retroactive date prior to the date on which any Services under this Agreement commence, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Project.

3.2.10.7 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigation, claims administration and defense expenses within the deductible or self-insured retention. The deductible or self-insured retention may be satisfied by either the named insured or the City.

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8 3.2.10.8 Acceptability of Insurers. Unless under the circumstances a different rating is otherwise acceptable to the City in its sole and absolute discretion, insurance is to be placed with insurers which are satisfactory to the City and which meet either of the following criteria : (1) an insurer with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted insurance carrier in California; or (2) an insurer with a current A.M. Best’s rating no less than A-:X and authorized to issue the required policies in California.

3.2.10.9 Verification of Coverage. Consultant shall furnish City with original certificates of insurance, as well as amendatory endorsements or copies of the applicable policy language effecting coverage required by this Agreement. All documents must be received and approved by the City before any Services commence; provided, however, that failure to obtain the required documents prior to the commencement of Services shall not waive Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.10.10 Reporting of Claims. Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.10.11 Sub-Consultants. All sub-consultants shall comply with each and every insurance provision of this Section 3.2.10. Consultant shall therefore not allow any sub-consultant to commence work on any subcontract to perform any part of the Services until it has provided evidence satisfactory to the City that the sub-consultant has secured all insurance required under this Agreement.

3.2.10.12 Special Risk or Circumstances. The City reserves the right, in its sole and absolute discretion, to modify the requirements of this Section 3.2.10, including limits, based on any of the following: (A) the nature of the risk of the Services; (B) the prior experience of the insured; (C) the rating or other quality or characteristic of the insurer; (D) any special or unique coverage issues; and (E) any other special or unique circumstances.

3.2.11 Safety. Consultant shall execute and maintain its work and Services so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Services and the conditions under which the Services are to be performed.

3.2.12 Payment Bond. The California Department of Industrial Relations (“DIR”) has communicated to the City that there is a possibility that a payment bond may be required for certain services provided in connection with a public works project. Since such a requirement is currently contrary to the industry standard for the services provided by Consultant under this Agreement and since there is no direct legal authority for this position, the City is not requiring Consultant to provide a payment bond at this time. However, the City hereby reserves the right to require the Consultant to obtain and provide a payment bond for some or all of the services provided by the Consultant under this Agreement.

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9 If the City determines that a payment bond is required for the services pursuant to Civil Code Section 9550 or any other applicable law, rule or regulation, Consultant shall execute and provide to City a payment bond in an amount required by the City and in a form provided or approved by the City. In the event a payment bond is required, the City agrees to compensate Consultant for all documented direct costs incurred by Consultant for such payment bond. The Parties shall memorialize the terms of such additional compensation and any other terms and conditions associated with the payment bond in an amendment to this Agreement.

3.2.13 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.3 Fees and Payments.

3.3.1 Rates & Total Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation, including authorized reimbursements, shall not exceed One Hundred Seventy-One Thousand Three Hundred Fifty-Five dollars ($171,355.00) (“Total Compensation”), without written approval of City’s Representative. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant.

The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City.

3.3.4 Extra Work. At any time during the Term of this Agreement, City may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

3.3.5 Prevailing Wages. Consultant is aware of the requirements of Chapter 1 (beginning at Section 1720 et seq.) of Part 7 of Division 2 of the California Labor Code, as well as Title 8, Section 16000 et seq. of the California Code of Regulations (“Prevailing Wage Laws”), Docusign Envelope ID: 1525167F-60F7-8FD7-839F-98D585672721

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10 which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects.If the Services involve federal funds or otherwise require compliance with the Davis-Bacon Fair Labor Standards Act, the Consultant and its subconsultants shall comply with the higher of the state or federal prevailing wage rates, and the “Prevailing Wage Laws” shall be deemed to include such federal wages laws. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the Total Compensation is $1,000 or more, Consultant and its subconsultants shall fully comply with the Prevailing Wage Laws for their employees and any others to whom such laws are applicable. Consultant and its subconsultants shall also be responsible for any and all violations and fines imposed on them pursuant to the Prevailing Wage Laws. Pursuant to SB 854, which amended the Prevailing Wage Laws, this Agreement would also be subject to compliance monitoring and enforcement by the California Department of Industrial Relations (“DIR”). Beginning April 1, 2015, no consultant or subconsultant may be awarded this Agreement unless registered with the DIR pursuant to Labor Code Section 1725.5. The City will report all necessary agreements to the DIR as required by the Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant’s principal place of business and at the Project site. It is most efficient for the Consultant to obtain a copy of the prevailing wages in effect at the commencement of this Agreement from the website of the Division of Labor Statistics and Research of the DIR located at www.dir.ca.gov/dlsr/. In the alternative, Consultant may obtain a copy of the prevailing wages from the City’s Representative. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 Apprenticeable Crafts. If the services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Consultant shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works when Consultant employs workmen in an apprenticeable craft or trade. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Consultant.

3.4 Termination of Agreement.

3.4.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, as well as any authorized reimbursable expenses, and Consultant shall be entitled to no further compensation.

Consultant may not terminate this Agreement except for cause.

3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services Docusign Envelope ID: 1525167F-60F7-8FD7-839F-98D585672721

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11 under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5 Ownership of Materials and Confidentiality.

3.5.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically, electronically or otherwise recorded or stored, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City's express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of five (5) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. In addition, before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.5.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.5.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant Docusign Envelope ID: 1525167F-60F7-8FD7-839F-98D585672721

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12 and its officers, directors, agents and employees from claims arising out of the negligent use or reuse of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.5.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.5 Confidentiality. All Documents & Data, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant. All Documents & Data shall not, without the prior written consent of City, be used or reproduced by Consultant for any purposes other than the performance of the Services. Consultant shall not disclose, cause or facilitate the disclosure of the Documents & Data to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant that is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6 General Provisions.

3.6.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:

Consultant:

RSG, Inc.
170 Eucalyptus Avenue, Suite 200
Vista, CA 92084
Attn: Tara Broughton, Principal
City:

City of Corona
400 South Vicentia Avenue, Suite 310
Corona, CA 92882
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13 Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.2 Indemnification. To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, to the extent arising out of, pertaining to, or incident to any alleged willful misconduct or negligent acts, errors or omissions of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all settlement amounts, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.

3.6.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code Sections 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, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.4 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.5 City’s Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

3.6.6.1 Subconsultants; Assignment or Transfer. Consultant shall not subcontract any portion of the Services required under this Agreement, except as expressly authorized herein, without the prior written approval of the City. Subcontracts, if any, shall include a provision making them subject to all provisions of this Agreement. Consultant shall also not Docusign Envelope ID: 1525167F-60F7-8FD7-839F-98D585672721

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14 assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to subcontract or take any other action not authorized herein shall be null and void, and any subconsultants, assignees, hypothecates or transferees shall acquire no right or interest by reason of such action.

3.6.7 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days.

All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.

3.6.8 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.9 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

3.6.10 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.6.6, there are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.11 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6.12 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the Term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

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15 3.6.13 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.6.14 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney’s fees and all other costs of such action.

3.6.15 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6.17 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.

3.6.18 Termination of Original Agreement. The Original Agreement is terminated effective July 1, 2026.
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16 CITY’S SIGNATURE PAGE FOR

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT
WITH RSG, INC.
(PROFESSIONAL SERVICES FOR IMPLEMENTATION AND MANAGEMENT OF

MOBILEHOME PARK RENT STABILIZATION ORDINANCE PROJECT)
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

CITY OF CORONA
By: _________________________
Jacob Ellis
City Manager
Reviewed By: _________________________
Karen Roper
Housing and Homeless Solutions Manager
Reviewed By: _________________________
Nicole McDaniel
Deputy Finance Director
Attest:
_________________________
Sylvia Edwards
City Clerk
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17 CONSULTANT’S SIGNATURE PAGE FOR

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT
WITH RSG, INC.
(PROFESSIONAL SERVICES FOR IMPLEMENTATION AND MANAGEMENT OF

OF MOBILEHOME PARK RENT STABILIZATION ORDINANCE PROJECT) IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

RSG, INC.
a California corporation
By: _________________________
Jim Simon
President/Secretary
By: _________________________
Tara Broughton
Vice President/Treasurer
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18 EXHIBIT “A”

SCOPE OF SERVICES
Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional services for implementation and management of the City’s mobilehome park rent stabilization ordinance. The Services are more particularly described herein.

The Consultant will perform the tasks specified below, as requested by the City.

Task 1: General Support
Tasks include:
• RSG will provide general support as needed to ensure successful implementation and management of the City’s RSO.
• Written Notices to Mobilehome Owners and Residents and Mobilehome Park Owners:

RSG will prepare required notices as required by the City’s adopted RSO. RSG will coordinate with the City to distribute written notices. • Staff Training: RSG will prepare training materials and provide training support as needed by City for RSO program implementation and management. Materials may include but are not limited to webinars, in-person meetings, written policies and procedures or other necessary training documents.
• RSG will attend and participate in City Council and City staff meetings as requested.

RSG will be available to conduct surveys, analyses, and community outreach as needed • RSG will provide support to answer questions of mobilehome owners, mobilehome park owners, and the general public about the RSO.
• RSG will work with City to provide information to mobilehome owners and mobilehome park owners regarding the provisions and requirements of the RSO. • RSG will be available to provide research, analysis, expert testimony, or other support to the City to support implementation and management of the City’s mobilehome rent stabilization ordinance.

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19 Task 2: Review and Certification of Vacancy and CPI Rent Increases • CPI Rent Increase Calculations: RSG will prepare and work with City to distribute allowable rent increase amounts to affected property owners pursuant to the procedures detailed the City’s adopted RSO. Consumer Price Index (CPI) calculations will determine the allowable rent increase percentage to be charged by a mobilehome park owner.

Task 3: Fair Return Petitions (Up to 2 Petitions)
• Fair Return Petition Analysis: If a mobilehome park owner believes the annual CPI rent increase does not allow for a sufficient fair return on investment, the owner may file a petition for a fair return increase that may allow for an adjustment above the CPI calculation. RSG will review Fair Return Petition Applications and evaluate an applicant's request to increase rents above the amount automatically allowed under the rent stabilization ordinance, in order to receive a fair and reasonable return. This process requires reviewing income and expense information and performing a maintenance of net operating income (“MNOI”) analysis to determine a fair and reasonable rent increase.
• MNOI Method: The MNOI method is a recognized and accepted practice used in other jurisdictions for evaluating fair return increases under rent stabilization. RSG will calculate the base year and current year net operating income (“NOI”) for a park using actual historical revenue and expenses for that property, collected through the Petition process. RSG will provide the analysis to the City for review and approval of allowable rent increase amount. RSG will also evaluate all the other factors that may be considered by the City as part of the rent increase as detailed in the RSO. • Fair Return Petition Appeals Hearings: RSG will be available to attend up to two appeals hearings to answer any questions that the public or hearing officers may have on the MNOI analysis. This includes time for hearing preparation and any required briefings by legal counsel prior to the hearing(s).

Task 4: Capital Improvement Petitions (Up to 3 Petitions) • Capital Improvements Analysis: RSG will review Capital Improvement Petitions. RSG will determine the amount of the temporary rent increase warranted, if any. RSG will prepare a written evaluation of the materials submitted by the applicant and residents. The written evaluation will include a description of RSG’s calculations.

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20 Task 5: Homeowner Petitions (Up to 2 Petitions)
• Homeowner Petition Analysis: RSG will review resident homeowners petitions which may include a request for a one-time refund or permanent decrease in monthly rent or capital improvement rent increase, or a temporary rent suspension if a park owner has (1) demanded or received rent in excess of that permitted by the RSO, (2) has failed to maintain the mobilehome park or mobilehome spaces in a habitable condition, or (3) has reduced housing services.
o RSG will prepare a written evaluation of the materials submitted by the applicant and residents. The written evaluation will include a description of RSG’s calculations.
o RSG will work with City to ensure Homeowner pays required fee and will work with City to request a fee refund if requested adjustment is approved. o RSG will work with City to educate Homeowners that (1) petitions must be submitted within two years from the date the homeowner knew, or reasonably should have known, of the condition(s) upon which the petition is based, (2) no more than one petition may be submitted per mobilehome space within a 12- month period and (3) no more than one petition based upon same factual circumstances within same mobilehome park may be submitted by any space during a 12-month period.

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21 EXHIBIT “B”

SCHEDULE OF SERVICES
Consultant shall complete the Services within the Term of this Agreement and shall meet any other reasonable schedules and deadlines established by City’s Representative.

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22 EXHIBIT “C”

COMPENSATION
Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth herein.

CITY OF CORONA
FY 2026-27 Mobilehome Park Rent
Stabilization Ordinance Implementation
and Management Support

Principal Director
Senior
Analyst Analyst Total
Hours
Total
Scope of Service $305 $295 $185 $170 Cost
Task 1: General Support 0 240 0 0 240 $70,800
Task 2: Review and Certification
of Vacancy & CPI Rent Increases 0 50 0 0 50 $14,750
Task 3: Fair Return Petitions (2
Petitions) 20 60 100 30 210 $47,400
Task 4: Capital Improvement
Petitions (3 Petitions) 15 45 45 0 105 $26,175
Task 5: Homeowner Petitions (2
Petitions) 0 10 50 0 60 $12,230
Total 35 405 195 30 665 $171,355
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DATE: 07/01/2026
TO: Honorable Mayor and City Council Members
FROM: Economic Development Department
2026-239

REQUEST FOR CITY COUNCIL ACTION
SUBJECT:

PROFESSIONAL SERVICES AGREEMENT FOR PROPERTY MANAGEMENT SERVICES AT THE HUB.

EXECUTIVE SUMMARY:

This staff report asks that the City Council approve a Professional Services Agreement with G&E Real Estate Management Services, Inc., dba Newmark, for Property Management Services at The Hub. The selected firm will provide comprehensive property management services to support the stabilization, operational efficiency, and long-term performance of this key City-owned economic development asset.

RECOMMENDED ACTION:

That the City Council:
a. Approve the Professional Services Agreement with G&E Real Estate Management Services, Inc., dba Newmark, for property management services for a term of five (5) years in the amount of $512,028, and waive any and all minor irregularities in the proposal.
b. Award Request for Proposals No. 26-017AS for The Hub Property Management Services to G&E Real Estate Management Services, Inc., dba Newmark, 18400 Von Karman Avenue, Suite 150, Irvine, CA 92612, in the amount of $512,028, and waive any and all minor irregularities in the proposal.

c. Authorize the City Manager, or designee, to execute the Professional Services Agreement with G&E Real Estate Management Services, Inc., dba Newmark, in the amount of $512,028, including any non-substantive extensions, change orders, purchase orders, and amendments up to 10% of the contract amount ($51,202). d. Authorize the City Manager, or designee, to issue purchase orders annually to G&E Real Estate Management Services, Inc., dba Newmark, in the annual amounts outlined within the Professional Services Agreement. e. Authorize an appropriation in the amount of $96,000 in the Economic Development Department’s Operating Budget and an estimated revenue increase in the amount of $1,281,546 in the Corona Mall Property Fund (FD_1130) for FY 2027.

BACKGROUND & HISTORY:

The Hub (formerly known as South Mall) is a City-owned property in Downtown Corona that serves as a multi-tenant destination for retail, dining, and entertainment. The property includes indoor tenant spaces and a shared outdoor communal area, designed to support events and community gatherings.

On December 24, 2024, the City of Corona acquired The Hub (formerly South Mall) as part of its strategic downtown revitalization efforts, with the goal of activating the property, supporting local businesses, and enhancing the downtown experience.

ANALYSIS:

To ensure the effective operation and long-term success of The Hub, the City initiated a competitive procurement process to secure qualified property management services. The selected firm will be responsible for comprehensive property management functions, including lease administration, tenant relations, rent collection, maintenance coordination, vendor oversight, and financial reporting.

Request for Proposals (RFP) No. 26-017AS for Property Management Services for The Hub (South Mall) was advertised on December 23, 2025, pursuant to CMC Section

3.08.110 Non-public projects formal bidding procedure, and posted on the City’s bidding portal, PlanetBids. To encourage a more competitive solicitation process, and due to lower-than-anticipated interest, the City issued Addendum No. 2 on January 26, 2026, followed by Addendum No. 3 on February 10, 2026, which reopened and extended the Request for Information (RFI) deadline to February 17, 2026, and extended the proposal submission deadline to March 2, 2026. On March 2, 2026, seven (7) proposals were received through the PlanetBids.

In total:
 249 vendors received notification of the RFP through PlanetBids; and  10 vendors viewed the RFP in PlanetBids.

The following is a summary of the proposal’s evaluation results:

Firm Name Location Total Points
(Maximum
out of 100)
Rank
G&E Real Estate Management Services,
Inc. dba Newmark
Irvine, CA 86 1
CBRE, Inc. Los Angeles,
CA
83 2
MAB Realty, Inc. Corona, CA 79 3
Ground Review, LLC Irvine, CA 76 4
Welcome Home Property Management
L.A., Inc.

Los Angeles,
CA
63 5
Frontline Facility Solutions LLC Lakeside, CA 56 6
A New Start: Financial & Social Services
Inc.

Davie, FL 52 7
Proposals were evaluated by a panel of three City staff members based on the following criteria:
 Completeness of the response (pass or fail);
 Qualifications of the firm (30 points);
 Qualifications of personnel (25 points);
 Work plan/Project understanding and approach (30 points); and  Value (15 points).

Following evaluation and scoring, G&E Real Estate Management Services, Inc., dba Newmark, received the highest overall score and was determined to provide the best overall value to the City. Compared to other proposals, Newmark demonstrated superior qualifications, extensive experience managing similar multi-tenant commercial assets, and a comprehensive approach to property operations, financial reporting, and tenant relations. While several firms submitted competitive proposals, Newmark’s combination of cost structure, depth of resources, and demonstrated performance history positioned it as the most advantageous firm to work with the City.

Staff recommend that the top firm, G&E Real Estate Management Services, Inc., dba Newmark, be retained to perform Property Management Services for The Hub.

FINANCIAL IMPACT:

Approval of the recommended actions will result in an estimated revenue increase in the amount of $1,281,546 in the Corona Mall Property Fund (FD_1130) for FY 2027, assuming a phased lease-up period, as full occupancy of City-owned space is not expected to occur immediately. Revenue projections for future years will be evaluated and incorporated, as appropriate, through the annual budget process. In addition, approval of the recommended actions will result in an appropriation in the amount of $96,000 in the Economic Development Department’s Operating Budget within the Corona Mall Property Fund (FD_1130), for the first year of the five-year agreement. Future funding will be recommended through the annual budget process.

The proposed five-year agreement has a minimum of $512,028 based on Newmark’s guaranteed base management fees and staffing reimbursements. Actual compensation may vary based on a percentage of gross revenues generated at the property; however, the minimum amount provides a conservative and predictable cost basis for budgeting purposes.

The selected firm’s competitive fee structure, combined with its ability to enhance operational efficiency and tenant performance, is anticipated to maximize the financial performance of this City-owned asset over the term of the agreement.

ENVIRONMENTAL ANALYSIS:

This action is categorically exempt pursuant to Section 15061(b)(3) of the Guidelines for the California Environmental Quality Act (CEQA), which state that project is exempt from CEQA if the activity is covered by the common sense exemption that CEQA applies only to projects that have the potential for causing a significant effect on the environment.

Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. This action is to approve a Professional Services Agreement with G&E Real Estate Management Services, Inc., dba Newmark, and there is no possibility that approval of the recommended actions will have a significant effect on the environment. Therefore, no environmental analysis is required.

PREPARED BY: JOEL BELDING, ECONOMIC DEVELOPMENT DIRECTOR REVIEWED BY: JUSTIN TUCKER, ASSISTANT CITY MANAGER
ATTACHMENTS:

1. Professional Services Agreement with Newmark

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CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT
WITH
G&E REAL ESTATE MANAGEMENT SERVICES, INC. DBA NEWMARK
(PROPERTY MANAGEMENT SERVICES – THE HUB PROPERTY MANAGEMENT SERVICES, RFP 26-017AS)

1. PARTIES AND DATE.

This Agreement is made and entered into this day of , 2026 (“Effective Date”) by and between the City of Corona, a municipal corporation organized under the laws of the State of California with its principal place of business at 400 South Vicentia Avenue, Corona, California 92882 (“City”) and G&E Real Estate Management Services, Inc. dba Newmark, a Delaware corporation with its principal place of business at 18401 Von Karman Ave, Suite 150, Irvine, CA 92612 (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.

Consultant represents that it is experienced in providing property management services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such services for The Hub Property Management Services, RFP 26-017AS project (“Project”) as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional property management consulting services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules, and regulations.

3.1.2 Term.

3.1.2.1 Initial Term. The initial term of this Agreement shall be from ___________________ to June 30, 2031 (“Initial Term”), unless earlier terminated as provided herein.

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Consultant shall complete the Services within the Term of this Agreement, and shall meet any other established schedules and deadlines.

3.1.2.2 Renewal Term(s). The Initial Term shall be automatically extended for one (1) additional five (5) year period (each a “Renewal Term”) with automatic rate increases as provided for in Section 3.3.1.2 below.

3.1.2.3 Term Defined. The terms “Term” and “Renewal Term” may sometimes be generally and collectively referred to as “Term” in this Agreement.

3.2 Responsibilities of Consultant.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Consultant retains the right to perform similar or different services for others during the Term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services within the Term of this Agreement, in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference, and in accordance with any other completion schedule or milestones which may be separately agreed upon in writing by the Parties. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant’s conformance with the Schedule, City shall respond to Consultant’s submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All Services performed by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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property, shall be promptly removed from the Project by the Consultant at the request of the City.

The key personnel for performance of this Agreement are as follows: Jaclyn Karcher.

3.2.5 City’s Representative. The City hereby designates Joel Belding, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.2.6 Consultant’s Representative. Consultant hereby designates Jaclyn Karcher and Mary Beth Volpini, or his or her designee, to act as its representative for the performance of this Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement.

The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant agrees that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants shall have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the Term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Laws and Regulations; Employee/Labor Certifications. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work or Services knowing them to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.9.1 Employment Eligibility; Consultant. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Consultant.

Consultant also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the Term of the Agreement. Consultant shall avoid any violation of any such law during the Term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.9 or any of its subsections.

3.2.9.2 Employment Eligibility; Subcontractors, Consultants, Subsubcontractors and Subconsultants. To the same extent and under the same conditions as Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and subconsultants performing any work or Services relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section

3.2.9.1. 3.2.9.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Consultant or its subcontractors, consultants, subsubcontractors or subconsultants to meet any of the requirements provided for in Sections 3.2.9.1 or 3.2.9.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Consultant under Section 3.2.9.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

3.2.9.4 Labor Certification. By its signature hereunder, Consultant certifies that it 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 the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

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3.2.9.5 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.9.6 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuelpowered engine. Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Before Consultant commences any Services under this Agreement, Consultant shall provide evidence satisfactory to the City that it has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subconsultants.

Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 minimum; per occurrence for bodily injury, personal injury, advertising injury and property damage. If Commercial General Liability Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability:
$1,000,000 minimum; per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 minimum; per accident for bodily injury or disease.

3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.

3.2.10.4 Insurance Endorsements. The insurance policies shall contain or be endorsed (amended) to include the following provisions:
(A) General Liability. The general liability policy shall state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to liability arising out of work or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection therewith (the endorsement form shall be at least as broad as ISO Form CG 20 10 11 85 or both CG 20 37 and one of the following: CG 20 10, CG 20 26, CG 20 33 or CG 20 38); and (2) the insurance coverage shall be primary insurance coverage as respects the City, its directors, officials, officers, employees, agents, and volunteers (the endorsement form shall be at least as broad as ISO CG 20 01 04 13). Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.
(B) Waiver of Subrogation – Workers’ Compensation and
Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work or Services performed by the Consultant. (C) All Coverages. If Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City is entitled to the broader coverage and/or higher limits maintained by Consultant. Thus, any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

3.2.10.5 Other Provisions; Endorsements Preferred. Consultant shall endeavor to provide endorsements regarding the following provisions, but nonetheless understands, acknowledges and agrees that the following provisions shall apply and that failure to comply shall be considered to be a breach of this Agreement by Consultant:
(A) Waiver of Subrogation – All Other Policies. Consultant hereby waives all rights of subrogation any insurer of Consultant’s may acquire against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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of any insurance policy which arise from work or Services performed by the Consultant.

Consultant understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer. (B) Notice. Consultant shall either: (1) require its insurer to provide thirty (30) days prior written notice to the City before coverage is suspended, voided, or canceled; or (2) notify City in writing that such notice is not available and forward any notice of such actions to the City within two (2) business days from date of receipt by Consultant. Consultant understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer.

3.2.10.6 Claims Made Policies. The following provisions shall apply to all policies that provide coverage on a claims-made basis: (A) the retroactive date must be shown and must be before the date on which any Services under this Agreement commence; (B) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Project; and (C) if coverage is canceled or not renewed and is not replaced with another claims-made policy with a retroactive date prior to the date on which any Services under this Agreement commence, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Project.

3.2.10.7 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigation, claims administration and defense expenses within the deductible or self-insured retention. The deductible or self-insured retention may be satisfied by either the named insured or the City.

3.2.10.8 Acceptability of Insurers. Unless under the circumstances a different rating is otherwise acceptable to the City in its sole and absolute discretion, insurance is to be placed with insurers which are satisfactory to the City and which meet either of the following criteria : (1) an insurer with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted insurance carrier in California; or (2) an insurer with a current A.M. Best’s rating no less than A-:X and authorized to issue the required policies in California.

3.2.10.9 Verification of Coverage (Initially & Annually). Consultant shall furnish City with original certificates of insurance, as well as amendatory endorsements or copies of the applicable policy language effecting coverage required by this Agreement.

Consultant’s obligation herein shall be met not only with the commencement of the Initial Term, but annually as well for duration of the Agreement. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.10.10 Reporting of Claims. Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.10.11 Sub-Consultants. All sub-consultants shall comply with each and every insurance provision of this Section 3.2.10. Consultant shall therefore not allow any sub-consultant to commence work on any subcontract to perform any part of the Services until Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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it has provided evidence satisfactory to the City that the sub-consultant has secured all insurance required under this Agreement.

3.2.10.12 Special Risk or Circumstances. The City reserves the right, in its sole and absolute discretion, to modify the requirements of this Section 3.2.10, including limits, based on any of the following: (A) the nature of the risk of the Services; (B) the prior experience of the insured; (C) the rating or other quality or characteristic of the insurer; (D) any special or unique coverage issues; and (E) any other special or unique circumstances.

3.2.11 Safety. Consultant shall execute and maintain its work and Services so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Services and the conditions under which the Services are to be performed.

3.2.12 Payment Bond. The California Department of Industrial Relations (“DIR”) has communicated to the City that there is a possibility that a payment bond may be required for certain services provided in connection with a public works project. Since such a requirement is currently contrary to the industry standard for the services provided by Consultant under this Agreement and since there is no direct legal authority for this position, the City is not requiring Consultant to provide a payment bond at this time. However, the City hereby reserves the right to require the Consultant to obtain and provide a payment bond for some or all of the Services provided by the Consultant under this Agreement.

If the City determines that a payment bond is required for the Services pursuant to Civil Code Section 9550 or any other applicable law, rule or regulation, Consultant shall execute and provide to City a payment bond in an amount required by the City and in a form provided or approved by the City. In the event a payment bond is required, the City agrees to compensate Consultant for all documented direct costs incurred by Consultant for such payment bond. The Parties shall memorialize the terms of such additional compensation and any other terms and conditions associated with the payment bond in an amendment to this Agreement.

3.2.13 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.3 Fees and Payments.

3.3.1 Rates & Total Compensation.

3.3.1.1 Initial Term - Rates. During the Initial Term, Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference.

3.3.1.2 Renewal Term(s) - Rate Increases. Rates to be paid during any Renewal Term shall be as provided for in the written amendment(s) entered into for such Renewal Term(s).

3.3.1.3 Initial Term - Total Compensation. The total compensation paid, including authorized reimbursements, for all Services rendered under this Agreement during the Initial Term (“Total Compensation”) shall as set forth in Exhibit “C” (Compensation), attached hereto and incorporated herein by reference. Other than the staffing reimbursement fee described in Exhibit “C”, the compensation paid to Consultant during any fiscal year is not a fixed amount and may vary based on the annualized fees and gross rental income based compensation structure set forth in Exhibit “C”.

3.3.1.4 Renewal Term(s) - Total Compensation. The Total Compensation to be paid during each City fiscal year (July through June) of any Renewal Term shall be as provided for in the written amendment(s) entered into for such Renewal Term(s).

3.3.1.5 Extra Work – Compensation. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant.

The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City.

3.3.4 Extra Work. At any time during the Term of this Agreement, City may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

3.3.5 Prevailing Wages. Consultant is aware of the requirements of Chapter 1 (beginning at Section 1720 et seq.) of Part 7 of Division 2 of the California Labor Code, as well as Title 8, Section 16000 et seq. of the California Code of Regulations (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects.If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the Total Compensation is $1,000 or more, Consultant and its subconsultants shall fully comply Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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with the Prevailing Wage Laws for their employees and any others to whom such laws are applicable. Consultant and its subconsultants shall also be responsible for any and all violations and fines imposed on them pursuant to the Prevailing Wage Laws. Pursuant to SB 854, which amended the Prevailing Wage Laws, this Agreement would also be subject to compliance monitoring and enforcement by the California Department of Industrial Relations (“DIR”). Beginning April 1, 2015, no consultant or subconsultant may be awarded this Agreement unless registered with the DIR pursuant to Labor Code Section 1725.5. The City will report all necessary agreements to the DIR as required by the Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant’s principal place of business and at the Project site. It is most efficient for the Consultant to obtain a copy of the prevailing wages in effect at the commencement of this Agreement from the website of the Division of Labor Statistics and Research of the DIR located at www.dir.ca.gov/dlsr/. In the alternative, Consultant may obtain a copy of the prevailing wages from the City’s Representative. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 Apprenticeable Crafts. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Consultant shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works when Consultant employs workmen in an apprenticeable craft or trade. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Consultant.

3.4 Termination of Agreement.

3.4.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, as well as any authorized reimbursable expenses, and Consultant shall be entitled to no further compensation.

Consultant may not terminate this Agreement except for cause.

3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5 Ownership of Materials and Confidentiality.

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3.5.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically, electronically or otherwise recorded or stored, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City's express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of five (5) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. In addition, before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.5.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.5.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or reuse of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

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3.5.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.5 Confidentiality. All Documents & Data, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant. All Documents & Data shall not, without the prior written consent of City, be used or reproduced by Consultant for any purposes other than the performance of the Services. Consultant shall not disclose, cause or facilitate the disclosure of the Documents & Data to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant that is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6 General Provisions.

3.6.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:

Consultant:

G&E Real Estate Management Services, Inc. dba Newmark
18401 Von Karman Avenue
Suite 150
Irvine, CA 92612
Attn: Jaclyn Karcher
City:

City of Corona
400 South Vicentia Avenue
Corona, CA 92882
Attn: Joel Belding, Economic Development
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.2 Indemnification. To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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property or persons, including wrongful death, to the extent arising out of, pertaining to, or incident to any alleged willful misconduct or negligent acts, errors or omissions of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all settlement amounts, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.

3.6.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code Sections 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, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.4 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.5 City’s Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

3.6.6.1 Subconsultants; Assignment or Transfer. Consultant shall not subcontract any portion of the Services required under this Agreement, except as expressly authorized herein, without the prior written approval of the City. Subcontracts, if any, shall include a provision making them subject to all provisions of this Agreement. Consultant shall also not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to subcontract or take any other action not authorized herein shall be null and void, and any subconsultants, assignees, hypothecates or transferees shall acquire no right or interest by reason of such action.

3.6.7 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days.

All references to Consultant include all personnel, employees, agents, and subconsultants of Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.

3.6.8 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.9 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

3.6.10 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.6.6, there are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.11 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6.12 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the Term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.6.13 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.6.14 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney’s fees and all other costs of such action.

3.6.15 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6.17 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.
[SIGNATURES ON NEXT 2 PAGES]
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CITY’S SIGNATURE PAGE FOR

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT
WITH
G&E REAL ESTATE MANAGEMENT SERVICES, INC. DBA NEWMARK
(PROPERTY MANAGEMENT SERVICES – THE HUB PROPERTY MANAGEMENT SERVICES, RFP 26-017AS)
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

CITY OF CORONA
By: _________________________
Joel Belding
Economic Development Director
Reviewed By: _________________________
Elisa Laurel
Economic Development Administrator
Reviewed By: _________________________
Teresa Maryanski
Real Estate Business Retention Admin
Reviewed By: _________________________
Nicole McDaniel
Deputy Director of Finance
Attest:_________________________
Sylvia Edwards, City Clerk
City of Corona, California
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CONSULTANT’S SIGNATURE PAGE FOR

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT
WITH
G&E REAL ESTATE MANAGEMENT SERVICES, INC. DBA NEWMARK
(PROPERTY MANAGEMENT SERVICES – THE HUB PROPERTY MANAGEMENT SERVICES, RFP 26-017AS)
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

G&E REAL ESTATE MANAGEMENT SERVICES, INC. DBA NEWMARK
a Delaware corporation
By: _________________________
Ryan Robert Cox
Vice President
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EXHIBIT “A”

SCOPE OF SERVICES
Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional Property Management Services necessary for the Project. The Services are more particularly described herein.

A. OVERVIEW
The City seeks a qualified Property Management Firm (“Consultant”) to provide fullservice management of multiple City-owned commercial properties. • General Management – oversee daily operations, enforce lease terms and house rules, maintain positive tenant relationships and handle tenant inquiries. • Maintenance and Repairs – coordinate routine maintenance, repairs, and emergency services, manage janitorial, landscaping, and other contracted services, and ensure compliance with safety health and building codes. • Financial and Administrative – collect rents and other receivables, prepare monthly financial reports, budgets, and variance analyses, administer operating accounts and capital reserves, and oversee insurance compliance and risk management. • Leasing Support – coordinate with leasing agents and support tenant onboarding and manage move-ins, move-outs, and lease renewals.
• Capital Improvements – assist with planning and oversight of capital improvements or upgrades and provide cost estimates, contractor coordination, and progress updates, ensuring all activities comply with applicable local, state, and federal laws. • Project Management 5% of the total project cost (if requested) B. SCHEDULE OF PERFORMANCE – refer to Exhibit “B” (Schedule of Services) C. PROPERTY LOCATIONS
The scope covers the following City-owned properties in Corona, California:
• 601 S Main Street, Corona CA 92879
• 725 S Main Street, Corona CA 92879
• 683 S Main Street, Suites 109, 107, 103, 101, Corona CA 92879 • 675 S Main Street Corona CA 92879
• 152 E 6th Street, Corona CA 92879
• 106 E 6th Street, Suites A&B, Corona CA 92879
• 114 E 6th Street, Corona CA 92879
• 122 E 6th Street, Corona CA 92879
• 138 E 6th Street, Corona CA 92879
D. THE FOLLOWING PRESENTS THE SCOPE OF SERVICES FOR THE HUB

PROPERTY MANAGEMENT SERVICES INCLUDING BUT NOT LIMITED TO THE FOLLOWING:

1. Management: Consultant’s Property Manager shall manage, operate, and maintain the Property in an efficient, economic, and satisfactory manner and shall manage the Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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performance of everything reasonably necessary for the proper operation of the Property for the tenants thereof. At the expense of the City, Consultant’s Property Manager shall keep the Property clean and in good repair, shall order and supervise the completion of such repairs as may be required and shall generally do and perform, or cause to be done or performed, all things necessary, required or desirable for the proper and efficient management, operation, and maintenance of the Property, in a manner reasonably satisfactory to the City. The City shall make available to the Consultant’s Property Manager sufficient sums to pay the costs thereof. The Consultant’s Property Manager shall perform all services in a diligent and professional manner.

2. Collection of Rents and Enforcement of Leases: Consultant’s Property Manager shall operate the Property in the same manner as is customary and usual for such property and shall provide such services as are customarily provided by operators of properties of comparable class and standing consistent with the Property’s facilities. In addition to other obligations of the Consultant’s Property Manager set forth herein, the Consultant’s Property Manager shall render the following services and perform the following duties for the City in a faithful, diligent and efficient manner:
a) Maintain business like relations with tenants whose service requests shall be received, considered, and recorded in systematic fashion in order to show the action taken with respect to each;
b) Request, demand, collect, receive, and provide receipt for any and all charges or rents which become due to the City;
c) Notify the City within ten (10) days of any default in the rent and/or lease terms; and
d) Take all steps necessary, including legal actions, for the collection of delinquent rents and/or eviction with prior consent of City.

3. Payment of Expenses: Consultant’s Property Manager shall pay all operating expenses and all other authorized expenses relating to the Property from revenues received from the Property and any required capital for the City. The balance of all such proceeds, if any, shall be disbursed to City no less frequently than once per month by the 15th of each month. All supplies, tools, and equipment purchased by the Property Manager for use on the Property shall be deemed an operating expense of the Property and remain the property of the City.

The Consultant shall comply with Senate Bill 854 (2014) requiring the payment of prevailing wage labor as determined by the Director of the Department of Industrial Relations. The Director’s determination of prevailing wage rates is available online at https://www.dir.ca.gov/oprl/dprewagedetermination.htm. The Consultant Property Manager and all vendors shall register with the Department of Industrial Relations in order to bid and perform public works projects. The Consultant’s Property Manager and all vendors on all public works projects shall submit electronic certified payrolls to the Labor Commissioner and City unless excused from this requirement.

4. Security, Maintenance and Repair: Consultant’s Property Manager shall supervise and arrange for the routine maintenance and minor repairs of the Property, including Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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arrangement for janitorial service and security guard(s). The Consultant’s Property Manager shall pay actual and reasonable expenses for materials and labor for such purposes from the Trust Account provided that any single expenditure in excess of $10,000.00 must be supported by obtaining a minimum of 3 written bids and approved by the City. The City will contract and manage any major capital improvements and expenditures deemed necessary for the Property in excess of $25,000.

5. Employees: Consultant’s Property Manager shall hire, supervise, and terminate all labor and employees reasonably required in the maintenance, management, and operation of the Property. The Consultant’s Property Manager shall prepare all payroll and tax returns and other appropriate returns and reports relating to such employees, including, without limitation, any and all employment verification forms required under the Immigration Reform and Control Act and the regulations of the Immigration and Naturalization Service. Each of such employees shall be deemed to be independent contractors or employees of Property Manager, and not of the City.

6. Trust Accounts: Consultant’s Property Manager shall maintain such trust accounts, at such institutions as the City shall designate. The Consultant’s Property Manager shall deposit therein all revenues received from the Property from which officers and/or employees designated by the Consultant’s Property Manager and approved by the City shall have the right to draw checks in payment of labor and costs related to the Property.

Such amounts shall not be commingled with accounts for any other project managed by the Consultant’s Property Manager and shall be kept separate from the Consultant’s Property Manager’s personal account.

7. Governmental Compliance: Consultant’s Property Manager shall take all necessary action to comply promptly with all laws, ordinances, regulations, and orders affecting the Property. The Consultant’s Property Manager, however, shall not take any action so long as the City is contesting or has affirmed its intention to contest any such order, regulation, ordinance, or law.

8. Claims: Consultant’s Property Manager shall promptly investigate all accidents or claims for damages relating to the ownership, operation, and maintenance of the Property, including any damage to or destruction of the Property, and the estimated cost of repair thereof. The Consultant’s Property Manager shall cooperate and make any and all reports required by an insurance carrier or governmental authority in connection therewith.

9. Other Services: Consultant’s Property Manager shall take such further actions in connection with the management, leasing, operation, planning, and development of the Property, as the City shall reasonably require, including the following:
a) Conduct a preliminary field investigation to evaluate common areas and parking facilities and ensure that each tenant is in compliance with all rental/lease agreement terms;
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b) Personally visit with each tenant on a bi‐monthly basis to discuss tenant concerns and verify lease compliance. Also on a weekly basis, inspect the Property for potential safety and maintenance issues;
c) Determine the necessity to personally assess the need for both minor and major repairs on a case‐by‐case basis;
d) Coordinate and personally supervise all minor repairs and rehabilitation to the Property. The City will manage all major capital improvements and related work; e) Meet on‐site with prospective tenants, if necessary; and f) Consultant’s Property Manager will not be expected to supervise commercial leasing since the City anticipates hiring a separate commercial broker to provide leasing services at such times as leasing services are deemed necessary to lease vacant space of the Property.

10. Use of Affiliates: Consultant’s Property Manager may not enter into any agreement with any partner, officer, employee, or affiliate of the Consultant’S Property Manager for the furnishing of goods or service to the Property, Property Manager’s service technicians excluded, unless:
a) Such agreement is on generally competitive terms with other suppliers of such goods or services, and
b) Such agreement has been approved by the City.

The failure of City to approve any such agreements submitted to it for approval within ten (10) business days after submission thereof, shall be deemed to constitute disapproval thereof.

11. Authority to Execute Documents and Incur Expenses:
a) Consultant’s Property Manager shall be authorized, as City’s agent, to execute certain documents and incur reasonable expenses in connection with the performance of the Consultant’s Property Manager’s obligations hereunder.

Property Manager shall pay actual and reasonable expenses for materials and labor for such purposes from the Operating Account and in accordance with the Budget provided that any single expenditure in excess of $ 2,500 must be supported by obtaining a minimum of 3 written bids and approved by Owner. Property Manager shall take reasonable precautions against fire, vandalism, burglary and trespass to the Property.
b) All vendor agreements executed by the Consultant’s Property Manager shall contain a 30‐day cancellation provision that can be exercised by either the Consultant’s Property Manager or City.

12. Books and Records:

Consultant’s Property Manager shall maintain complete books and records of all costs and expenses incurred and all income and other revenues received in connection with the operation of the Property at its office. Books and records regarding the Property shall be kept in such a manner and detail, as City shall reasonably require. All such books and records, as well as all other books and records of the Consultant’s Property Manager which relate to the Property, including without limitation, financial or Docusign Envelope ID: B35A2964-5E5E-8357-834A-8849DF027F30

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monthly reports, all checks, bills vouchers, statements, cash receipts and correspondence shall be available upon 24 hour notice for inspection and audit by City or any of its officers, employees or agents at all reasonable times during normal business hours. Consultant’s Property Manager shall prepare and submit the following reports to City:
a) A monthly written report by the 15th of the following month, describing the operating results of the Property which shall include: Budget Comparison, Income Statement, Trial Balance, Cash Flow Report, Cash Roll Forward Statement, Owner Statement, Balance Sheet, Cancelled Checks, Bank Reconciliation, Bank Account Balance, Rent Roll, Security Deposit Reconciliation, Vacancy Report, Receivable Report, Check Register, General Ledger, Copies of all Invoices, and Aged Receivable Reports; and
b) An annual operating plan to be submitted for review and approval by City, which plan shall set forth the proposed operations relating to the Property for the next succeeding calendar year. Such plan shall be submitted at such time, in such detail and with such information as City shall reasonably require, and shall include, without limitation, the following items: a proposed budget for the next year, and proposed rent schedules. The Plan shall also include complete schedules of income and revenues received and costs and expenses incurred in connection with the ownership, operation, leasing and management of the Property in the preceding year.

13. Review by City: Consultant’s Property Manager and City shall either meet on a monthly basis or conduct a conference call to discuss the management activities conducted by the Consultant’s Property Manager. Consultant’s Property Manager shall have no authority to take actions hereunder which are contrary to written instructions of City delivered to the Consultant’s Property Manager. All or any part of the authority granted to and obligations imposed upon Consultant’s Property Manager by City may be revoked by City at any time.

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EXHIBIT “B”

SCHEDULE OF SERVICES
Consultant shall complete the Services within the Term of this Agreement, and shall meet any other reasonable schedules and deadlines established by City’s Representative. • Consultant’s Property Manager must reply to Tenant(s) within 24 hours.

ROLE ESTIMATED HOURS
Mary-Beth Volpini, Regional Manager As-Needed
Property Manager 16 hours / week
Accounting Team 8 hours / week
Project Manager As-needed
The contract term shall be effective from the date in Section 3.1.2.1 (Initial Term) through June 30, 2031 with one (1) additional five (5) year option renewal period, with no guaranteed usage for The Hub Property Management Services. Pricing shall remain effective and in force for the entire initial contract term. City reserves the right to exercise option year renewals in its sole discretion.

Subsequent contract term extensions, if exercised by the City, are as follows:

Option 1, if exercised, shall be effective July 1, 2031 through June 30, 2036.

Option year pricing shall be negotiated by the Parties prior to commencement of the additional five (5) year period. Negotiated price adjustments will be made in accordance with and shall not exceed the percentage of change in the United States Bureau of Labor Statistics Consumer Price Index “All Urban Consumers for Riverside, California, Area (CPI-U), not seasonally adjusted, for the most recent twelve (12) months for which statistics are available. This method of price adjustment shall apply to each extension period exercised. Option years shall become effective only upon issuance by the City of a duly authorized Purchase Order.

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EXHIBIT “C”

COMPENSATION
Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth herein.

Property Management Fee (Includes Accounting):

The Consultant’s monthly Property Management Fee shall be equal to the greater of three percent (3%) of Gross Rental Income or the applicable Minimum Monthly Fee, whichever is greater set forth in the Rates and Fee Structure table below.
• “Gross Rental Income” means all rents, fees, charges, and other income of every kind collected from the leasing of the Property, without deduction, but excluding (i) sales and use taxes collected, (ii) refundable security deposits, (iii) proceeds from financing or sale of the Property, and (iv) insurance proceeds except those attributable to rental interruption.

Staffing Reimbursements:

Staffing reimbursements shall be billed as a flat monthly fee and shall not exceed the applicable Monthly Staffing Reimbursement amounts set forth in the Rates and Fee Structure table below.

Rates and Fee Structure Table:

Year Term
Property Management
Fee (Includes
Accounting) - greater
of (3%) of Gross Rental
Income OR the
applicable Minimum
Monthly Fee
Staffing
Reimbursements
(Flat Monthly
Fee)
Total Minimum
Monthly Fee
Maximum Annual
Compensation
(Not-to-Exceed)
% of
Gross
Rental
Income
Minimum
Monthly
Fee
Year 1 July 1, 2026 –
June 30, 2027 3% $4,500 $3,500 $8,000 $96,000
Year 2 July 1, 2027 –
June 30, 2028 3% $4,635 $3,605 $8,240 $98,880
Year 3 July 1, 2028 –
June 30, 2029 3% $4,775 $3,714 $8,489 $101,868
Year 4 July 1, 2029 –
June 30, 2030 3% $5,013 $3,824 $8,837 $106,044
Year 5 July 1, 2030 –
June 30, 2031 3% $5,164 $3,939 $9,103 $109,236
Total Compensation Not-to-Exceed (Years 1-5): $512,028
Services included in the Property Management Fee:
• Newmark Executive Team Oversight
• Annual Budgeting and Expense Forecasting
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• Property Management Accounting (MRI Software)
• Monthly Operations Report
• Service Contract Bidding and Supervision
• Operating Expense Analysis
• National Vendor and Procurement Discounts
• Property Life Safety Program Emergency Preparedness Plan • Internal Newmark Safety Training and Education
• Property Inspections Programs
• Quality Control Programs
• Tenant Relationship Management
• Tenant Retention Strategies

ACCOUNTING SERVICE & APP FEES
SERVICE FEES**
Nexus (Invoicing Processing)* $0.68 per electronic invoice $1.48 per physical invoice
Paymode (Payment Processing)* $0.75 per ACH payment
$1.59 per physical check
Lockbox (Required if tenants pay by
check)***
$250 per month ***
Lease Abstracts (Transitions) $85 per lease (one-time fee) *Nexus offers enrolled suppliers NexusConnect, an online portal that can be used to upload invoices, modify details, and send for approval.
**Actuals fees will be charged and may fluctuate.
***Lockbox Fee is applicable only if tenants submit rent payments by mail, with the goal of transitioning tenants to the online Rent Payment platform to avoid this fee.

OPTIONAL SERVICES AND FEES:

ADDITIONAL BUILDING SERVICE FEES

SERVICE FEES
24/7 Emergency Call Center $50 per month
Kardin Budgeting Software $200 per annum
Energy Management Services $1,800 per annum
Project Management 5% of the total project cost
Included in the Energy Services Fee:
• Energy Star Portfolio Manager Services
• Energy Benchmarking both Federal and Local
• Electricity & Natural Gas Procurement
INVOICING & PAYMENTS:

Invoices are generated via MRI and Nexus on the last day of each month, with Net 30 payment terms. Tenants can enroll in Paymode to automate payments and avoid missed invoices.

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DATE: 07/01/2026
TO: Honorable Mayor and City Council Members
Honorable President and Board Members
FROM: Utilities Department
2026-249

REQUEST FOR CITY COUNCIL AND

CORONA UTILITY AUTHORITY ACTION
SUBJECT:

MAINTENANCE/GENERAL SERVICES AGREEMENT WITH KANA SUBSURFACE

ENGINEERING FOR AS-NEEDED UTILITY MARKING SERVICES
EXECUTIVE SUMMARY:

This staff report asks the City Council to approve a Maintenance/General Services Agreement with Kana Subsurface Engineering for As-Needed Utility Marking Services to protect the City’s underground infrastructure and ensure compliance with Senate Bill 3019.

RECOMMENDED ACTION:

That the City Council:
a. Award Request for Proposals No. 26-044SB to Kana Subsurface Engineering of Riverside, CA, to provide As-Needed Utility Marking Services and waive any and all minor irregularities in the bidding document as submitted by said bidder. b. Approve the Maintenance/General Services Agreement with Kana Subsurface Engineering of Riverside, CA, to perform As-Needed Utility Marking Services in the amount of $850,000 per fiscal year.

c. Authorize the City Manager, or his designee, to execute the Maintenance/General Services Agreement with Kana Subsurface Engineering for a total contract of $850,000 per fiscal year for the initial contract term ending June 30, 2028, with two (2) optional two (2) year extensions including the ability to negotiate and execute non-substantive changes and extensions, purchase orders and amendments up to $85,000 or 10% of the contract amount as authorized by Corona Municipal Code Section 3.08.060(H).

That the Corona Utility Authority review, ratify, and to the extent necessary, direct that the City Council take the above actions.

BACKGROUND & HISTORY:

Senate Bill (SB) 3019 requires the locating of utilities before the commencement of any excavations that exceed four (4”) inches below the finished grade. Anyone (contractors, homeowners, utilities, etc.) doing projects that require digging is required to call 811 before digging to request that utility companies mark the site and confirm the location of underground infrastructure to prevent damage during construction. The Utilities Department is responsible for marking the City’s infrastructure for each 811 call received.

The City’s infrastructure includes approximately 862 miles of water pipeline, 66 miles of reclaimed water pipeline, 462 miles of sewer pipeline, 31 miles of electrical lines, 181 miles of storm drain lines, 430 miles of street light conduit, 11 miles of traffic signal conduit, and 46 miles of fiber lines. To protect the City’s infrastructure and avoid loss of utility services due to accidental damage during construction or repair activities, staff utilize an on call contractor who can respond quickly at any time of the day or night.

ANALYSIS:

On April 21, 2026, the City issued Request for Proposals (RFP) 26-044SB for As-Needed Utility Marking Services on the City’s PlanetBids bidding portal per Corona Municipal Code Section 3.08.110 Non-Public Projects - Formal Bidding Procedure. A total of 700 PlanetBids vendors were notified, of which 46 were registered with the City of Corona.

Four firms downloaded the RFP package.

In April 2026, the Department of Industrial Relations informed the City that utility marking services fall under the “Laborer (Group 4, Subsurface Imaging Laborer)” classification, meaning the services are subject to prevailing wage. The City’s current vendor, Utiliquest, LLC, declined to bid.

Two proposals were received by the proposal due date of May 21, 2026, from the following vendors:

Vendor City
Meyer Land Surveying Oak Hills, CA
Kana Subsurface Engineering Riverside, CA

The proposals received were evaluated by Utilities Department staff members in accordance with the criteria outlined in the RFP. The evaluation was based on five essential criteria:

1. Completeness of Response (Pass/Fail)

2. Work Plan / Work Organization

3. Qualifications of Company and Personnel (Experience)

4. Approach to Safety Measures

5. Reasonableness of Cost and Price
The evaluation team determined that Kana Subsurface Engineering is a qualified contractor capable of providing as-needed utility marking services on an on-call basis, at a reasonable price. Staff recommends the award of RFP 26-044SB to Kana Subsurface Engineering and requests approval of a Maintenance/General Services Agreement for $850,000 per fiscal year.

The requested actions will ensure the Utilities Department has reliable access to utility marking services to protect the City’s underground infrastructure and ensure compliance with SB 3019.

FINANCIAL IMPACT:

Funding for the recommended actions is available in the Fiscal Year 2027 operating budget, split across various funds based on conduit/pipe mileage by type. Funding for future fiscal years’ service will be recommended through the annual budget process.

ENVIRONMENTAL ANALYSIS:

This action is categorically exempt pursuant to Section 15301 (d) of the Guidelines for the California Environment Quality Action (CEQA), which states that “operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use beyond that existing at the time of the CEQA determination” and is therefore exempt from CEQA. This action is to approve an agreement for As-Needed Utility Marking Services, and there is no possibility that approving this action will have a significant effect on the environment. Therefore, no environmental analysis is required.

PREPARED BY: ERIN KUNKLE, MAINTENANCE MANAGER
REVIEWED BY: TOM MOODY, UTILITIES DIRECTOR
ATTACHMENT:

1. Exhibit 1 – Kana Subsurface Engineering MGSA

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CITY OF CORONA

MAINTENANCE/GENERAL SERVICES AGREEMENT

WITH KANA SUBSURFACE ENGINEERING
(AS-NEEDED UTILITY MARKING SERVICES – RFP 26-044SB)

1. PARTIES AND DATE.

This Agreement is made and entered into this ____ day of _____________, 2026 by (“Effective Date”) by and between the City of Corona, a municipal corporation organized under the laws of the State of California with its principal place of business at 400 South Vicentia Avenue, Corona, California 92882 (“City”) and Kana Subsurface Engineering (KSE) a California Corporation with its principal place of business at 12620 Magnolia Avenue Riverside, CA 92503 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

2. RECITALS.

2.1 Contractor.

Contractor desires to perform and assume responsibility for the provision of certain maintenance or other general services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing utility marking services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the Services in the State of California, and that is familiar with the plans of City.

Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

2.2 Project.

City desires to engage Contractor to render such services for the As Needed Utility Marking Services, RFP 26-044SB project (“Project”) as set forth in this Agreement.

2.3 Corona Utility Authority.

Contractor understands that the City has entered into a Water Enterprise Management Agreement and a Wastewater Enterprise Management Agreement, both dated as of February 6, 2002, with the Corona Utility Authority (“CUA”) for the maintenance, management and operation of those utility systems (collectively, the “CUA Management Agreements”). To the extent that this Agreement is deemed to be a "material contract" under either of the CUA Management Agreements, City enters into this Agreement on behalf of the CUA and subject to the terms of the applicable CUA Management Agreement(s).

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3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional utility marking services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from July 1, 2026 to June 30, 2028 (“Term”), unless earlier terminated as provided herein. Contractor shall complete the Services within the Term of this Agreement and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the Term of this Agreement one or more times by executing a written amendment pursuant to Section 3.5.8 below (each a “Renewal Term”). The terms “Term” and “Renewal Term” may sometimes be generally and collectively referred to as “Term” in this Agreement.

3.2 Responsibilities of Contractor.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee.

Contractor retains the right to perform similar or different services for others during the Term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

3.2.2 Schedule of Services. Contractor shall perform the Services within the Term of this Agreement, in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference, and in accordance with any other completion schedule or milestones which may be separately agreed upon in writing by the Parties. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor’s conformance with the Schedule, City shall respond to Contractor’s submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

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3.2.3 Conformance to Applicable Requirements. All Services performed by Contractor shall be subject to the approval of City.

3.2.4 City’s Representative. The City hereby designates Tom Moody, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.2.5 Contractor’s Representative. Contractor hereby designates Erick Castro, or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.6 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, Vendors and other staff at all reasonable times.

3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor agrees that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors shall have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the Term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.8 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Contract, Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law.

3.2.9 Laws and Regulations; Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work or Services knowing them to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Contract to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours' labor shall constitute a legal day's work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.9.1 Employment Eligibility; Contractor. By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor.

Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the Term of the Agreement. Contractor shall avoid any violation of any such law during the Term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Contractor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in Section 3.2.9 or any of its subsections.

3.2.9.2 Employment Eligibility; Subcontractors, Sub-subcontractors and Vendors. To the same extent and under the same conditions as Contractor, Contractor shall require Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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all of its subcontractors, sub-subcontractors and Vendors performing any work or Services relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.9.1.

3.2.9.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer of Contractor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, sub-subcontractors or Vendors to meet any of the requirements provided for in Sections 3.2.9.1 or 3.2.9.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Contractor under Section 3.2.9.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

3.2.9.4 Labor Certification. By its signature hereunder, Contractor certifies that it 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 the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.2.9.5 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subVendor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.9.6 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Contractor shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement.

Contractor shall comply, and shall ensure all subcontractors comply, with all applicable requirements of the most current version of the regulations imposed by CARB Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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including, without limitation, all applicable terms of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Regulation”).

Throughout the Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor’s and its subcontractors’ fleets including, without limitation, the Certificates of Reported Compliance (“CRCs”), fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days’ notice from the City.

Contractor shall be solely liable for any and all costs associated with compliance with the Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Regulation. Contractor shall defend, indemnify and hold harmless the City, its officials, officers, employees and authorized volunteers free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Regulation.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Promptly following the Effective Date of this Agreement, but in no event before Contractor commences any Services under this Agreement, Contractor shall provide evidence satisfactory to the City that it has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.10.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors.

Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury, advertising injury and property damage. If Commercial General Liability Insurance or Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease. (C) Professional Liability. Contractor shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.

3.2.10.3 Insurance Endorsements. The insurance policies shall contain or be endorsed (amended) to include the following provisions:
(A) General Liability. The general liability policy shall state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to liability arising out of work or operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection therewith (the endorsement form shall be at least as broad as ISO Form CG 20 10 11 85 or both CG 20 37 and one of the following: CG 20 10, CG 20 26, CG 20 33 or CG 20 38); and (2) the insurance coverage shall be primary insurance coverage as respects the City, its directors, officials, officers, employees, agents, and volunteers (the endorsement form shall be at least as broad as ISO CG 20 01 04 13). Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way.
(B) Waiver of Subrogation – Workers’ Compensation and
Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work or Services performed by the Contractor. (C) All Coverages. If Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City is entitled to the broader coverage and/or higher limits maintained by Contractor. Thus, any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

3.2.10.4 Other Provisions; Endorsements Preferred. Contractor shall endeavor to provide endorsements regarding the following provisions, but nonetheless understands, acknowledges and agrees that the following provisions shall apply and that failure to comply shall be considered to be a breach of this Agreement by Contractor:

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(A) Waiver of Subrogation – All Other Policies. Contractor hereby waives all rights of subrogation any insurer of Contractor’s may acquire against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of any insurance policy which arise from work or Services performed by the Contractor.

Contractor understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer. (B) Notice. Contractor shall either: (1) require its insurer to provide thirty (30) days prior written notice to the City before coverage is suspended, voided, or canceled; or (2) notify City in writing that such notice is not available and forward any notice of such actions to the City within two (2) business days from date of receipt by Contractor. Contractor understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer.

3.2.10.5 Claims Made Policies. The following provisions shall apply to all policies that provide coverage on a claims-made basis: (A) the retroactive date must be shown and must be before the date on which any Services under this Agreement commence; (B) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Project; and (C) if coverage is canceled or not renewed and is not replaced with another claims-made policy with a retroactive date prior to the date on which any Services under this Agreement commence, Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Project.

3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Contractor to provide proof of ability to pay losses and related investigation, claims administration and defense expenses within the deductible or self-insured retention. The deductible or self-insured retention may be satisfied by either the named insured or the City.

3.2.10.7 Acceptability of Insurers. Unless under the circumstances a different rating is otherwise acceptable to the City in its sole and absolute discretion, insurance is to be placed with insurers which are satisfactory to the City and which meet either of the following criteria : (1) an insurer with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted insurance carrier in California; or (2) an insurer with a current A.M. Best’s rating no less than A-:X and authorized to issue the required policies in California.

3.2.10.8 Verification of Coverage. Contractor shall furnish City with original certificates of insurance, as well as amendatory endorsements or copies of the applicable policy language effecting coverage required by this Agreement. All documents must be received and approved by the City before any Services commence; provided, however, that failure to obtain the required documents prior to the commencement of Services shall not waive Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

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3.2.10.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement.

3.2.10.10 Sub-Contractors. All subcontractors shall comply with each and every insurance provision of this Section 3.2.10. Contractor shall therefore not allow any subcontractor to commence work on any subcontract to perform any part of the Services until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Agreement.

3.2.10.11 Special Risk or Circumstances. The City reserves the right, in its sole and absolute discretion, to modify the requirements of this Section 3.2.10, including limits, based on any of the following: (A) the nature of the risk of the Services; (B) the prior experience of the insured; (C) the rating or other quality or characteristic of the insurer; (D) any special or unique coverage issues; and (E) any other special or unique circumstances.

3.2.11 Safety. Contractor shall execute and maintain its work and Services so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Services and the conditions under which the Services are to be performed.

3.2.12 Bonds.

3.2.12.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the Total Compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.

3.2.12.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the Total Compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.

3.2.12.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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or will be made under this Agreement until any replacement bonds required by this section are accepted by the City. To the extent, if any, that the Total Compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the Total Compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause.

3.2.12.4 Surety Qualifications. The bonds must be provided by a surety which is satisfactory to the City and which meets either of the following criteria: (1) a surety with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted surety insurer in California; or (2) a surety with a current A.M. Best’s rating no less than A-:X and authorized to issue the required bonds in California. If a surety does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.

3.2.13 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.3 Fees and Payments.

3.3.1 Rates & Total Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation, including authorized reimbursements, shall not exceed Eight Hundred Fifty Thousand Dollars ($850,000) per fiscal year (“Total Compensation”) without written approval of City’s Representative. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor.

The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City.

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3.3.4 Extra Work. At any time during the Term of this Agreement, City may request that Contractor perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

3.3.5 Prevailing Wages. Contractor is aware of the requirements of Chapter 1 (beginning at Section 1720 et seq.) of Part 7 of Division 2 of the California Labor Code, as well as Title 8, Section 16000 et seq. of the California Code of Regulations (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the Total Compensation is $1,000 or more, Contractor and its subcontractors shall fully comply with the Prevailing Wage Laws for their employees and any others to whom such laws are applicable. Contractor and its subcontractors shall also be responsible for any and all violations and fines imposed on them pursuant to the Prevailing Wage Laws. Pursuant to SB 854, which amended the Prevailing Wage Laws, this Agreement would also be subject to compliance monitoring and enforcement by the California Department of Industrial Relations (“DIR”). Beginning April 1, 2015, no contractor or subcontractor may be awarded this Agreement unless registered with the DIR pursuant to Labor Code Section 1725.5. The City will report all necessary agreements to the DIR as required by the Prevailing Wage Laws. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request and shall post copies at the Contractor’s principal place of business and at the Project site. It is most efficient for the Contractor to obtain a copy of the prevailing wages in effect at the commencement of this Agreement from the website of the Division of Labor Statistics and Research of the DIR located at www.dir.ca.gov/dlsr/. In the alternative, Contractor may obtain a copy of the prevailing wages from the City’s Representative. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 Apprenticeable Crafts. If the services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Contractor shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works when Contractor employs workmen in an apprenticeable craft or trade. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Contractor.

3.4 Termination of Agreement.

3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those Services which have been adequately rendered to City, as well as any authorized reimbursable expenses, and Contractor shall be entitled to no further compensation.

Contractor may not terminate this Agreement except for cause.

3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.

3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5 General Provisions.

3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:

Contractor:

Kana Subsurface Engineering (KSE)
12620 Magnolia Avenue
Riverside, CA 92503
Attn: Erick Castro, President
City:

City of Corona
400 South Vicentia Avenue
Corona, CA 92882
Attn: Tom Moody, Utilities Department
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.2 Indemnification. To the fullest extent permitted by law, Contractor shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, to the extent arising out of, pertaining to, or incident Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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to any alleged willful misconduct or negligent acts, errors or omissions of Contractor, its officials, officers, employees, subcontractors, Vendors or agents in connection with the performance of the Contractor’s Services, the Project or this Agreement, including without limitation the payment of all settlement amounts, expert witness fees and attorneys fees and other related costs and expenses.

Notwithstanding the foregoing, to the extent Contractor's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials, officers, employees, agents, or volunteers.

3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Sections 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, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City.

3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project.

3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.5.6.1 Subcontractors; Assignment or Transfer. Contractor shall not subcontract any portion of the Services required under this Agreement, except as expressly authorized herein, without the prior written approval of the City. Subcontracts, if any, shall include a provision making them subject to all provisions of this Agreement. Contractor shall also not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to subcontract or take any other action not authorized herein shall be null and void, and any subcontractors, assignees, hypothecates or transferees shall acquire no right or interest by reason of such action.

3.5.6.2 Corona Utility Authority. To the extent that this Agreement is deemed to be a "material contract" under either of the CUA Management Agreements, Contractor has no right to terminate this Agreement, either with or without cause, based upon the existence Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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or non-existence of either or both of the CUA Management Agreements. Therefore, if an applicable CUA Management Agreement expires or terminates for any reason, Contractor shall remain fully obligated to perform under this Agreement with the CUA or another third party contracted by the CUA for the maintenance, management and operation of the applicable utility system. .

3.5.7 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days.

All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.

3.5.8 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.5.9 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

3.5.10 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.6, there are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

3.5.11 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.12 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the Term of this Agreement, no member, officer or employee of Docusign Envelope ID: BF1C6CCC-C0F4-80D1-829E-0885064121B9 Docusign Envelope ID: 9EFCA2E3-D07B-8D19-8379-4BB801427FFF

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City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.13 Cooperation; Further Acts. The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5.14 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney’s fees and all other costs of such action.

3.5.15 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.5.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.5.17 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both Parties.
[SIGNATURES ON NEXT 2 PAGES]
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CITY’S SIGNATURE PAGE FOR

CITY OF CORONA

MAINTENANCE/GENERAL SERVICES AGREEMENT

WITH KANA SUBSURFACE ENGINEERING
(AS-NEEDED UTILITY MARKING SERVICES – RFP 26-044SB)
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

CITY OF CORONA
By: _________________________
Tom Moody
Utilities Director
Reviewed By: _________________________
Katie Hockett
Assistant Utilities Director
Reviewed By: _________________________
Nicole McDaniel
Deputy Finance Director
Attest:
_________________________
Sylvia Edwards
City Clerk
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CONTRACTOR’S SIGNATURE PAGE FOR

CITY OF CORONA

MAINTENANCE/GENERAL SERVICES AGREEMENT

WITH KANA SUBSURFACE ENGINEERING
(AS-NEEDED UTILITY MARKING SERVICES – RFP 26-044SB)
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

KANA SUBSURFACE ENGINEERING
a California corporation
By: _________________________
Erick Castro
Chief Executive Officer
By: _________________________
Daniel Locke
Secretary, Chief Financial Officer
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EXHIBIT “A”

SCOPE OF SERVICES
Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional utility marking services necessary for the Project. The Services are more particularly described herein.

Contractor Scope

1. Contractor agrees to receive all excavation notices, (Requests), directed to City from any source, including requests generated through the One-Call Center.

2. City agrees to instruct the One-Call Center to transmit Requests involving City’s underground facilities directly to Contractor.

3. Contractor shall respond to and complete all locate requests in accordance with State laws. Contractor shall, for each location request, review the City’s underground facility maps, determine any conflict between the proposed excavation and City’s facilities, and where conflict exists locate and mark such facilities.

4. Contractor shall use paint, flags, or stakes as necessary to identify the location of City’s facilities. Such markings shall be placed at reasonable distances and shall be in accordance with the APWA uniform color code guidelines.

5. Contractor agrees to perform the Services as promptly as possible, and to electronically close out all locate requests.

6. Contractor shall maintain records of all requests for a period of Three (3) years, from the date of receipt.

7. All Services shall be performed in a good and workman-like manner and in accordance with all applicable laws, regulations and ordinances, and shall comply with the locating procedures as from time to time adopted and approved by the National Utility Locating Contractor's Association (NULCA).

8. Contractor shall designate a single point of contact between Contractor and City to serve as liaison for receipt and distribution of City’s underground facility maps, and other administrative issues.

9. In the event Contractor encounters any City underground facilities that are “Identifiable, but Un-locatable”, Contractor shall notify City after having exhausted reasonable efforts to locate such facility. City will either assist Contractor or complete said locates at no cost to Contractor. An “Identifiable, but Un-locatable” facility is defined as a facility whose presence is known but which cannot be located with “Reasonable Accuracy” using electronic devices designed to respond to the presence of such underground facilities.

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10. Contractor shall not be responsible for un-locatable facilities and shall not be held liable for damages to said facilities. Upon discovery, Contractor will turn over un-locatable facilities to the City.

Materials Provided by City
During the term of this Agreement, City agrees to furnish Contractor with adequate copies of City’s underground facility maps and records. This shall include all available maps, measurements, charts, technical information and updates, which are necessary to locate City’s underground facilities. All such materials furnished or disclosed to Contractor by City in the performance of this Agreement shall remain the property of City. All copies of such information shall be returned to City upon the expiration or termination of this Agreement. Unless such materials were previously known to Contractor free of any obligation to keep them confidential, or subsequently made public by City, such materials shall be kept confidential by Contractor, shall be used only in the performance of Services under this Agreement and may not be used for any other purpose except as may be agreed upon in writing by City. This obligation of confidentiality shall survive the termination of this Agreement.

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EXHIBIT “B”

SCHEDULE OF SERVICES
Contractor shall complete the Services within the Term of this Agreement, and shall meet any other reasonable schedules and deadlines established by City’s Representative.

The contract term can be extended with two optional two-year renewals • Option 1, if exercised, shall be effective July 1, 2028 through June 30, 2030 • Option 2, if exercised, shall be effective July 1, 2030 through June 30, 2032 No price increases will be permitted during the initial contract term. Option year pricing shall be negotiated by the Parties prior to commencement of each additional two-year period. Negotiated price adjustments will be made in accordance with and shall not exceed the percentage of change in the United States Bureau of Labor Statistics Consumer Price Index “All Urban Consumers for Riverside, California, Area (CPI-U), not seasonally adjusted, for the most recent twelve (12) months for which statistics are available. This method of price adjustment shall apply to each extension period exercised. Option years shall become effective only upon issuance by the City of a duly authorized Purchase Order.

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EXHIBIT “C”

COMPENSATION
Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth herein.

PURSUANT TO SECTION 3.2.12 ABOVE PERFORMANCE/PAYMENT BONDS ARE

NOT REQUIRED
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DATE: 07/01/2026
TO: Honorable Mayor and City Council Members
Honorable President and Board Members
FROM: Utilities Department
2026-251

REQUEST FOR CITY COUNCIL AND

CORONA UTILITY AUTHORITY ACTION
SUBJECT:

MAINTENANCE/GENERAL SERVICES AGREEMENT WITH BAGHOUSE AND INDUSTRIAL SHEET METAL SERVICES, INC., FOR ON-CALL SHEET METAL

FABRICATION SERVICES
EXECUTIVE SUMMARY:

This staff report asks that the City Council approve a Maintenance/General Services Agreement with Baghouse and Industrial Sheet Metal Services, Inc. to provide On-Call Sheet Metal Fabrication Services.

RECOMMENDED ACTION:

That the City Council:
a. Award Request for Proposals (RFP) No. 26-038AG to MS Industrial Sheet Metal, Inc., dba Baghouse and Industrial Sheet Metal Services, Inc. of Corona, CA, to provide On-Call Sheet Metal Fabrication Services and waive any and all minor irregularities in the bidding document as submitted by the bidder.

b. Approve the Maintenance/General Services Agreement with Baghouse and Industrial Sheet Metal Services, Inc. of Corona, CA, to perform On-Call Sheet Metal Fabrication Services in the amount of $200,000 per fiscal year. c. Authorize the City Manager, or his designee, to execute the Maintenance/General Services Agreement with Baghouse and Industrial Sheet Metal Services, Inc. for a total contract of $200,000 per fiscal year for the initial contract term ending June 30, 2030, with two (2) optional one (1) year extensions including the ability to negotiate and execute non-substantive changes and extensions, purchase orders and amendments up to $20,000 or 10% of the contract amount as authorized by Corona Municipal Code Section 3.08.060 (H).

That the Corona Utility Authority review, ratify, and, to the extent necessary, direct that the City Council take the above actions.

BACKGROUND & HISTORY:

The Utilities Department (UD) maintains a broad range of municipal facilities and infrastructure that require ongoing maintenance to ensure safe, reliable, and efficient operations. A critical component of this work involves specialized sheet metal fabrication, which supports essential systems such as HVAC assemblies, ventilation components, custom brackets, protective housing, and other fabricated metal elements.

Over time, these components can deteriorate due to age, environmental exposure, mechanical failure, or vandalism, creating the need for periodic repair or replacement. UD has relied on on-call fabrication services to address needs that cannot be met in-house due to the specialized equipment, technical expertise, and rapid turnaround often required. These services allow the Department to respond quickly to operational issues, maintain compliance with safety and building standards, and avoid extended downtime of critical utility systems.

ANALYSIS:

On April 8, 2026, the City issued Request for Proposals (RFP) 26-038AG for On-Call Sheet Metal Fabrication Services on the City’s PlanetBids bidding portal per Section

3.08.110 of the Corona Municipal Code, Non-Public Projects - Formal Bidding Procedure.

The documents were viewed by 14 firms, and 13 firms downloaded the RFP package.

One proposal was received by the proposal due date of May 7, 2026, from the following vendor:

Vendor City
MS Industrial Sheet Metal, Inc. dba
Baghouse and Industrial Sheet Metal Services, Inc.

Corona, CA
No additional proposals were received. The evaluation process was conducted by UD staff members in accordance with the criteria outlined in the RFP. The evaluation was based on five essential criteria:

1. Completeness of Response (Pass/Fail);

2. Qualification of Firm

3. Qualifications of Personnel

4. Work Plan/Project Understanding and Approach

5. Value
The evaluation team determined that MS Industrial Sheet Metal Inc., dba Baghouse and Industrial Sheet Metal Services, Inc., is a qualified contractor capable of providing timely, high-quality sheet metal fabrication on an on-call basis, at a reasonable price. To continue meeting operational demands, staff recommends award of RFP 26-038AG to Baghouse and Industrial Sheet Metal Services, Inc., and approval of a Maintenance/General Services Agreement for $200,000 per fiscal year. Establishing this agreement ensures UD has reliable access to skilled sheet metal fabrication support and enhances the Department’s ability to maintain its infrastructure, address changing workloads, and respond to emergency repair needs.

FINANCIAL IMPACT:

Funding for the recommended action is available in the Fiscal Year 2027 Utilities Department operating budget within Water Utility Fund (FD_1570), Sewer Utility Fund (FD_1572), Reclaimed Water Utility Fund (FD_1567), and Greenfield Electric Utility Fund (FD_1578). Funding for future fiscal years’ service will be recommended through the annual budget process.

ENVIRONMENTAL ANALYSIS:

This action is categorically exempt pursuant to Section 15301 (d) of the Guidelines for the California Environment Quality Action (CEQA), which states that “operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use beyond that existing at the time of the CEQA determination” and is therefore exempt from CEQA. This action is to approve a Maintenance and General Services Agreement (MGSA) for On-Call Sheet Metal Fabrication Services, and there is no possibility that approving this action will have a significant effect on the environment. Therefore, no environmental analysis is required.

PREPARED BY: ERIN KUNKLE, MAINTENANCE MANAGER
REVIEWED BY: TOM MOODY, UTILITIES DIRECTOR
ATTACHMENT:

1. Exhibit 1 – MGSA with Baghouse and Industrial Sheet Metal Services, Inc.

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CITY OF CORONA

MAINTENANCE/GENERAL SERVICES AGREEMENT
WITH BAGHOUSE & INDUSTRIAL SHEET METAL SERVICES, INC.
(ON-CALL SHEET METAL FABRICATION SERVICES – RFP 26-03AG)

1. PARTIES AND DATE.

This Agreement is made and entered into this _______ day of ___________, 2026 (“Effective Date”) by and between the City of Corona, a municipal corporation organized under the laws of the State of California with its principal place of business at 400 South Vicentia Avenue, Corona, California 92882 (“City”) and Baghouse & Industrial Sheet Metal Services, Inc., a California corporation with its principal place of business at 1731 Pomona Road, Corona, CA, 92878 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

2. RECITALS.

2.1 Contractor.

Contractor desires to perform and assume responsibility for the provision of certain maintenance or other general services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing on-call sheet metal fabrication services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the Services in the State of California, and that is familiar with the plans of City. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

2.2 Project.

City desires to engage Contractor to render such services for the On-Call Sheet Metal Fabrication Services – RFP 26-038AG project (“Project”) as set forth in this Agreement.

2.3 Corona Utility Authority.

Contractor understands that the City has entered into a Water Enterprise Management Agreement and a Wastewater Enterprise Management Agreement, both dated as of February 6, 2002, with the Corona Utility Authority (“CUA”) for the maintenance, management and operation of those utility systems (collectively, the “CUA Management Agreements”). To the extent that this Agreement is deemed to be a "material contract" under either of the CUA Management Agreements, City enters into this Agreement on behalf of the CUA and subject to the terms of the applicable CUA Management Agreement(s).

2.4 As-Needed Services
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This Agreement is for as-needed or on-call services. This means that each individual call-out under this Agreement is a separate project for purposes of the City’s bidding and purchasing requirements, including, but not limited to, its bond requirements provided for in Civil Code Section 9550, which mandates that the City require a payment bond for certain public work projects involving an expenditure in excess of $25,000.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional on-call sheet metal fabrication services or other general services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term.

3.1.2.1 Initial Term. The initial term of this Agreement shall be from _________________, 2026 to June 30, 2029 (“Initial Term”), unless earlier terminated as provided herein. Contractor shall complete the Services within the Term of this Agreement, and shall meet any other established schedules and deadlines.

3.1.2.2 Renewal Term(s). The Parties may, by mutual, written consent, extend the Term of this Agreement one or more times by executing a written amendment pursuant to Section 3.6.8 below (each a “Renewal Term”).

3.1.2.3 Term Defined. The terms “Initial Term” and “Renewal Term” may sometimes be generally and collectively referred to as “Term” in this Agreement.

3.2 Responsibilities of Contractor.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee.

Contractor retains the right to perform similar or different services for others during the Term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

3.2.2 Schedule of Services. Contractor shall perform the Services within the Term of this Agreement, in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference, and in accordance with any other completion schedule or milestones which may be separately agreed upon in writing by the Parties. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor’s conformance with the Schedule, City shall respond to Contractor’s submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All Services performed by Contractor shall be subject to the approval of City.

3.2.4 City’s Representative. The City hereby designates Tom Moody, Utilities Director or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.2.5 Contractor’s Representative. Contractor hereby designates Daniel Suffel, or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.6 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.

3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor agrees that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors shall have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the Term of this Agreement. As provided for in the Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor’s failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.8 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Contract, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided by law.

3.2.9 Laws and Regulations; Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work or Services knowing them to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Contract to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours' labor shall constitute a legal day's work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.9.1 Employment Eligibility; Contractor. By executing this Agreement, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Contractor. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the Term of the Agreement. Contractor shall avoid any Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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violation of any such law during the Term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Contractor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in Section 3.2.9 or any of its sub-sections.

3.2.9.2 Employment Eligibility; Subcontractors, Sub-subcontractors and Consultants. To the same extent and under the same conditions as Contractor, Contractor shall require all of its subcontractors, sub-subcontractors and consultants performing any work or Services relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.9.1.

3.2.9.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer of Contractor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, subsubcontractors or consultants to meet any of the requirements provided for in Sections 3.2.9.1 or

3.2.9.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Contractor under Section 3.2.9.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

3.2.9.4 Labor Certification. By its signature hereunder, Contractor certifies that it 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 the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.2.9.5 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.9.6Air Quality.
(A) General Requirement. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Contractor shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuelpowered engine. (B) CARB Off-Road Vehicles and Engine Pollution Control Devices. By way of example and not by limitation, Contractor shall comply with, and shall ensure all subcontractors comply with, all applicable requirements of the most current version of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Chapter 9 Regulation”). Throughout the Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying, upon two (2) calendar days’ notice, any and all documents or information associated with Contractor’s and its subcontractors’ fleets including, without limitation, the Certificates of Reported Compliance (“CRCs”), fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Chapter 9 Regulation. Contractor shall be solely liable for any and all costs associated with compliance with the Chapter 9 Regulation as well as for any and all penalties, fines, damages, or costs associated with any and all violations, or failures to comply with the Chapter 9 Regulation.
(C) Indemnification. Contractor shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Before Contractor commences any Services under this Agreement, Contractor shall provide evidence satisfactory to the City that it has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.10.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors.

Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:

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Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury, advertising injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability:
$1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.

3.2.10.3 Insurance Endorsements. The insurance policies shall contain or be endorsed (amended) to include the following provisions:
(A) General Liability. The general liability policy shall state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to liability arising out of work or operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection therewith (the endorsement form shall be at least as broad as ISO Form CG 20 10 11 85 or both CG 20 37 and one of the following: CG 20 10, CG 20 26, CG 20 33 or CG 20 38); and (2) the insurance coverage shall be primary insurance coverage as respects the City, its directors, officials, officers, employees, agents, and volunteers (the endorsement form shall be at least as broad as ISO CG 20 01 04 13). Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Contractor’s insurance and shall not be called upon to contribute with it in any way. (B) Waiver of Subrogation – Workers’ Compensation and
Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work or Services performed by the Contractor.
(C) All Coverages. If Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City is entitled to the broader coverage and/or higher limits maintained by Contractor. Thus, any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

3.2.10.4 Other Provisions; Endorsements Preferred. Contractor shall endeavor to provide endorsements regarding the following provisions, but nonetheless Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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understands, acknowledges and agrees that the following provisions shall apply and that failure to comply shall be considered to be a breach of this Agreement by Contractor:
(A) Waiver of Subrogation – All Other Policies. Contractor hereby waives all rights of subrogation any insurer of Contractor’s may acquire against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of any insurance policy which arise from work or Services performed by the Contractor.

Contractor understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer. (B) Notice. Contractor shall either: (1) require its insurer to provide thirty (30) days prior written notice to the City before coverage is suspended, voided, or canceled; or (2) notify City in writing that such notice is not available and forward any notice of such actions to the City within two (2) business days from date of receipt by Contractor.

Contractor understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer.

3.2.10.5 Claims Made Policies. The following provisions shall apply to all policies that provide coverage on a claims-made basis: (A) the retroactive date must be shown and must be before the date on which any Services under this Agreement commence; (B) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Project; and (C) if coverage is canceled or not renewed and is not replaced with another claims-made policy with a retroactive date prior to the date on which any Services under this Agreement commence, Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Project.

3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Contractor to provide proof of ability to pay losses and related investigation, claims administration and defense expenses within the deductible or self-insured retention. The deductible or self-insured retention may be satisfied by either the named insured or the City.

3.2.10.7 Acceptability of Insurers. Unless under the circumstances a different rating is otherwise acceptable to the City in its sole and absolute discretion, insurance is to be placed with insurers which are satisfactory to the City and which meet either of the following criteria : (1) an insurer with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted insurance carrier in California; or (2) an insurer with a current A.M.

Best’s rating no less than A-:X and authorized to issue the required policies in California.

3.2.10.8 Verification of Coverage (Initially & Annually).

Contractor shall furnish City with original certificates of insurance, as well as amendatory endorsements or copies of the applicable policy language effecting coverage required by this Agreement. Contractor’s obligation herein shall be met not only with the commencement of the Initial Term, but annually as well for duration of the Agreement. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

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3.2.10.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement.

3.2.10.10 Sub-Contractors. All subcontractors shall comply with each and every insurance provision of this Section 3.2.10. Contractor shall therefore not allow any subcontractor to commence work on any subcontract to perform any part of the Services until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Agreement.

3.2.10.11 Special Risk or Circumstances. The City reserves the right, in its sole and absolute discretion, to modify the requirements of this Section 3.2.10, including limits, based on any of the following: (A) the nature of the risk of the Services; (B) the prior experience of the insured; (C) the rating or other quality or characteristic of the insurer; (D) any special or unique coverage issues; and (E) any other special or unique circumstances.

3.2.11 Safety. Contractor shall execute and maintain its work and Services so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Services and the conditions under which the Services are to be performed.

3.2.12 Bonds.

3.2.12.1 Performance Bond If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City, when the City approves an individual call-out and issues a project work order for that project, a Performance Bond in the amount of the project work order and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.

3.2.12.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City, when the City approves an individual call-out and issues a project work order for that project, a Payment Bond in the amount of the project work order and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City.

3.2.12.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation or compensation for a project work order is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation or compensation for a project work order, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause.

3.2.12.4 Surety Qualifications. The bonds must be provided by a surety which is satisfactory to the City and which meets either of the following criteria: (1) a surety with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted surety insurer in California; or (2) a surety with a current A.M. Best’s rating no less than A-:X and authorized to issue the required bonds in California. If a surety does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.

3.2.13 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.3 Fees and Payments.

3.3.1.1 Initial Term - Rates. During the Initial Term, Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference.

3.3.1.2 Renewal Term(s) - Rate Increases. Rates to be paid during any Renewal Term shall be as provided for in the written amendment(s) entered into for such Renewal Term(s).

3.3.1.3 Initial Term - Total Compensation. The total compensation paid, including authorized reimbursements, shall not exceed Two Hundred Thousand Dollars ($200,000) each City fiscal year (July through June) during the Initial Term (“Total Compensation”), without written approval of City’s Representative.

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3.3.1.4 Renewal Term(s) - Total Compensation. The Total Compensation to be paid during each City fiscal year (July through June) of any Renewal Term shall be as provided for in the written amendment(s) entered into for such Renewal Term(s).

3.3.1.5 Extra Work – Compensation. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City.

3.3.4 Extra Work. At any time during the Term of this Agreement, City may request that Contractor perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

3.3.5 Prevailing Wages. Contractor is aware of the requirements of Chapter 1 (beginning at Section 1720 et seq.) of Part 7 of Division 2 of the California Labor Code, as well as Title 8, Section 16000 et seq. of the California Code of Regulations (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the Total Compensation is $1,000 or more, Contractor and its subcontractors shall fully comply with the Prevailing Wage Laws for their employees and any others to whom such laws are applicable. Contractor and its subcontractors shall also be responsible for any and all violations and fines imposed on them pursuant to the Prevailing Wage Laws. Pursuant to SB 854, which amended the Prevailing Wage Laws, this Agreement would also be subject to compliance monitoring and enforcement by the California Department of Industrial Relations (“DIR”). Beginning April 1, 2015, no contractor or subcontractor may be awarded this Agreement unless registered with the DIR pursuant to Labor Code Section 1725.5. The City will report all necessary agreements to the DIR as required by the Prevailing Wage Laws. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor’s principal place of business and at the Project site. It is most efficient for the Contractor to obtain a copy of the prevailing wages in effect at the commencement of this Agreement from the website of the Division of Labor Statistics and Docusign Envelope ID: D83E2CB2-6717-89F5-83E5-49B0093C0164 Docusign Envelope ID: F228EFFC-C783-8EF2-8288-22C416EC19BE

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Research of the DIR located at www.dir.ca.gov/dlsr/. In the alternative, Contractor may obtain a copy of the prevailing wages from the City’s Representative. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 Apprenticeable Crafts. If the services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Contractor shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works when Contractor employs workmen in an apprenticeable craft or trade. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Contractor.

3.4 Termination of Agreement.

3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those Services which have been adequately rendered to City, as well as any authorized reimbursable expenses, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause.

3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.

3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5 General Provisions.

3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:

Contractor:

Baghouse & Industrial Sheet Metal Services, Inc.
1731 Pomona Rd
Corona, CA 92878
Attn: Daniel Suffel
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City:

City of Corona
400 South Vicentia Avenue
Corona, CA 92882
Attn: Tom Moody, Utilities Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.2 Indemnification. To the fullest extent permitted by law, Contractor shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, to the extent arising out of, pertaining to, or incident to any alleged willful misconduct or negligent acts, errors or omissions of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s Services, the Project or this Agreement, including without limitation the payment of all settlement amounts, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Contractor's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. Contractor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.

3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code Sections 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, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City.

3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement.

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3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project.

3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.5.6.1 Subcontractors; Assignment or Transfer. Contractor shall not subcontract any portion of the Services required under this Agreement, except as expressly authorized herein, without the prior written approval of the City. Subcontracts, if any, shall include a provision making them subject to all provisions of this Agreement. Contractor shall also not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to subcontract or take any other action not authorized herein shall be null and void, and any subcontractors, assignees, hypothecates or transferees shall acquire no right or interest by reason of such action.

3.5.6.2 Corona Utility Authority. To the extent that this Agreement is deemed to be a "material contract" under either of the CUA Management Agreements, Contractor has no right to terminate this Agreement, either with or without cause, based upon the existence or non-existence of either or both of the CUA Management Agreements. Therefore, if an applicable CUA Management Agreement expires or terminates for any reason, Contractor shall remain fully obligated to perform under this Agreement with the CUA or another third party contracted by the CUA for the maintenance, management and operation of the applicable utility system.

3.5.7 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.

3.5.8 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.5.9 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

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3.5.10 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.6, there are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.5.11 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.12 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the Term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.13 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5.14 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney’s fees and all other costs of such action.

3.5.15 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.5.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.5.17 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.
[SIGNATURES ON NEXT 2 PAGES]
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CITY’S SIGNATURE PAGE FOR

CITY OF CORONA

MAINTENANCE/GENERAL SERVICES AGREEMENT
WITH BAGHOUSE & INDUSTRIAL SHEET METAL SERVICES, INC.
(ON-CALL SHEET METAL FABRICATION SERVICES – RFP 26-03AG) IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

CITY OF CORONA
By: _________________________
Tom Moody
Utilities Director
Reviewed By: _________________________
Katie Hockett
Assistant Utilities Director
Reviewed By: _________________________
Nicole McDaniel
Deputy Director of Finance
Attest: _________________________
Sylvia Edwards, City of Corona, CA
City Clerk
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CONTRACTOR’S SIGNATURE PAGE FOR

CITY OF CORONA

MAINTENANCE/GENERAL SERVICES AGREEMENT
WITH BAGHOUSE & INDUSTRIAL SHEET METAL SERVICES, INC.
(ON-CALL SHEET METAL FABRICATION SERVICES – RFP 26-03AG) IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

BAGHOUSE & INDUSTRIAL SHEET METAL SERVICES, INC.
a California corporation
By: _________________________
Daniel Suffel
Vice President
By: _________________________
Maryanne Serna
CFO
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EXHIBIT “A”

SCOPE OF SERVICES
Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional on-call sheet metal fabrication services necessary for the Project. The Services are more particularly described herein.

A. Goal/Purpose:

The City of Corona Utilities Department (UD) is seeking to contract with a reliable, local OnCall shop that provides Sheet Metal Fabrication services on emergency basis. It is a requirement that the shop is On-Call 24 hours, 7 days a week and 365 days per year.

A wide range of miscellaneous metal mockups and fabricated components is required across the City’s systems. These include, but are not limited to, sunscreens, perforated screens, protection plates, brackets, canopies, shim plates, steel pipe bollards, awnings, steel framing, fan guards, ventilation panels, vandalism-related repairs, HVAC service, supports, welding work, and various custom-fabricated items.

B. Background:

The City of Corona Utilities Department operates a wide range of facilities that rely on metal structures to protect, support, and house essential equipment. These installations include architectural metal elements on buildings, protective screens for HVAC systems, security cages for sensitive assets, and structural frames or brackets that support machinery. Over time, these components can deteriorate due to age, environmental exposure, mechanical failure, or vandalism, creating the need for periodic repair or replacement.

NOTE – NOT PUBLIC PROJECT WORK
This Agreement generally governs only work which is considered to be “maintenance work” under CMC Section 3.08.010(L) and Public Contract Code Section 22002(d), and does not include “public project” work under CMC Section 3.08.010(Q) and Public Contract Code Section 22002(c). The only time that an individual call-out, as described in Exhibits “” and “C” attached hereto, might include “public project” work is when an individual call-out is strictly limited to an amount that is not required to be informally or formally bid under the CMC or state law (e.g. less than $75,000), and individual projects shall not be split to fall below that amount.

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EXHIBIT “B”

SCHEDULE OF SERVICES
Contractor shall complete the Services within the Term of this Agreement, and shall meet any other reasonable schedules and deadlines established by City’s Representative.

The contract term shall be effective on or about July 1, 2026 through June 30, 2039 with two (2) additional two (2) option year renewal periods, on an as-needed basis, with no guaranteed usage for On-Call Sheet Metal Fabrication Services. Pricing shall remain effective and in force for the entire initial contract term. City reserves the right to exercise option year renewals in its sole discretion. Subsequent contract term extensions, if exercised by the City, are as follows:

Option 1, if exercised, shall be effective July 1, 2029 through June 30, 2031.

Option 2, if exercised, shall be effective July 1, 2031 through June 30, 2033

AS-NEEDED SERVICES
Each individual call-out under this Agreement is a separate project for purposes the City’s bidding and purchasing requirements.

Contractor shall provide the Services on an as-needed basis, and as scheduled and directed by the City’s Representative.

For each individual call-out, Contractor shall respond, mobilize and be on-site ready to start work no later than four (4) hours after notification for routine work, repairs and installations.

Contractor must be able to respond by telephone to emergency call-out notifications from City within two (2) hours of being notified by City that there is an emergency, and to be mobilized and on-site within four (4) hour of such emergency notification by City.

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EXHIBIT “C”

COMPENSATION
Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth herein.

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BONDS
Each individual call-out under this Agreement is a separate project for purposes of the City’s bidding and purchasing requirements, including, but not limited to, its bond requirements provided for in Civil Code Section 9550, which mandates that the City require a payment bond for certain public work projects involving an expenditure in excess of $25,000.

Payment Bonds: Contractor shall provide a 100% payment bond for all individual call-out projects for which a project work order has been issued by the City in excess of $25,000.

Performance Bonds: Contractor shall be required to provide a 100% performance bond whenever the City indicates that one is required in the project work order issued for an individual call-out project.

Cost of Bonds: Whenever a bond is required by the City for an individual call-out project, Contractor will be able to include the costs of the bonds for that individual call-out.

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DATE: 07/01/2026
TO: Honorable Mayor and City Council Members
Honorable President and Board Members
FROM: Utilities Department
2026-250

REQUEST FOR CITY COUNCIL AND

CORONA UTILITY AUTHORITY ACTION
SUBJECT:

UPDATE ON EMERGENCY REPAIR OF WELL 15 DISCHARGE LINE
EXECUTIVE SUMMARY:

This staff report provides the City Council an update on contracted emergency repairs of the Well 15 discharge line.

RECOMMENDED ACTION:

That the City Council receive and file an update to the contracted emergency repairs of the Well 15 discharge line.

That the Corona Utility Authority review, ratify, and, to the extent necessary, direct the City Council to take the above actions.

BACKGROUND & HISTORY:

The Utilities Department is responsible for the maintenance and repair of water, sewer, and reclaimed water infrastructure. Over time, underground pipe infrastructure tends to show signs of internal buildup or deterioration, often leading to leaks that may require deep excavations to repair. The City’s underground infrastructure consists of various pipelines of differing sizes, materials, and ages. Most pipelines have an expected service life of 50 to 100 years, yet their actual longevity is highly dependent on environmental

conditions and operational factors, requiring ongoing assessment and rehabilitation to ensure system reliability and regulatory compliance.

Well 15, situated just north of the 91 Freeway off Lincoln Avenue, has a 14-inch-diameter discharge line installed in the early 1980s that carries well water from Well 15 under the 91 Freeway. The length of the discharge line is 663 linear feet. A leak was recently discovered near the edge of the freeway in the well discharge line. The existing line is a corrugated steel pipe installed using a jack-and-bore process, and its actual life expectancy under those conditions is unknown. The line is likely leaking due to age, soil conditions, freeway settling, and water intrusion. Given the leak’s location, it cannot be repaired without addressing the section of pipe located under the freeway. Well 15 has been shut off and out of service since the leak was detected, given that the water must pass through the discharge line to reach the well collector line. This well typically produces one million gallons per day of groundwater and is an important source of local water for the City. The City is approaching the typical high water production season, and resuming pumping from this well is important to the City’s water portfolio.

Operational considerations are especially pronounced when utility pipelines cross major transportation corridors, such as the 91 Freeway. All work performed in these sensitive areas requires careful planning to mitigate risks to public safety, minimize traffic disruptions, and protect adjacent infrastructure such as roads and freeways.

On June 17, 2026, the City Council was formally notified of the contracted emergency repairs for the Well 15 discharge line.

ANALYSIS:

Staff proceeded with the Cured-In-Place-Pipe (CIPP lining) approach through Insituform Technologies, LLC, (Insituform) to restore Well 15 to active service, pursuant to Corona Municipal Code Section 3.08.130(A), which states as follows:
(A) Emergencies. In situations determined by the City Manager to constitute an emergency for a public project pursuant to § 22035 of the Act and Cal. Public Contract Code § 22050. The City Council hereby delegates to the City Manager the power to declare a public emergency and take any directly related and immediate action required by the emergency, up to a total of $500,000, pursuant to § 22035 of the Act and Cal. Public Contract Code § 22050.

Emergency expenditures of more than $500,000 shall first be approved by the City Council. Work shall be performed without the benefit of competitive bidding, either formal or informal, only so long as necessary under those sections.

For projects of more than the amount provided for in § 22032(a) of the Act (currently $75,000), a report on the emergency and work performed shall be provided at the next regular meeting of the City Council, and then at every meeting thereafter required by § 22050. At such meetings, the City Council shall determine, by a four-fifths vote, that there is a need to continue the action without the benefit of informal or formal competitive bidding in accordance with

§ 22035 of the Act and Cal. Public Contract Code § 22050. The City Council shall terminate the emergency action at the earliest possible date that conditions warrant, so that the remainder of the emergency action may be completed pursuant to a formal bidding procedure.

Staff believes this situation met the definition of an emergency, as the need to restore an active production well to service is critical to the City's water supply, particularly as the high-water demand and fire protection season approach. Further, Insituform participated in a competitive bidding process conducted by OMNIA Partners. Insituform, under the parent company Azuria, was awarded a contract for Waterworks Materials, Services, Operations, and Related Solutions, and the pricing provided to the City is better than the pricing in the OMNIA Partners contract.

On June 10, 2026, a Purchase Order (PO) was approved by the City Manager and issued to Insituform Technologies for a total amount of $374,736. Insituform has taken measurements of the existing pipe at each access pit and is manufacturing the liner to prepare for installation, which is expected to be delivered and scheduled for installation in July 2026.

FINANCIAL IMPACT:

Funding for the recommended action is available in the Well 15 Discharge Line Repair Operating and Maintenance Project (PJ_00000527) within the Water Utility Fund (FD_1570).

ENVIRONMENTAL ANALYSIS:

This action is categorically exempt pursuant to Section 15302 (c) of the Guidelines for the California Environmental Quality Action (CEQA), which states that “operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use beyond that existing at the time of the CEQA determination” and is therefore exempt from CEQA. This action consists of the lining of an existing waterline and, therefore, is exempt from the requirements of CEQA. No environmental analysis is required.

PREPARED BY: KATIE HOCKETT, ASSISTANT UTILITIES DIRECTOR REVIEWED BY: TOM MOODY, UTILITIES DIRECTOR
ATTACHMENT:

1. Exhibit 1 – Short Form Construction Contract

  


  
  




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