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VENDOR AGREEMENT FOR PRODUCTS AND/OR SERVICES
FOR
CIPP 455-705 EMID Emergency Generator Replacement
This Agreement is made and entered into as of the _ ____ day of _______, 20___ by and between the Estero Municipal Improvement Distri ct, hereinafter called "DISTRICT," and _________, hereinafter called "VENDOR."
RECITALS
This Agreement is entered into with reference to the following facts and circumstances:
A. That DISTRICT desires to engage VENDOR to provid e a product and/or services to the DISTRICT;
B. That VENDOR is specially trained, experienced a nd competent to perform and has agreed to provide the product and/or services to the DISTRICT and;
C. That the DISTRICT has elected to engage VENDOR upon the terms and conditions as hereinafter set forth.
1. A. Services. The services to be performed by V ENDOR under this Agreement are set forth in Exhibit A, which is, by this reference, incorporated herein and made a part hereof as thoug h it were fully set forth herein.
Performance of the work specified in said Exhibit A is hereby made an obligation of VENDOR under this Agreement, subject to any changes that may be made subsequently hereto upon the mutual wri tten agreement of the said parties.
Where in conflict, the terms of this Agreement supe rsede and prevail over any terms set forth in Exhibit A.
B. Product. The product to be supplied by VENDOR u nder this Agreement is set forth in Exhibit A which is, by this reference, incorporated herein and made a part hereof as though it were fully set forth herein.
Timely delivery of the product specified in said Ex hibit A is hereby made an obligation of VENDOR under this Agreement, subje ct to any changes that may be made subsequently hereto upon the mutua l written agreement of the said parties.
VENDOR’s obligation to provide the product includes but is not limited to, the provision of all labor, equipment, materials, t esting and any other 2 Updated 09/16/2025
required work or services or costs of any type inci dental to the supply of the product.
2. Term; Termination. (a) The term of this Agreemen t shall commence upon the date hereinabove written and shall expire upon the date enumerated in Exhibit A, delivery of the product or completion of performance of services hereunder by VENDOR, whichever date shall first occur.
(b) Notwithstanding the provisions of (a) above, DI STRICT may with or without cause, direct VENDOR to suspend, delay or interrupt services, in whole or in part, for such periods of time as DISTR ICT may determine in its sole discretion. (c) DISTRICT may terminate pe rformance of the services under this Agreement in whole, or from tim e to time in part, for default, should VENDOR commit a material breach of this Agreement, or part thereof, and not cure such breach within ten ( 10) calendar days of the date of DISTRICT’s written notice to VENDOR demandi ng such cure, in which case VENDOR shall be liable to DISTRICT for a ll loss, cost, expense, damage and liability resulting from such b reach and termination. (d) DISTRICT may terminate performance of the servi ces under this Agreement in whole, or from time to time in part, f or convenience, whenever DISTRICT determines that such termination is in DISTRICT’s best interests, in which case VENDOR shall be entitled to recover its costs expended up to the termination date plus reasonable profit thereon to the termination date as this Agreement would otherwise provide, but may recover no other cost, damage or expense. VENDOR sh all continue its work throughout the course of any dispute, and VEND OR’s failure to continue work during a dispute shall be a material breach of this Agreement.
3. Compensation; Expenses; Payment. DISTRICT shall compensate VENDOR for all products supplied or services perfor med by VENDOR hereunder as shown in Exhibit B attached hereto and by this reference incorporated herein.
Notwithstanding the foregoing, the combined total o f compensation and reimbursement of costs payable hereunder shall not exceed the sum _____________________ ($________________). Invoices for amounts in excess of _____________________ ($________________) shall not be paid unless additional amounts have been approved i n advance of supplying the product, performing the services or i ncurring the costs and expenses by DISTRICT’s District Manager (for contra cts less than $50,000) or District Board of Directors (for contra cts $50,000 or more) evidenced by motion duly made and carried and a wri tten contract amendment having been executed.
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Compensation and reimbursement of costs and expense s hereunder shall be payable upon VENDOR meeting contract milestones as defined in Exhibit B. Billing shall include an itemized statem ent, briefly describing by task and labor category or cost/expense items billed.
4. Additional Services. In the event DISTRICT desir es the delivery of additional products or performance of additional se rvices not otherwise included within Exhibit A, such products or service s shall be authorized in advance by DISTRICT’s District Manager (for contracts less than $50,000) or District Board of Directors (for contracts $50,0 00 or more) by motion duly made and carried. Such amendment to this Agree ment shall include a description of the product to be delivered or ser vices to be performed thereunder, the maximum compensation and reimbursem ent of costs and expenses payable therefor, the time of performance thereof, and such other matters as the parties deem appropriate. Exce pt to the extent modified by written amendment, all other terms and conditions of this Agreement shall be deemed incorporated in each such amendment.
5. Records. VENDOR shall keep and maintain accurate records of products delivered or of all time expended in performing ser vices and costs and expenses incurred relating thereto. Said records sh all be available to DISTRICT for review and copying during regular busi ness hours at VENDOR’s place of business or as otherwise agreed upon by the parties.
6. Authorization. This Agreement becomes effective when endorsed by both parties in the space provided below.
7. Documents. All documents, plans, drawings, rende rings, and other papers, or copies thereof, as finally rendered, pre pared by VENDOR pursuant to the terms of this Agreement, shall, upo n preparation and delivery to DISTRICT, become the property of DISTRICT
8. Relationship of Parties. VENDOR is an independe nt Contractor and does not act as DISTRICT’s agent in any capacity, whatso ever. VENDOR is not entitled to any benefits that DISTRICT provides to DISTRICT employees, including, without limitation, worker’s compensation benefits or payments, pension benefits, health benefits or i nsurance benefits.
Terms within this Agreement regarding direction app ly to and concern the result of the VENDOR’s provision of Services, not t he means, methods, or scheduling of the VENDOR’s work. VENDOR shall be s olely responsible for the means, methods, techniques, sequences and p rocedures with respect to its provision of Services under this Agr eement. VENDOR shall pay all payroll taxes imposed by any governmental e ntity and shall pay all other taxes not specifically identified in this Agr eement as DISTRICT’s responsibility.
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9. Schedule. VENDOR shall adhere to the schedule se t forth in Exhibit A; provided, that DISTRICT shall grant reasonable exte nsions of time for the delivery of products or performance of services occ asioned by governmental reviews of VENDOR’s work product or ot her unavoidable delays; provided, further, that such unavoidable de lay shall not include strikes, lockouts, work stoppages, or other labor d isturbances conducted by, or on behalf of, VENDOR’s officers or employees.
VENDOR acknowledges the importance to DISTRICT of t imely delivery of products or services and agrees to put forth its be st professional efforts to perform in a manner consistent with that schedule.
10. Force Majeure. Except for defaults of subconsu ltants at any tier, VENDOR shall not be liable for any excess costs if the failure to perform the Agreement arises from causes beyond the control and without the fault or negligence of VENDOR, including without limitati on failure to reasonably mitigate any adverse impacts (Force Maje ure). Force Majeure events include the following:
Acts of God, fires, floods, earthquake, other natural disasters, epidemics and pandemics (other than COVID-19 or variants), ab normal weather conditions beyond the parameters otherwise set fort h in this Article, nuclear accidents, strikes, lockouts, freight embar gos, interruptions in service by a regulated utility, or governmental sta tutes or regulations enacted or imposed after the fact (together, “force majeure events”).
11. VENDOR’s Liability for Injury to Persons or Dam age to Property. a. VENDOR shall be liable for damages arising out o f injury to the person and/or damage to DISTRICT property, DISTRICT
employees, persons designated by DISTRICT for train ing, or any other person(s) other than VENDOR’s agents or emplo yees, designated by DISTRICT for any purpose prior to, du ring, or subsequent to delivery, installation, acceptance, a nd use of the Products either at VENDOR’s site or at DISTRICT’s p lace of business, provided that the injury or damage was ca used by VENDOR’s fault or negligence.
b. VENDOR shall not be liable for damages arising o ut of or caused by an alteration or an attachment not made or insta lled by VENDOR, or for damage to alterations or attachments that may result from the normal operation and maintenance of the Products in accordance with the Agreement.
12. Indemnity. To the fullest extent allowed by law , VENDOR hereby agrees to defend, indemnify, and save harmless DISTRICT an d City of Foster City, its Council, boards, commissions, officers, e mployees, directors, 5 Updated 09/16/2025
volunteers and agents, from and against any and all claims, suits, actions liability, loss, damage, expense, injury (including , without limitation, economic harm, injury to or death of any person, in cluding an employee of VENDOR or its Subcontractors), cost (including, wit hout limitation, costs and fees of litigation) of every nature, kind or de scription, which may be brought against, or suffered or sustained by, DISTR ICT or City of Foster City, its Council, boards, commissions, officers, e mployees, directors, volunteers or agents that arise out of, pertain to, or relate to any negligence, recklessness, or willful misconduct of VENDOR, any Subcontractor, anyone directly or indirectly employ ed or retained by them, or anyone that they control. In the event one or mo re defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the VENDOR shall meet and confer with oth er parties regarding unpaid defense costs.
The duty of VENDOR to indemnify and save harmless, as set forth herein, shall include the duty to defend as set forth in Se ction 2778 of the California Civil Code; provided, however, that noth ing herein contained shall be construed to require VENDOR to indemnify D ISTRICT and City of Foster City, its Council, boards, commissions, offi cers, employees and agents against any responsibility or liability in c ontravention of Section 2782 of the California Civil Code.
VENDOR’s responsibility for such defense and indemn ity obligations shall survive the termination or completion of this Agree ment for the full period of time allowed by law.
The defense and indemnification obligations of this agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained within this Agreement.
13. Patent, Copyright and Trade Secret Indemnity.
a. VENDOR shall hold DISTRICT, its officers, agents and employees, harmless from liability of any nature or kind, incl uding costs and expenses, for infringement or use of any copyrighte d or uncopyrighted composition, secret process, patented or unpatented invention, article or appliance furnishe d or used in connection with the Agreement.
b. VENDOR may be required to furnish a bond to DIST RICT against any and all loss, damage, costs, expenses, claims a nd liability for patent, copyright and trade secret infringement.
c. VENDOR, at its own expense, shall defend any act ion brought against DISTRICT to the extent that such action is based upon a claim that the Products supplied by VENDOR or the o peration of such Products pursuant to a current version of VEND OR supplied 6 Updated 09/16/2025
operating software infringes a patent or copyright or violates a trade secret. VENDOR shall pay those costs and dam ages finally awarded against DISTRICT in any such action. Such defense and payment shall be conditioned on the following:
i. That VENDOR shall be notified within a reasonabl e time in writing by DISTRICT of any notice of such claim; and
ii. That VENDOR shall have the sole control of the defense of any action on such claim and all negotiations for its s ettlement or compromise, provided, however, that when principles of government or public law are involved, DISTRICT sha ll have the option to participate in such action at its own expense. d. Should the Products, or the operation thereof, b ecome, or in VENDOR’s opinion are likely to become, the subject of a claim of infringement of a patent or copyright or a trade se cret, DISTRICT shall permit VENDOR at its option and expense eithe r to procure for DISTRICT the right to continue using the Products, or to replace or modify the same so that they become non infringi ng. If none of these options can reasonably be taken, or if the us e of such Products by DISTRICT shall be prevented by injuncti on, VENDOR agrees to take back such Products and make every re asonable effort to assist DISTRICT in procuring substitute Products. If, in the sole opinion of DISTRICT, the return of such infrin ging Products makes the retention of other Products acquired from VENDOR under the Agreement impractical, DISTRICT shall the n have the option of terminating the Agreement, or applicable portions thereof, without penalty or termination charge. VENDOR agre es to take back such Products and refund any sums DISTRICT has paid VENDOR less any reasonable amount for use or damage.
e. VENDOR shall have no liability to DISTRICT under any provision of this clause with respect to any claim of patent, co pyright or trade secret infringement which is based upon.
i. The combination or utilization of Products furni shed hereunder with equipment or devices not made or fur nished by VENDOR; or
ii. The operation of equipment furnished by VENDOR under the control of any operating software other than, o r in addition to, the current version of VENDOR supplied
operating software; or
iii. The modification by DISTRICT of the equipment of software furnished hereunder; or
iv. The combination or utilization of software furn ished hereunder with non-VENDOR supplied software.
f. VENDOR certifies that it has appropriate systems and controls in place to ensure that DISTRICT funds will not be use d in the performance of the Agreement for the acquisition, o peration or maintenance of computer software in violation of copyright laws. 7 Updated 09/16/2025
14. Insurance. Prior to execution of this Agreement , VENDOR shall furnish to DISTRICT Certificates of Insurance showing satisfac tory proof that it maintains the insurance required by this Agreement as set forth in EXHIBIT D, Insurance, which are attached and made a part of this Agreement. VENDOR shall maintain all required insu rance throughout the term of this Agreement and as otherwise provide d in EXHIBIT D. In the event VENDOR fails to maintain any required ins urance, and notwithstanding Paragraph 3 above, DISTRICT may (bu t is not obligated to) purchase such insurance and deduct or retain pr emium amounts from any sums due VENDOR under this Agreement (or VENDOR shall promptly reimburse DISTRICT for such expense).
VENDOR shall maintain insurance as required by this Agreement to the fullest amount allowed by law and shall maintain in surance for a minimum of five (5) years following completion of this proj ect or service. In the event VENDOR fails to obtain or maintain completed operations coverage as required by this Agreement, the VENDOR at its so le discretion may purchase the coverage required and the cost will be paid by VENDOR.
15. WORKERS' COMPENSATION. VENDOR certifies that h e is aware of the provisions of the Labor Code of the State of Califo rnia which require every employer to be insured against liability for worker s' compensation or to undertake self-insurance in accordance with the pro visions of that Code, and VENDOR certifies that he will comply with such provisions before commencing the performance of the work of this agreement.
16. NON-DISCRIMINATION. The VENDOR will not discri minate against any employee or applicant for employment because of race, color, religion, sex or national origin. The VENDOR will take affirmati ve action to ensure that applicants are employed and the employees are treat ed during employment without regard to their race, color, rel igion, sex or national origin. Such action shall include, but not be limi ted to the following:
employment, advancement, demotion, transfer, recruitment, or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The VENDOR shall at all times be in compliance with the requirements of the Federal Americans With Disabilities Act (Public Law 101-336) which prohibits discrimination on the basis of disability by public entities. The VENDOR agrees to post in conspicuous places availab le to employees and applicants for employment any notices provided by the CITY setting forth the provisions of this non-discrimination clause.
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17. Notice. All notices required by this Agreement shall be given to the DISTRICT and VENDOR in writing, by first class mail , postage prepaid, addressed as follows:
DISTRICT: Estero Municipal Improvement District
610 Foster City Boulevard
Foster City, CA 94404-2299
Attention: _Jerrick Carandang______
VENDOR: Name
Address
City, State, Zip
Attention: _____________
Email Address:_________
18. Non-Assignment. This Agreement is not assignab le either in whole or in part.
19. Substitutions. VENDOR may not substitute any P roducts or Services without DISTRICT’s advance written consent. VENDOR shall not use any specification in lieu of those contained in the Agr eement without DISTRICT’s advance written consent.
20. Warranty. Unless otherwise specified, the warr anties contained in the Agreement begin after acceptance has occurred.
a. VENDOR warrants that all Products and Services f urnished hereunder will conform to the requirements of the A greement (including all descriptions, specifications and dra wings made a part hereof). All Products will be merchantable, fit fo r their intended purposes, free from all defects in materials and wo rkmanship and to the extent not manufactured pursuant to detailed designs furnished by DISTRICT, free from defects in design. No approval of designs, specifications or other Services furnis hed by VENDOR shall relieve VENDOR of its obligations under this warranty. b. All warranties, including special warranties spe cified elsewhere herein, shall inure to DISTRICT, its successors and assigns, and any users of the Products or Services.
21. Samples.
a. DISTRICT may require samples of items inspection and specification testing and must be furnished free of expense to DISTRICT. The samples furnished must be identical in all respects to the products bid and/or specified in the Agreement.
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b. Samples, if not destroyed by tests, may, upon VE NDOR’s request made at the time the sample is furnished, be return ed at VENDOR’s expense.
22. Newly Manufactured Products. All Products shal l be newly manufactured products; used or reconditioned products are prohib ited, unless otherwise specified.
23. Packing and Shipment.
a. All Products shall be packed in suitable contain ers for protection in shipment and storage, and in accordance with applic able specifications. Each container of a multiple conta iner shipment shall be identified to:
i. show the number of the container and the total n umber of containers in the shipment; and
ii. the number of the container in which the packin g sheet has been enclosed.
b. All shipments by VENDOR or its subcontractors mu st include packing sheets identifying DISTRICT’s Contract numb er; item number; quantity and unit of measure; description o f the Products shipped; and appropriate evidence of inspection, if required. c. Shipments must be made as specified in the Agree ment, as it may be amended, or otherwise directed in writing by DISTRICT.
24. Transportation Costs and Other Fees or Expenses . No charge for delivery, drayage, express, parcel post, packing, c artage, insurance, license fees, permits, cost of bonds, or for any ot her purpose will be paid by DISTRICT unless expressly authorized by and item ized in the Agreement. Unless otherwise directed by DISTRICT i n writing, all Products and components thereof shall be delivered f.o.b. Point of Delivery. VENDOR shall select the means and methods of transportation.
25. Inspection, Acceptance and Rejection.
a. VENDOR and its subcontractors shall provide and maintain a quality assurance system acceptable to DISTRICT cov ering Products and Services under the Agreement and will tender to DISTRICT only Products that have been inspected and found to conform to all requirements. VENDOR will keep reco rds evidencing inspections and their result, and will make these records available to DISTRICT during the Agreement performa nce and for three years after final payment. VENDOR shall perm it DISTRICT to review procedures, practices, processes and rela ted documents to determine the acceptability of VENDOR’s quality assurance 10 Updated 09/16/2025
system or other business practices related to perfo rmance of the Agreement.
b. All Products may be subject to inspection and te st by DISTRICT or its authorized representatives.
c. VENDOR and its subcontractors shall provide all reasonable facilities for the safety and convenience of inspec tors at no additional cost to DISTRICT. VENDOR shall furnish to inspectors all information and data as may be reasonably requi red to perform their inspection.
d. All Products may be subject to final inspection, test and acceptance by DISTRICT, notwithstanding any payment or other inspection. e. DISTRICT shall give written notice of rejection of Products delivered or Services performed within a reasonable time after receipt of such Products or performance of such Ser vices. Such notice of rejection will state the respects in whic h the items do not substantially conform to their specifications. If DISTRICT does not provide such notice of rejection within thirty (30) days of delivery, unless otherwise specified in the Agreement, such P roducts and Services will be deemed to have been accepted. Acc eptance shall not be construed to waive any warranty rights that DISTRICT might have at law or by express reservation in the Agreem ent with respect to any nonconformity, or any other rights provided by law.
26. Compliance With Statutes and Regulations. VEND OR covenants that in the performance of the Agreement it will comply wit h all applicable statutes, rules, regulations and orders of the Unit ed States, the State and DISTRICT, and shall defend, indemnify and hold the DISTRICT harmless against any loss, cost, damage or liability by reas on of VENDOR’s violation of this provision.
27. National Labor Relations Board Certification. VENDOR swears under penalty of perjury that no more than one final, una ppealable finding of contempt of court by a federal court has been issue d against VENDOR within the immediately preceding two-year period be cause of VENDOR’s failure to comply with an order of the National Labor Relations Board.
28. Covenant Against Gratuities. VENDOR warrants t hat no gratuities (in the form of entertainment, gifts, or otherwise) were of fered or given by VENDOR, or any agent or representative of VENDOR, t o any officer or employee of DISTRICT with a view toward securing th e Agreement or securing favorable treatment with respect to any de terminations concerning the performance of the Agreement. For b reach or violation of this warranty, DISTRICT shall have the right to ter minate the Agreement, either in whole or in part, and any loss or damage sustained by DISTRICT in procuring on the open market any items which VEN DOR agreed to supply shall be borne and paid for by VENDOR. The rights and remedies 11 Updated 09/16/2025
of DISTRICT provided in this clause shall not be ex clusive and are in addition to any other rights and remedies provided by law or in equity.
29. Amendments. This Agreement may be amended or m odified only by written agreement signed by both parties.
30. Validity. The invalidity in whole or in part o f any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.
31. Governing Law. This Agreement shall be deemed to have been executed in the County of San Mateo, California. The format ion, interpretation and performance of this Agreement shall be governed by the laws of the State of California, excluding its conflict of laws rules. Any suit or action initiated by either party shall be brought in the County of S an Mateo, California unless the parties agree otherwise in a written ame ndment to this Agreement. In the event of litigation between the parties hereto to enforce any provision of the Agreement, the unsuccessful pa rty will pay the reasonable attorney’s fees and expenses of litigati on of the successful party.
32. Mediation. Should any dispute arise out of thi s Agreement, the parties shall meet in mediation and attempt to reach a reso lution with the assistance of a mutually acceptable mediator. Neit her party shall be permitted to file legal action without first meetin g in mediation and making a good faith attempt to reach a mediated resolution . The costs of the mediator, if any, shall be paid equally by the part ies. If a mediated settlement is reached neither party shall be deemed the prevailing party for purposes of the settlement and each party shall bear its own legal costs.
33. Conflict of Interest. VENDOR represents and wa rrants that it presently has no interest, and shall not have any interest, d irect or indirect, which would conflict in any manner with the performance o f work and services required under this Agreement. Without limitation, VENDOR represents to and agrees with DISTRICT that VENDOR has disclosed any potential conflict of interest, and will have no future confl ict of interest, in providing DISTRICT services hereunder, including but not limi ted to, any interest (financial, share ownership, shared management, sha red directors, or reporting responsibilities) VENDOR may presently h ave, or will have in the future, with respect to any other person or ent ity (including but not limited to potential VENDORs, consultants, contract ors, or regulatory agency) which may have an interest in the subject matter of the Services.
34. Confidentiality. Any information, whether prop rietary or not, made known to or discovered by VENDOR during the performance of or in connection 12 Updated 09/16/2025
with the Agreement for DISTRICT, will be kept confidential and not be disclosed to any other person. VENDOR will immediately notify DISTRICT in writing if it is requested to disclose any information made known to or discovered by during the performance of or in connection with the Agreement. These confidentiality provisions and limitations shall remain fully effective indefinitely after VENDOR’s completion of the Agreement.
35. Waiver of Default. Waiver of any default by e ither party to this Agreement shall not be deemed to be waiver of any subsequent default. Waiver or breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach, and shall not be construed to be a modification of the terms of this Agreement un less this Agreement is modified as provided below.
36. Entire Agreement. This Agreement, including Ex hibits A, B C, D, E, and F, comprises the entire Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first above written by their r espective officers duly authorized in that behalf.
ESTERO MUNICIPAL IMPROVEMENT DISTRICT
Dated: __________ _______________________ Stacy Jimenez, President
ATTEST:
Dated: _________ _______________________ Priscilla Schaus, District Secretary
APPROVED AS TO FORM
Dated:
Benjamin Stock, District Legal Counsel
VENDOR
Dated:
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Type Name & Title of VENDOR Authorized to
Sign
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EXHIBIT A
SCOPE OF WORK and SCHEDULE
FOR
CIPP 455-705 EMID Emergency Generator Replacement
Scope of Deliverables:
1) Generator, Weatherproof Enclosure & Subbase Dies el Fuel Storage Tank. Refer to Bid Schedule in Exhibit B.
2) Automatic Transfer Switch in Outdoor Enclosure . Refer to Bid Schedule in Exhibit B.
Scope of Services:
Refer to Technical Specifications 16233, and Pre-Purchase Drawing Package.
Delivery Schedule: The delivery date shall correspond with the anticipated construction date in Summer 2026.
Vendor to attach estimated delivery schedule including the following:
1) Submittal Reviews for District;
2) Fabrication of Equipment (for each Bid Item);
3) Delivery to District Facilities.
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EXHIBIT B
VENDOR’S FEES and SCHEDULE OF BID PRICES
Summary
Total Contract Services:
Itemized Fees: Refer to Schedule of Bid Prices Table.
Project Payment Schedule: Refer to General Specifications for bid item descriptions.
SCHEDULE OF BID PRICES
Bid Item
No.
Bid Item Est.
Quan.
Unit Unit Price Bid Amount
Lift Station 10
1 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 10
EA 1
2 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 10
EA 1
Lift Station 12
3 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 12
EA 1
4 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 12
EA 1
Lift Station 14
5 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 14
EA 1
6 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 14
EA 1
Lift Station 1 5
7 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 1 5
EA 1
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8 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 1 5
EA 1
Lift Station 1 6
9 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 1 6
EA 1
10 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 1 6
EA 1
Lift Station 26
11 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 26
EA 1
12 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 26
EA 1
Lift Station 41
13 Generator, Weatherproof
Enclosure & Subbase Diesel
Fuel Storage Tank for Lift
Station 41
EA 1
14 Automatic Transfer Switch in
Outdoor Enclosure for Lift
Station 41
EA 1
TOTAL BID PRICE (Total Base Bid)
Total Base Bid Price:
(Indicate Bid Price in Words)
Total Bid Price Plus Alternate Bid:
(Indicate Bid Price in Words)
GENERAL SPECIFICATIONS
CIPP 455-705 EMID
EMERGENCY GENERATOR REPLACEMENT PROJECT
BID ITEMS
Bid Item 1 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 10
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 2 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 10
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Bid Item 3 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 12
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consists of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work
involved, including obtaining all bonds, insurance and permits, moving on to the site, and all other incidental work required, including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 4 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 12
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Bid Item 5 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 14
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consists of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved including obtaining all bonds, insurance and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 6 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 14
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Bid Item 7 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 15
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consists of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved including obtaining all bonds, insurance and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 8 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 15
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Bid Item 9 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 16
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consists of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved including obtaining all bonds, insurance and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 10 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 16
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Bid Item 11 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 26
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consists of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved including obtaining all bonds, insurance and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 12 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 26
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Bid Item 13 – Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank for Lift Station 41
Measurement:
Generator, Weatherproof Enclosure and Subbase Diesel Fuel Storage Tank shall consists of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein. Measurement for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved including obtaining all bonds, insurance and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Generator and Subbase Diesel Fuel Storage Tank shall be on a lump sum basis.
Bid Item 14 – Automatic Transfer Switch in Outdoor Enclosure for Lift Station 41
Measurement:
Automatic Transfer Switch and Outdoor Enclosure shall consist of delivery for all labor, materials, tools, equipment, and incidentals and for doing all the work involved with moving on and off the site. All materials shall conform to the Project Plans and Contract Documents and Specifications, as described herein.
Measurement for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
Payment:
Payment includes full compensation for furnishing all labor, materials, tools, equipment, and incidentals and for doing all the work involved, including obtaining all bonds, insurance, and permits, moving on to the site, and all other incidental work required including but not limited to labor, materials and all other incidentals as shown on Project Plans and specified in these Contract Documents, and for all the work needed for a satisfactory completion of the project. Payment for Automatic Transfer Switch and Outdoor Enclosure shall be on a lump sum basis.
END OF SECTION
EXHIBIT C
ADDITIONAL TERMS and CONDITIONS
NOTICE TO VENDORS
SEALED BIDS will be received by the District Clerk, or designee, of the City of Foster City for the Project identified above until XXXX x, 2025 at 2PM. Bids shall be sealed and addressed and noted as stated in Section C-17 of Vendor Agreement.
NOTE: Vendor Agreement including Project Plans and Specifications are available electronically through BarkerBlue Digital Imaging and www.fostercity.org under “doing business” and “rfps and bids”.
Sealed Bid for Equipment of:
EMID Emergency Generator Replacement
Following the closure of the bid submittal period, bids will be publicly opened and read for performing work as follows:
Furnishing all labor, materials, equipment, and performing all work necessary and incidental to the construction of the project known as EMID Emergency Generator Replacement according to drawings and specifications as prepared by the District and according to the Contract Documents. In general, the project comprises of replacing the Emergency Generator, Weatherproof Enclosure & Subbase Diesel Fuel Storage Tank and Automatic Transfer Switch in Outdoor Enclosure at Lift Stations 10, 12, 14,15,16, 26, and 41.
Procurement of Bidding Documents:
Bidding Documents contain the full description of the Work. Copies of the Vendor Agreement are on file and available for public inspection at the District’s Public Works Department, located at 610 Foster City Boulevard, Foster City, California 94404. Vendors can purchase copies of the Vendor Agreement and Project Plans from BarkerBlue Digital Imaging by calling (650) 696- 2100 or Toll Free at (866)347-1011; Faxing at (650) 696-2199, or emailing to [email protected] on or after xxx xx, 2025.
For online viewing, please go to www.fostercity.org under “doing business” and “rfps and bids”
Bidding Documents need not be returned to District. Vendor is responsible for printing any and all of Bidding Documents.
Instructions
Bidding procedures are prescribed in the Instruction to Vendors section. This is a Public Works project. Bids shall be executed upon the bid forms provided, which are a part of the Vendor Agreement.
Vendor are solely responsible for the cost of preparing their Bids.
All vendors shall be licensed under the provisions of the Buisness and Professions Code to provide the type of equipment for the project.
Each vendor shall submit with its bid a statement setting forth its experience on the forms included in the Vendor Agreement.
Telephones will not be available to vendors for the preparation or submittal of bids. Bid forms received after the designated time will not be accepted by the District. Vendors and their authorized agents are invited to attend the bid opening.
The District reserves the right, in its sole discretion, to reject any or all bids, to re-bid, to waive inconsequential defects in bidding not involving time, price or quality of the work, to make any awards or any rejections in what it alone considers to be in the best interest of the District, and waive any irregularities in the bids.
The contract will be awarded, if at all, to the responsible vendor that submits the lowest responsive bid that follows the Vendor Selection Criteria.
INSTRUCTIONS TO VENDORS
The work to be performed is described in the Vendor Agreement titled, CIPP 455-705 EMID Emergency Generator Replacement, dated XX,XX, XXXX and prepared by Freyer & Laureta, Inc. for the District.
PROCEDURES FOR SUBMISSION ON BIDS
Required Pre-Bid Investigations
All Vendors shall carefully examine the Vendor Agreement and satisfy themselves as to their sufficiency; and shall not at any time after the submission of the Bid dispute or complain that there is any misunderstanding in regard to the location, extent, nature or amount of work to be performed. The Vendor shall notify the District of all conflicts, errors or discrepancies in the Vendor Agreement. The submitting of a Bid shall be considered an acknowledgement on the part of the Vendor of familiarity with the Scope of Work.
Vendors Questions and Answers
Vendors must direct all questions about the meaning or intent of Bidding Documents to District in writing. Interpretations or clarifications considered necessary by District in response to such questions will be issued by written Addenda mailed, faxed, or delivered to all parties recorded by the District as having received Bidding Documents. District may not answer questions received less than ten Days prior to the date for opening Bids.
Only questions answered by formal written Addenda will be binding. Oral and other interpretations or clarifications will be without legal effect, and Vendo rs shall not rely on oral statements.
Addenda
Addenda may be issued to all plan holders during the Bid period. Any and all Addenda issued shall become part of the Vendor Documents and shall be fully considered by all Vendors during the formation of Bids. It is the responsibility of the Vendor to contact the District to determine the existence of any and all addenda. Failure of any vendor to receive such Addenda shall not be justification for non-compliance with the terms of the instructions.
RECEIPT OF BIDS
Date and Time
Electronically submitted Bids will be received by the District until the date and time indicated in Notice to Vendors. Sealed hard copy Bids to follow shall be post marked to reflect the submittal date. District shall reject all Bids received after the specified time and will return such Bids to Vendors unopened. Vendors must submit Bids in accordance with this Document.
Bid Submission
Bids for the Work shall be made on the forms contained in the Vendor Agreement as listed on the Vendor’s Checklist at the end of this Section. A complete set of documents shall be placed opaque sealed 10 inch x 13 inch envelopes, sealed, and addressed to:
Estero Municipal Improvement District
Attention: __Jerrick Carandang___________
610 Foster City Boulevard
Foster City, CA 94404-2299
BID: EMID Emergency Generator Replacement Project
CIP 455-705
Bids shall be delivered to the District at the above address before the time set for the opening of bids as provided in Section NOTICE TO VENDORS.
Vendors should mark their Bid envelopes using the name, address, identifying information and contract number.
If the Vendor wishes to hand deliver the sealed bid, the bid shall be addressed as stated above and delivered to the same address.
The District reserves the right to postpone the date and time for receiving and/or opening of bids at any time prior to the date and time established in the Notice to Vendor s. Postponement notices may be faxed and will be subsequently mailed to plan holders of record in the form of an addendum.
Required Content of Bid Submittals
1. Bid Form: Vendors must submit Bids on Bid Form in accordance with the provisions of this document. Vendors must complete all Bid items and supply all information required by Bid documents and specifications.
2. Vendor Registration and Experience Form: Vendors must submit Vendor Registration and Experience Form, completed in accordance with the provisions of the Form. Vendor Experience must be in accordance with the Technical Specifications 16233-1.07 in Exhibit A of the Vendor Agreement.
3. Non-Collusion Affidavit: Vendors must submit Non-Collusion Affidavit completed in accordance with the provisions of the document.
4. Vendor Certifications: Vendors must submit Vendor Certification completed in accordance with the provisions of the document.
Estimated Delivery Schedule: Estimated Delivery Schedule shall follow guidelines as stated in Exhibit A of Vendor Agreement.
BID OPENING
Immediately after the expiration of the time for submission of Bids, all Bids will be publicly opened, read, declared, and referred to the District Council for action.
Bids to receive consideration shall be made in accordance with the following instructions:
a. Bids shall be made upon the separate form provided therefor, a copy of which is included with the Vendor Agreement . The signature of all persons executing the Bid shall be in longhand writing. The completed form shall be submitted without interlineations, alterations, or erasures.
b. Except as otherwise indicated, all items shall be included in the Envelope.
c. Bids shall contain only the quotations for which the form is prepared. Alternative Bids will not be considered unless called for. No oral, email, facsimile, telegraphic, or telephonic bids, or modifications, will be considered.
d. Vendors shall submit in Envelope Form VENDOR’S EXPERIENCE in accordance with the Technical Specifications 16233-1.07 provisions herein and therein.
VENDOR SELECTION CRITERIA
District will determine Apparent Low Vendor as follows:
A. District will open each Vendors’ Envelope at the time and place indicated, initially evaluate them for responsiveness, and determine an Apparent Low Vendor as specified herein.
B. For the Apparent Low Vendor only, District will open Envelope and evaluate the Apparent Low Vendor for responsiveness to the requirements CERTIFICATION OF VENDOR’S EXPERIENCE AND QUALIFICATIONS provided as an Attachment for responsibility.
C. Apparent Low Vendor will be determined solely on the total amount of all Bid items based on terms contained in Notice Inviting Bids and Bid Form. All Vendors are required to submit Bids on all Bid items (including any alternates).
D. If Apparent Low Vendor is determined to be non-responsive or non-responsible, then District may proceed to the next Apparent Low Vendor’s Bid pursuant to any procedures determined in its reasonable discretion, and proceed for all purposes as if this Apparent Low Vendor were the original Apparent Low Vendor.
Evaluation of Bids
The District will evaluate the Bids as follows:
A. Bids must be full, complete, clearly written and using the required forms. Vendors shall make any change in the Bid by crossing out the original entry, entering and initialing the new entry. Vendor’s failure to submit all required documents strictly as required entitles District to reject the Bid as non-responsive. All Vendors must submit Bids containing each of the fully executed Sections supplied in the Vendor Agreement.
B. In evaluating Bids, District will consider Vendors’ qualifications, whether or not the Bids comply with the prescribed requirements, unit prices, and other data, as may be requested in Bid Form or prior to the Notice of Award.
C. District will consider the estimated delivery schedule, which will include milestones such as reviewed submittals to District, Fabrication of Equipment (for each Bid Item), and delivery to District facilities, as part of the Bid evaluation process. Refer to Exhibit A:
Delivery Schedule in Vendor Agreement.
D. District may conduct reasonable investigations and reference checks of Vendor and other persons and organizations as District deems necessary to assist in the evaluation of any Bid and to establish Vendor’s responsibility, qualifications, financial ability, and capability to perform the Work in accordance with the Contract Documents to District’s satisfaction within the prescribed time. Submission of a Bid constitutes Vendor’s consent to the foregoing.
E. District shall have the right to consider information provided by sources other than Vendor.
F. Discrepancies between the multiplication of units of Work and unit prices will be resolved in favor of the unit prices. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resolved in favor of the correct sum. Discrepancies between written words and figures will be resolved in favor of the words.
G. Bids shall be deemed to include the written responses of the Vendor to any questions or requests for information of District made as part of Bid evaluation process after submission of Bid.
Reservation of Rights
District specifically reserves the right, in its sole discretion, to:
A. Reject any or all nonconforming, non-responsive, unbalanced, or conditional Bids;
B. Reject the Bid of any Vendor as non-responsive as a result of any error or omission in the Bid; and
C. Reject the Bid of any Vendor if District believes that it would not be in the best interest of Project to make an award to that Vendor, whether because the Bid is not responsive,
the Vendor is unqualified or of doubtful financial ability, or fails to meet any other pertinent standard or criteria established by District.
District may retain Bid securities of other than the Apparent Low Vendor for a period of 90 Days after award or full execution of the Contract, whichever first occurs.
For purposes of this Section, an “unbalanced Bid” is one having nominal process for some Bid items and enhanced prices for other Bid items.
District may waive any informalities or minor irregularities in the Bids. District also reserves the right, in its discretion, to reject any or all Bids and to re-Bid the Project.
Submission of Written Bid Protest
Any bid protest relating to the award of the contract for the Project must be submitted in writing to the District, Attn: Jerrick Carandang, 610 Foster City Boulevard Foster City, CA 94404- 2299. The protest must be received before close of business of the fifth business day following the posting Notice of Intent to Award at the District, Attn: Jerrick Carandang, 610 Foster City Boulevard Foster City, CA 94404-2299. District will use reasonable efforts to deliver by facsimile or email a copy of Notice of Intent to Award to all Vendors who submitted Bids no later than the Business Day after issuance, although any delay or failure to do so will not extend the Bid protest deadline described herein.
The initial protest document shall contain a complete statement of the basis for the protest.
The protest shall refer to the specific portion(s) of the Vendor Agreement, which forms the basis for the protest. The protest shall include the name, address and telephone number of the person representing the protesting party.
The party filing the protest shall concurrently transmit a copy of the initial protest document and any attached documentation to all other parties who have a direct financial interest that may be adversely affected by the outcome of the protest. Such parties shall include all other vendors or proposers who appear to have a reasonable prospect of receiving an award depending upon the outcome of the protest. The documents shall be transmitted by e-mail, fax, or overnight mail.
Only Vendors who the District otherwise determines are responsive and responsible are eligible to protest a Bid; protests from any other Vendors will not be considered. In order to determine whether a protesting Vendor is responsive and responsible, District may evaluate all information contained in any protesting Vendor’s Bid, and conduct the same investigation and evaluation as District is entitled to take regarding an Apparent Low Vendor.
Exclusive Remedy
The procedure and time limits set forth in this paragraph are mandatory and are the Vendor’s sole and exclusive remedy in the event of bid protest. Failure to comply with these procedures shall constitute a waiver of any right to further pursue the bid protest, including filing a
Government Code claim or legal proceedings. A Vendor may not rely on a protest submitted by another Vendor, but must timely pursue its own protest.
AWARD AND EXECUTION OF CONTRACT
Notice of Award and Submittal of Executed Contract Documents
If Contract is to be awarded, it will be awarded to the lowest responsible responsive Vendor.
District will issue Notice of Award. Such Award, if made, will be made within sixty (60) days after the opening of the Bid Proposals, unless there is a bid protest, then (90) days after the day of bid opening.
Successful Vendor must execute and submit to District the “Required Contract Documents and Proof of Insurance” set forth below, by 5:00 p.m. of the 20th Day following the Notice of Award.
Required Contract Documents and Proof of Insurance
1. Agreement, fully executed by successful Vendor. Submit two originals, each bearing an original signature on the signature page and initials on each page.
2. Guaranty, fully executed by successful Vendor. Submit one original, bearing an original signature on the signature page and initials on each page.
3. Insurance certificates and endorsements required by Supplementary Conditions— Insurance: Submit one original set.
4. Any other items identified by District in Notice of Award.
Failure to Execute and Deliver Documents
If Vendor to whom Contract is awarded, within the period described in this document, fails or neglects to execute and deliver all required Contract Documents and file all required insurance certificates, and other documents, District may, in its sole discretion, rescind the award, or deposit Vendor’s cashier’s check or certified check for collection, and retain the proceeds thereof as liquidated damages for Vendor’s failure to enter into the Contract Documents.
Vendor agrees that calculating the damages District may suffer as a result of Vendor’s failure to execute and deliver all required Contract Documents would be extremely difficult and impractical and that the amount of Vendor’s required Bid security shall be the agreed and presumed amount of District’s damages.
Upon such failure to timely deliver all required Contract Documents as set forth herein, District may determine the next Apparent Low Vendor and proceed accordingly. Such Award, if made, will be made within sixty (60) days after the opening of the Bid Proposals.
GENERAL CONDITIONS AND REQUIREMENTS
Modification of Commencement of Work
District expressly reserves the right to modify the date for the Commencement of Work under the Contract and to independently perform and complete work related to Project. District accepts no responsibility to Vendor for any delays attributed to its need to complete independent work.
Conformed Project Manual
Following Award of Contract, District may prepare a conformed Project Manual reflecting Addenda issued during bidding, which will, failing objection, constitute the approved Project Manual.
Withdrawal of Bid
Vendors may withdraw their Bids at any time prior to the Bid opening time fixed in this Document, only by written request for the withdrawal of Bid filed with District at the City Clerk’s Office, located at 610 Foster City Boulevard, Foster City, California 94404. Vendor or its duly authorized representative shall execute request to withdraw Bid.
Public Records Act Requests
Per the Public Records Act, District will make available to the public Vendor’s SOQ (if vendor’s Envelope is opened), all correspondence and written questions submitted during the Bid period, all Bid submissions opened in accordance with the procedures set forth herein, and all subsequent Bid evaluation information. All submissions not opened will remain sealed and shall be returned to the submitter. Except as otherwise required by law, the District will not disclose trade secrets or proprietary financial information submitted by Vendors that has been designated as confidential by Vendor (including but not limited to the SOQ). Any such trade secrets or proprietary financial information that Vendor believes should be exempted from disclosure shall be specifically identified and marked as such. Blanket-type identification by designating whole pages or sections shall not be permitted and shall be invalid. The specific confidential information must be clearly identified as such.
Upon a request for records regarding this Bid, District will notify the Vendor involved, within ten Days from receipt of the request, when the records will be made available for inspection. If the Vendor timely identifies any “proprietary, trade secret, or confidential commercial or financial” information that Vendor determines is not subject to public disclosure, and requests that District refuse to comply with the records request, Vendor shall take all appropriate legal action and defend Vendor’s refusal to produce the information in all forums; otherwise District will make such information available to the extent require by applicable law, without restriction.
Information disclosed in the SOQ and the attendant submissions are the property of District unless Vendor makes specific reference to data that is considered proprietary. Subject to the requirements in the Public Records Act, reasonable efforts will be made to prevent the disclosure of information except on a need-to-know basis during the evaluation process.
Substitutions
Vendors must base their Bids on products and systems specified in Contract Documents or listed by name in Addenda. District will consider substitution requests only for “or equal items.”
Vendor must clearly state any exceptions to the specified equipment requirements. The requirements are taken using the Kohler equipment but by no means the standard. Other brands can be used if it meets minimum requirements in the specifications and a statement of changes is submitted for evaluation.
VENDOR’S CHECKLIST
The following constitutes the Vendor’s Checklist of completed Sections to be submitted with all Bids. All items are to be included in Envelope unless otherwise indicated:
Item Checked
1. Exhibit B – Vendor’s Fees and Schedule of _______ Bid Prices
2. Bid Form _______
3. Vendor Registration and Experience Form _______
in accordance with the Technical Specifications
16233A-1.07
4. Non-Collusion Affidavit _______
5. Vendor Certifications _______
6. Estimated Delivery Schedule _______
BID FORM
TO THE ESTERO MUNICIPAL IMPROVEMENT DISTRICT
THIS BID IS SUBMITTED BY:
(Firm/Company Name)
Re: EMID Emergency Generator Replacement Project
Contract Number: CIP 455-705
1. The undersigned Vendor proposes and agrees, if this Bid is accepted, to enter into an agreement with the ESTERO MUNICIPAL IMPROVEMENT DISTRICT in the form included in the Contract Documents, Agreement, to perform and furnish all Work as specified or indicated in the Contract Documents for the Contract Sum and within the Contract Time indicated in this Bid and in accordance with all other terms and conditions of the Contract Documents.
2. Vendor accepts all of the terms and conditions of the Contract Documents, Exhibit C or Vendor Agreement.This Bid will remain subject to acceptance for 60 Days after the day of Bid opening, unless there is a bid protest, then 90 days after the day of bid opening.
3. In submitting this Bid, Vendor represents that Vendor has examined all of the Contract Documents, performed all necessary Pre-Bid investigations, and received the following Addenda:
Addendum Number ADDENDUM DATE Signature of Vendor
4. Based on the foregoing, Vendor proposes and agrees to fully perform the Work within the time stated and in strict accordance with the Contract Documents for the following sums of money listed in Schedule of Bid Prices in Exhibit B on Vendor Agreement.
5. The undersigned acknowledges that the Apparent Low Vendor will be determined as provided in Notice to Vendors and Instruction to Vendors.
6. If written notice of the acceptance of this Bid, hereinafter referred to as Notice of Award, is mailed or delivered to the undersigned Vendor within the time described in Paragraph 2 of this Document or at any other time thereafter before it is withdrawn, the undersigned Vendor will execute and deliver the documents required by Instructions to Vendors within the times specified therein.
7. Notice of Award or request for additional information may be addressed to the undersigned Vendor at the address set forth below.
8. The undersigned Vendor agrees to commence Work under the Contract Documents on the date established in the Vendor Agreement and to complete all Work within the time specified in Agreement.
9. The undersigned Vendor agrees that, in accordance with Vendor Agreement, liquidated damages for failure to complete all Work in the Contract within the time specified in Agreement shall be as set forth in Agreement.
10. The name of all persons interested in the foregoing Bid as principals are:
IMPORTANT NOTICE: If Vendor or other interested person is a corporation, give the legal name of corporation, state where incorporated, and names of president and secretary thereof; if a partnership, give name of the firm and names of all individual co-partners composing the firm; if Vendor or other interested person is an individual, give first and last names in full.
NAME OF VENDOR:_______________________________________________________
with license number:__________________________ Expiration:_______________________
____________________________________________________________________________________________________________________ (Place of Incorporation, if Applicable) (Principal)
________________________________________________________________ (Principal)
________________________________________________________________ (Principal)
I certify (or declare) under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
________________________________________________________________ (Signature of Vendor)
Business Address: ________________________________________________
__________________________________________________________________________
Vendor’s Representative(s): ________________________________________________
(Name/Title)
________________________________________________
(Name/Title)
________________________________________________
(Name/Title)
Officers Authorized to Sign Contracts
________________________________________________
(Name/Title)
________________________________________________
(Name/Title)
________________________________________________
(Name/Title)
Telephone Number(s):
________________________________________________
(Area Code) (Number)
________________________________________________
(Area Code) (Number)
Fax Number(s):
________________________________________________
(Area Code) (Number)
________________________________________________
(Area Code) (Number)
Date of Bid: ________________________________________________
END OF DOCUMENT
VENDOR REGISTRATION AND EXPERIENCE FORM
INDEPENDENT VENDOR REGISTRATION
License #
Date: Fed I.D. #
Full Corporate Name of Company:
Street Address:
Mailing Address:
Phone: Fax:
Name of Principal Contact:
Type of Business: Sole Proprietor Partnership
Non-Profit 501(c)(3) Corporation
other (please explain: )
VENDOR EXPEREINCE
Experience information listed shall be in accordance with the Technical Specifications 16233A -1.07 and 16233B-1.07 in Exhibit A of the Vendor Agreement.
Years of Experience: _____
Type of Generators:
Project Examples:
Certifications:
Additional Information:
INSURANCE
Workers’ Compensation:
Carrier:
Address:
Phone and Fax:
Policy Number:
General Liability:
Carrier:
Address:
Phone and Fax:
Policy Number:
Policy Limits: $
A.M. Best Rating:
Automobile Liability:
Carrier:
Address:
Phone and Fax:
Policy Number:
Policy Limits: $
A.M. Best Rating:
All-risk Course of Construction (if applicable, as required by Insurance and Indemnification):
Carrier:
Address:
Phone and Fax:
Policy Number:
Policy Limits: $
A.M. Best Rating:
Professional Liability (if applicable, as required by Insurance and Indemnification):
Carrier:
Address:
Phone and Fax:
Policy Number:
Policy Limits: $
A.M. Best Rating:
Pollution Legal Liability Insurance (if applicable, as required by Insurance and Indemnification):
Carrier:
Address:
Phone and Fax:
Policy Number:
Policy Limits: $
A.M. Best Rating:
VENDOR CERTIFIES, UNDER PENALTY OF PERJURY, THAT THE FOREGOING INFORMATION IS
CURRENT AND ACCURATE AND AUTHORIZES OWNER, AND ITS AGENTS AND REPRESENTATIVES TO OBTAIN A CREDIT REPORT AND/OR VERIFY ANY OF THE ABOVE INFORMATION.
SIGNATURE
DATE
END OF DOCUMENT
NON-COLLUSION AFFIDAVIT
PUBLIC CONTRACT CODE §7106
NON-COLLUSION AFFIDAVIT TO BE EXECUTED BY VENDOR AND SUBMITTED WITH
BID STATE OF CALIFORNIA )
) ss.
COUNTY OF )
, being first duly sworn,
(Name of Principal of Vendor)
deposes and says that he or she is
(Office of Affiant)
of , the party
(Name of Vendor)
making the foregoing Bid, that the Bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Bid is genuine and not collusive or sham; that Vendor has not directly or indirectly induced or solicited any other vendor to put in a false or sham Bid, and has not directly or indirectly colluded, conspired, connived or agreed with any vendor or anyone else to put in a sham Bid, or that anyone shall refrain from bidding, and that the Vendor has not in any manner, directly or indirectly, sought by agreement, commu nication or conference with anyone to fix the Bid price of Vendor or any other vendor, or to fix any overhead, profit or cost element of the Bid price, or of that of any other vendor, or to secure any advantage against Owner, or anyone interested in the proposed contract; that all statements contained in the Bid are true; and further, that Vendor has not, directly or indirectly, submitted its Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, Bid depository, or to any member or agent thereof to effectuate a collusive or sham Bid.
Executed under penalty of perjury under the laws of the State of California:
(Name of Vendor)
(Signature of Principal)
Subscribed and sworn before me
This day of , 2020
Notary Public of the State of
In and for the County of
My Commission expires (Seal)
NOTE: If Vendor is a partnership or a joint venture, this affidavit must be signed and sworn to by every member of the partnership or venture.
NOTE: If Vendor [including any partner or venturer of a partnership or joint venture] is a corporation, this affidavit must be signed by the Chairman, President, or Vice President and by the Secretary, Assistant Secretary, Chief Financial Officer, or Assistant Treasurer.
NOTE: If Vendor’s affidavit on this form is made outside the State of California, the official position of the person taking such affidavit shall be certified according to law.
END OF DOCUMENT
VENDOR CERTIFICATIONS
TO BE EXECUTED BY ALL VENDORS AND SUBMITTED WITH BID
The undersigned Vendor certifies to District as set forth in sections 1 through 7 below.
1. STATEMENT OF CONVICTIONS
By my signature hereunder, I hereby swear, under penalty of perjury, that no more than one final, unappealable finding of contempt of court by a Federal Court has been issued against Vendor within the past two years because of failure to comply with an ord er of a Federal Court or to comply with an order of the National Labor Relations Board.
2. CERTIFICATION OF WORKER’S COMPENSATION INSURANCE
By my signature hereunder, as the Vendor, I certify that I am aware of the provisions of Labor Code Section 3700 that require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this Contract.
3. CERTIFICATION OF PREVAILING WAGE RATES AND RECORDS
By my signature hereunder, as the Vendor, I certify that I am aware of the provisions of Labor Code Section 1773 that requires the payment of prevailing wage on public projects. Vendor under the Contractor shall comply with Labor Code Section 1776 regardin g wage records, and with Labor Code Section 1777.5 regarding the employment and training of apprentices. Contractor is responsible to ensure compliance by any and all subcontractors performing work under this Contract.
4. CERTIFICATION OF COMPLIANCE WITH PUBLIC WORKS CHAPTER OF LABOR CODE By my signature hereunder, as the Contractor, I certify that I am aware of Labor Code Sections 1777.1 and 1777.7 and Contractor and Subcontractors are eligible to bid and work on public works projects.
5. CERTIFICATION OF NON-DISCRIMINATION
By my signature hereunder, as the Contractor, I certify that there will be no discrimination in employment with regard to race, color, religion, gender, sexual orientation, age or national origin; that all federal, state, and local directives and executive orders regarding non-discrimination in employment will be complied with; and that the principal of equal opportunity in employment will be demonstrated positively and aggressively.
6. CERTIFICATION OF NON-DISQUALIFICATION
By my signature hereunder, as the Contractor, I swear, under penalty of perjury, that the below indicated Vendor, any officer of Vendor, or any employee of Vendor who has a proprietary interest in such Vendor, has never been disqualified, removed, or other wise prevented from bidding on, or completing a Federal, State, or local government project because of a violation of law or safety regulation, except as indicated on the separate sheet attached hereto entitled “Previous Disqualifications.” If a statement of “Previous Disqualifications” is attached, please explain the circumstances.
7. CERTIFICATION OF ADEQUACY OF CONTRACT AMOUNT
By my signature hereunder, as the Vendor, pursuant to Labor Code Section 2810(a), I certify that, if awarded the Contract based on the undersigned’s Bid, the Contract will include funds sufficient to allow the Vendor to comply with all applicable local, state, and federal laws or regulations governing the labor or services to be provided. I understand that Owner will be relying on this certification if it awards the Contract to the undersigned.
VENDOR:
(Name of Vendor)
Date: , 2025 By:
(Signature)
Name:
(Print Name)
Its:
(Title)
END OF DOCUMENT
EXHIBIT D
INSURANCE
VENDOR shall provide, in addition to the Certificates of Insurance, original Endorsement affecting the coverages specified in herein on the attached form. No substitute form will be accepted.
This is an Exhibit to, and made a part of and incorporated by reference to the Agreement dated Date of Agreement, by and between Vendor Name, hereinafter referred to as "Vendor”, and the Estero Municipal Improvement District, hereinafter referred to as "District", providing for professional services.
1. Vendor's Duty to Show Proof of Insurance.
Vendor, in order to protect District and its Council members, officials, agents, officers, and employees against all claims and liability for death, injury, loss and damage as a result of Vendor's acts, errors, or omissions in connection with the performance of Vendor's obli gations, as required in this Agreement, shall secure and maintain insurance as described below. Vendor shall not perform any work under this Agreement until Vendor has obtained all insurance required under this section and the required certificates of insurance and all required endorsements have been filed with the District's authorized insurance representative, insurance Tracking Services Inc. (ITS). Receipt of evidence of insurance that does not comply with all applicable insurance requirements shall not constitute a waiver of the insurance requirements set forth herein. The required documents must be signed by the authorized representative of the insurance company shown on the certificate. Upon request, Vendor shall supply proof that such person is an authorized representative thereof, and is authorized to bind the named underwriter(s) and their company to the coverage, limits and termination provisions shown thereon, Vendor shall promptly deliver to ITS a certificate of insurance, and all required endorsements, with respect to each renewal policy, as necessary to demonstrate the maintenance of the required insurance coverage for the term specified herein. Such certificates and endorsements shall be delivered to ITS prior to the expiration date of any policy and bear a notation evidencing payment of the premium thereof if so requested. Vendor shall immediately pay any deductibles and self-insured retentions under all required insurance policies upon the submission of any claim by Vendor or District as an additional insured.
1.1 Insurance Requirements
☒ Commercial General Liability Insurance
Commercial General Liability Insurance including, but not limited to, Contractual Liability Insurance (specifically concerning the indemnity provisions of this Agreement with the District ), Products -Completed Operations Hazard, liability for slander, fals e arrest and invasion of privacy arising out of professional services rendered hereunder, Personal Injury (including bodily injury and death), and Property Damage for liability arising out of Vendor's performance of services under this Agreement. The Commercial General Liability insurance shall contain no exclusions or limitation for independent contractors working on the behalf of the named insured. Vendor shall maintain the Products -Completed Operations Hazard coverage for the longest period allowed by law following termination of this Agreement. The amount of said insurance coverage required by this Agreement shall be the policy limits, which shall be at least two million dollars ($2,000,000) each occurrence and four million dollars ($4,000,000) aggregate.
*Please note, the District will require a separate additional insured endorsement for the Commercial General Liability policy, listing the “ the Estero Municipal Improvement District , its Council members, officials, agents, officers, and employees”.
2 Updated 09/16/2025
☒ Business Automobile Liability Insurance
Automobile Liability Insurance against claims of Personal Injury (including bodily injury and death) and Property Damage covering any vehicle and/or all owned, leased, hired and non- owned vehicles used in the performance of Services pursuant to this Agreement with coverage equal to the policy limits, which shall be at least two million dollars ($2,000,000) each occurrence.
☒ Workers' Compensation Insurance
VENDOR shall submit written proof that VENDOR is insured against liability for workers' compensation in accordance with the provisions of section 3700 of the California Labor Code.
VENDOR shall require any Subcontractors to provide workers' compensation f or all of the Subcontractors' employees, unless the Subcontractors' employees are covered by the insurance afforded by VENDOR. If any class of employees engaged in work or services performed under this Agreement is not covered by California Labor Code sec tion 3700, VENDOR shall provide and/or require each Subcontractor to provide adequate insurance for the coverage of employees not otherwise covered. Vendor shall also maintain employer's liability insurance with limits of one million dollars ($1,000,000) for bodily injury or disease.
☒ Professional Liability Insurance
Professional Liability (Errors and Omissions) Insurance, for liability arising out of, or in connection with, all negligent acts, errors or omissions in connection with services to be provided under this Agreement, with no exclusion for claims of one insured against another insured, with coverage equal to the policy limits, which shall not be less than five million dollars ($5,000,000) per occurrence and five million dollars ($5,000,000) aggregate.
☒ Installation Floater
Installation Floater, covering the work performed under this Contract, against all risks of direct physical loss. The policy shall cover the Contractor’s labor, materials and equipment, including materials and equipment in transit or away from the project site, to be installed in the existing structure(s). The coverage shall be written for an amount equal to the initial contract amount plus the value of any subsequent change orders, subject to a deductible of not more than [$10,000] payable by Contractor.
☒ Cyber Liability Insurance
Cyber Liability Insurance, covering network risk and cyber liability (including coverage for unauthorized access, failure of security, breach of privacy perils, as well at notification costs and regulatory defense) in an amount of not less than $1,000,000. Such insurance shall be maintained in force at all times during the term of the Contract and for a period of two years thereafter for services completed during the term of the Contract.
1.2 Self-Insured Retention
Any self-insured retentions in excess of $100,000 must be declared on the Certificate of insurance or other documentation provided to District and must be approved by the District Risk Manager.
1.3 Claims-Made Basis Coverage
3 Updated 09/16/2025
If any of the insurance coverages required under this Agreement is written on a claims-made basis, Vendor, at Vendor's option, shall either (i) maintain said coverage for at least five (5) years following the termination of this Agreement with coverage extending back to the effective date of this Agreement; (ii) purchase an extended reporting period of not less than five (5) years following the termination of this Agreement; or (iii) acquire a full prior acts provision on any renewal or replacement policy.
2. District as Additional Insured
On Vendor's Commercial General Liability and Automobile policies, the District, its Council members, officers, directors, agents, employees, and volunteers, shall be named as additional insured's, but only with respect to liability arising out of the activities of the named insured. Any endorsement shall be provided using one of the following three options: (i) on ISO form CG 20 10 1 1 85; or (ii) on ISO form CG 20 37 10 01 plus either ISO form CG 20 10 10 01 or CG 20 33 10 01; or (iii) on such other forms which provide coverage at least equal to or better than form CG 20 10 1 1 85.
3. Insurance terms and conditions:
3.1 Cancellation of Insurance
The above stated insurance coverages required to be maintained by Vendor shall be maintained until the completion of all of Vendor's obligations under this Agreement except as otherwise indicated herein. Each insurance policy supplied by Vendor shall not be suspended, voided, cancelled or reduced in coverage or in limits except after ten (10) days written notice by Vendor in the case of non- payment of premiums, or thirty (30) days written notice in all other cases. This notice requirement does not waive t he insurance requirements stated herein. Vendor shall immediately obtain replacement coverage for any insurance policy that is terminated, canceled, non-renewed, or whose policy limits have been exhausted or upon insolvency of the insurer that issued the policy.
3.2 All insurance shall be issued by a company or companies admitted to do business in California and listed in the current "Best's Key Rating Guide" publication with a minimum rating of A-; VII Any exception to these requirements must be approved by the District Risk Manager.
3.3 If Vendor is, or becomes during the term of this Agreement, self-insured or a member of a self-insurance pool, Vendor shall provide coverage equivalent to the insurance coverages and endorsements required above. The District will not accept such coverage unless the District determines, in its sole discretion and by written acceptance, that the coverage proposed to be provided by Vendor is equivalent to the above-required coverages.
3.4 For any claims related to the Agreement, the Vendor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the District, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the District, its officers, officials, employees, or volunteers shall be excess of the Vendor’s insurance and shall not contribute with it.
3.5 Insurance coverages in the minimum amounts set forth herein shall not be construed to relieve Vendor for any liability, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall it preclude the District from taking such other actions as are available to it under any other provision of this Agreement or otherwise in law.
4 Updated 09/16/2025
3.6 Failure by Vendor to maintain all such insurance in effect at all times required by this Agreement shall be a material breach of this Agreement by Vendor. District, at its sole option, may terminate this Agreement and obtain damages from Vendor resulting from said breach.
Alternatively, District may purchase such required i nsurance coverage, and without further notice to Vendor, District shall deduct from sums due to Vendor any premiums and associated costs advanced or paid by District for such insurance. If the balance of monies obligated to Vendor pursuant to this Agreement are insufficient to reimburse District for the premiums and any associated costs, Vendor agrees to reimburse District for the premiums and pay for all costs associated with the purchase of said insurance. Any failure by District to take this alternative action shall not relieve Vendor of its obligation to obtain and maintain the insurance coverages required by this Agreement.
3.7 Should any of the required insurance (other than errors and omissions insurance) be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defenses costs be included in such general a ggregate limit, such general annual aggregate limit shall be double the occurrence or claims limit specified above.
3.8 District may (but is under no obligation to) secure project -specific insurance, wrap- up insurance, or administer an owner controlled insurance program ("OCIP"), in which case Vendor and its subcontractors shall communicate this fact to their insurance carr iers and request that the risk of this project be excluded from their practice policies. Vendor's fees under this Agreement (and the fee of its subcontractors under subcontractor agreements) shall be reduced by the amount of insurance premiums that may be avoided by Vendor and its subcontractors by virtue of the District's obtaining the project -specific insurance, wrap- up insurance or administering an OCIP, and the exclusion of this project from coverage of Vendor's and subcontractors policies.
Construction Manager and its subcontractors shall afford District access to their books and records and cooperate with District in verifying the amount of savings realized.
ATTACHED
1. Insurance Coverage Form
5 Updated 09/16/2025
EXHIBIT D
This INSURANCE COVERAGE FORM modifies or documents insurance provided under the following:
Named Insured: ___________________________________________ Effective Work Date(s): ___________________
Description of Work/Locations/Vehicles: ________________________________________________________________ ADDITIONAL INSURED: City of Foster City/Estero Municipal Improvement District (DISTRICT) 610 Foster City Boulevard, Foster City, CA 94404
Attention: _________________________________
Contract Administrator
Endorsement and Certificates of Insurance Required
The Additional Insured, its elected or appointed officers, officials, employees and volunteers are included as insureds with regard to damages and defense of claims arising from: (Check all that apply)
Insurer Policy
No.
General Liability : (a) activities performed by or on behalf of the Named Insured, (b) products and completed operations of the Named Insured, (c) premises owned, leased occupied or used by the Named Insured, and/or (d) permits issued for operations performed by the Named In sured. {Note:
MEETS OR EXCEEDS ISO Form # CG 20 10 11 85}
Auto Liability : the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Named Insured, regardless of whether liability is attributable to the Named Insured or a combination of the Named Insured and the Additional Insured, its elected or appointed officers, officials, employees or volunteers.
Other: [Cyber Liability, Installation Floater, etc.]
Certificates of Insurance Required (no endorsement needed) (Check all that apply) Insurer Policy No.
Workers Compensation : work performed by employees of the Named Insured while those employees are engaged in work under the simultaneous directions and control of the Named Insured and the Additional Insured.
Professional Liability:
PRIMARY/NON-CONTRIBUTORY: This insurance is primary and is not additional to or contributing with any other insurance carried by or for the benefit of Additional Insureds.
SEVERABILITY OF INTEREST: The insurance afforded by this policy applies separately to each insured who is seeking coverage or against whom a claim is made or a suit is brought, except with respect to the insurer’s limit of liability.
PROVISIONS REGARDING THE INSURED'S DUTIES AFTER ACCIDENT OR LOSS: Any failure to comply with reporting provisions of the policy shall not affect coverage provided to the Additional Insured, its elected or appointed officers, officials, employees, or volunteers.
CANCELLATION NOTICE. The insurance afforded by this policy shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days' prior written notice (ten (10) days if canceled due to non-payment) by regular mail return receipt requested has been given to the Additional Insured. Such notice shall be addressed as shown above.
WAIVER OF SUBROGATION: The insurer(s) named above agree to waive all rights of subrogation against the DISTRICT, its elected or appointed officers, officials, agents, volunteers and employees for losses paid under the terms of this policy which arise from work performed by the Named Insured for the DISTRICT.
Nothing herein contained shall vary, alter or extend any provision or condition of the Policy other than as above stated.
SIGNATURE OF INSURER OR AUTHORIZED REPRESENTATIVE OF THE INSURER
I, ___________________________________________________________(print/type name), warrant that I have authority to bind the above-named insurance company and by my signature hereon do so bind this company.
6 Updated 09/16/2025
SIGNATURE OF AUTHORIZED REPRESENTATIVE (original signature required)
ORGANIZATION: ____________________________________ TITLE: _____________________________________________
ADDRESS: ___________________________________________________________________________________________________
TELEPHONE: ( ) _________________________________________ DATE ISSUED: ______________________________
24 Updated 09/16/2025
Exhibit E
SPECIAL TERMS and CONDITIONS
25 Updated 09/16/2025
EXHIBIT F
COVID-19 AMENDMENT/ATTACHMENT
(Vendor Agreement Form)
This COVID-19 Amendment/Attachment amends the Agreement between ____________________ (“District”) and ____________________________ (“Vendor”) dated ___________________________.
1. Definitions
A. The 2019 novel coronavirus and the disease it causes are collectively referred to herein as “ COVID-19 ”.
B . A “ COVID-19 Condition ” is something attributable to COVID-19 not caused by the Vendor (which for purposes herein includes all subcontractors) and beyond its reasonable control including but not limited to COVID-19 Proclamations and supply chain disruptions due to COVID-19, and other circumstances concerning COVID-19 not caused by the Vendor and which are beyond its reasonable control.
C. A “ COVID-19 Proclamation ” includes but is not limited to orders, directives and guidance concerning COVID-19 that have been issued, and which may be issued from time to time, by public agencies or regulatory bodies, the CDC or OSHA or Cal/OSHA, including without limitation the Cal/OSHA COVID-19 Prevention Emergency Temporary Standards. Vendor acknowledges that those orders, directives and guidance may require the Project to shut down or otherwise increase the Vendor’s cost or time of performance by calling for things such as social distancing and the use of personal protective equipment. In the event of conflicting COVID-19 Proclamations, the Vendor shall follow the most applicable, restrictive and newest COVID-19 Proclamations.
D. An “ Unknown COVID-19 Condition ” is a COVID-19 Condition the Vendor did not know about, and reasonably should not have known about, as of the date the Vendor submitted its proposal. The requirements contained in COVID-19 Proclamations issued before submission of a proposal are not Unknown COVID-19 Conditions, and the Vendor will be deemed to have knowledge of those requirements.
E. An “ Unknown COVID-19 Cost ” is a cost that: (i) is solely attributable to an Unknown COVID-19 Condition; (ii) is reasonable and unavoidable under the circumstances; (iii) is not the result of the Vendor’s failure to comply with the contract documents or a COVID-19 Proclamation; and (iv) is not the result of a subcontractors failure to comply with a COVID-19 Proclamation in connection with the performance of the Services.
2. COVID-19 Conditions and Proposal. Vendor is expected to know and is deemed to have known about COVID-19 Conditions when it submits its proposal, and COVID-19 Conditions must be accounted for in the Vendor’s price and schedule. In order to be 26 Updated 09/16/2025
entitled to any relief from a COVID-19 Condition, the Vendor must demonstrate that the issue, cost or delay is due to an Unknown COVID-19 Condition.
3. Compliance with COVID-19 Proclamations.
A. Vendor shall comply with COVID-19 Proclamation s in the performance of the Services, irrespective of when the COVID-19 Proclamations are issued, and as they pertains to performance of the Services. The cost of such compliance is non- compensable, except as otherwise expressly stated herein.
B. Vendor is responsible to ensure that its subcontractors and suppliers comply with COVID-19 Proclamations at all times in connection with the performance of their Services.
4. Delay. The Vendor is entitled to a reasonable time extension for an Unknown COVID-19 Condition. Such time extension is non-compensable.
5. District Directed Suspension. The District may suspend Services due to COVID- 19 health concerns, even though the Vendor may be allowed to proceed with the Services based on COVID-19 Proclamations. The District may suspend the Services for its convenience. The Vendor is entitled to a time extension for a District Directed Suspension, and the contract amount will be equitably adjusted if and to the extent Vendor incurs increased costs that are Unknown COVID-19 Costs.
6. Compensation for COVID-19 Costs. District will reimburse the Vendor for Unknown COVID-19 Costs that are not included in the schedule of values.
7. Safe Work Practices . Vendor shall implement safe work practices recommended by CDC or OSHA or Cal/OSHA, which may include, inter alia, screening all employees, subcontractors, or others (“worker(s)”) at all locations where Services are performed for signs and symptoms of COVID-19; adopting staggered work schedules, e.g., providing alternating workdays or extra shifts, to reduce the total number of employees on a site at any given time and to ensure physical distancing; identifying choke points where workers are forced to stand together, such as hallways and elevators, ingress and egress points, break areas, and buses, and implement policies to maintain social distancing; coordinating deliveries in line with the employer's minimal contact and cleaning protocols; and instituting a rigorous housekeeping program to reduce dust levels at all exterior locations. Vendor remains fully responsible for following and complying with changes to recommended safe work practices from time to time.
8. Monitoring and Reporting. District may require the Vendor to actively monitor the health of its workers through temperature checks and questionnaires of major COVID- 19 symptoms, including but not limited to cough, fever above 100.4 degrees Fahrenheit and shortness of breath. Vendor shall immediately report to District any outbreaks of COVID-19 among its workers. The Vendor shall not knowingly allow any worker who has tested positive with COVID-19 to enter a District building. In the event of an 27 Updated 09/16/2025
outbreak or an exposure to COVID-19, the District may impose appropriate mitigation strategies which may be in consultation with the public health officer.
9. Conflicts. In the event of an inconsistency between this COVID-19 Amendment and the Agreement, this Addendum shall control.
IN WITNESS WHEREOF, the District and Vendor have executed this Covid-19 Amendment as of the date set forth above.
VENDOR: DISTRICT:
________________________ _________________________ ___ Signature Signature
________________________ _________________________ _____ Print Name & Title Print Name & Title
Updated 09/16/2025
Exhibit G
Existing Lift Station Asbuilt Single Line Diagrams