A250090 2025-01 CPDNoFedDivI 1.19 rev. 01.25
SAMPLE CONTRACT
CITY OF FRESNO, CALIFORNIA
PUBLIC WORK OF IMPROVEMENT
THIS CONTRACT is made and entered into by and betw een CITY OF FRESNO, a California municipal corporation (City), and [Contr actor Name], [Legal Identity] (Contractor) as follows:
1. Contract Documents. The “Notice Inviting Bids,” “Instructions to Bidders,” “Bid Proposal,” and the “Specifications” including “Gene ral Conditions,” “Special Conditions,” and “Technical Specifications” for the following: [Title] (Bid File No. [Bid File No.]) [Alternates (if any)] copies of which are annexed hereto, together with a ll the drawings, plans, and documents specifically referred to in said annexed documents, including Performance and Payment Bonds, if required, and are hereby incorporated into and m ade a part of this Contract, and shall be known as the Contract Documents.
2. Price and Work. For the monetary consideration of [Written Dollar Amount] dollars and [Written Cents Amount] cents ($[Amount]), as se t forth in the Bid Proposal, Contractor promises and agrees to perform or cause to be performed, in a good and workmanlike manner, under the direction and to the satisfaction of the City’s “Engineer,” and in strict accordance with the Specifications, all of the work as set forth in the Contract Documents.
3. Payment. The City accepts the Contractor’s Bid Proposal as stated and agrees to pay the consideration stated, at the times, in the amounts, and under the conditions specified in the Contract Documents.
4. Indemnification. To the furthest extent allowe d by law, including California Civil Code section 2782, CONTRACTOR shall indemnify, defend and hold harmless CITY and each of its officers, officials, employees, agents, and volunteers from any and all claims, demands, actions in law or equity, loss, liability, fines, penalties, forfeitures, interest, costs including legal fees, and damages (whether in contract, tort, or strict liability, including but not limited to personal injury, death at any time, property damage, or loss of any type) arising or alleged to have arisen directly or indirectly out of (1) any voluntary or involuntary act or omission, (2) error, omission or negligence, or (3) the performance or non-perform ance of this Contract . CONTRACTOR'S obligations as set forth in this section shall apply regardless of whether CITY or any of its officers, officials, employees, agents, or volunteers are pas sively negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, cos ts or damages caused by the active or sole negligence, or the willful misconduct, of CITY or any of its officers, officials, employees, agents or volunteers.
To the fullest extent allowed by law, and in additi on to the express duty to indemnify, CONTRACTOR, whenever there is any causal connection between the CONTRACTOR’s performance or non-performance of the work or servi ces required under this Contract and any claim or loss, injury or damage of any type, CONTRA CTOR expressly agrees to undertake a duty to defend CITY and any of its officers, offic ials, employees, agents, or volunteers, as a separate duty, independent of and broader that the duty to indemnify. The duty to defend as herein agreed to by CONTRACTOR expressly includes a ll costs of litigation, attorneys fees, settlement costs and expenses in connection with claims or litigation, whether or not the claims are valid, false or groundless, as long as the clai ms could be in any manner be causally connected to CONTRACTOR as reasonably determined by CITY.
Upon the tender by CITY to CONTRACTOR, CONTRACTOR s hall be bound and obligated to assume the defense of CITY and any of its officers, officials, employees, agents, or volunteers,
A250090 2025-01 CPDNoFedDivI 1.20 rev. 01.25
including the a duty to settle and otherwise pursue settlement negotiations, and shall pay, liquidate, discharge and satisfy any and all settle ments, judgments, awards, or expenses resulting from or arising out of the claims without reimbursement from CITY or any of its officers, officials, employees, agents, or volunteers.
It is further understood and agreed by CONTRACTOR that if CITY tenders a defense of a claim on behalf of CITY or any of its officers, officials , employees, agents, or volunteers and CONTRACTOR fails, refuses or neglects to assume the defense thereof, CITY and its officers, officials, employees, agents, or volunteers may agr ee to compromise and settle or defend any such claim or action and CONTRACTOR shall be bound and obligated to reimburse CITY and its officers, officials, employees, agents, or volu nteers for the amounts expended by each in defending or settling such claim, or in the amount required to pay any judgment rendered therein.
The defense and indemnity obligations set forth abo ve shall be direct obligations and shall be separate from and shall not be limited in any manner by any insurance procured in accordance with the insurance requirements set forth in this Contract. In addition, such obligations remain in force regardless of whether CITY provided approval for, or did not review or object to, any insurance CONTRACTOR may have procured in a accordance with the insurance requirements set forth in this Contract. The defense and indemnity obligations shall arise at such time that any claim is made, or loss, injury or damage of any typ e has been incurred by CITY, and the entry of judgment, arbitration, or litigation of any clai m shall not be a condition precedent to these obligations.
The defense and indemnity obligations set forth in this section shall survive termination or expiration of this Contract.
If CONTRACTOR should subcontract all or any portion of the work to be performed under this Contract, CONTRACTOR shall require each subcontract or to Indemnify, hold harmless and defend CITY and each of its officers, officials, employees, agents and volunteers in accordance with the terms as set forth above.
5. Trench Shoring Detailed Plan. Contractor ackno wledges the provisions of Section 6705 of the California Labor Code and, if said provisions are applicable to this Contract, agrees to comply therewith.
6. Worker’s Compensation Certification. In compli ance with the provisions of Section 1861 of the California Labor Code, Contractor hereby certifies as follows:
I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for worker’s compensation or to undertake self-insurance in acco rdance with the provisions of that Code, and I will comply with suc h provisions before commencing the performance of work of this Contract and will make my subcontractors aware of this provision.
IN WITNESS WHEREOF, the parties have executed this Contract on the day and year here below written, of which the date of execution by City shall be subsequent to that of Contractor’s, and this Contract shall be binding and effective upon execution by both parties.
A250090 2025-01 CPDNoFedDivI 1.21 rev. 01.25
[Contractor Name],
[Legal Identity]
By:
Name:
(Type or print written signature.)
Title:
(If corporation or LLC, Board Chair,
Pres. or Vice Pres.)
Dated:
By:
Name:
(Type or print written signature.)
Title:
(If corporation or LLC, CFO, Treasurer,
Secretary or Assistant Secretary)
Dated:
CITY OF FRESNO,
a California municipal corporation
By:
[Name],
[Title]
Department of Public Works
Dated:
ATTEST:
TODD STERMER, MMC
City Clerk
By:
Deputy
No signature of City Attorney required.
Standard Document # 2022-11 DPW-
SFormalBidContract-PublicWorkofImprovement
has been used without modification as certified
by the undersigned.
By:
[City Certifier Name]
[City Certifier Title]
Department of Public Works
City address:
City of Fresno
Attention: [Name], [Title]
[Street Address]
Fresno, CA [Zip]