Glendora City Council
September 13, 2022

2 We are committed to performing the required work, completing the audit, and issuing the necessary auditors’ reports.

We believe we are the best qualified to perform the audit because our audit staff includes individuals well versed in municipal auditing and reporting requirements. We have performed auditing and consulting engagements for numerous cities throughout California. We will be responsive to the needs of the City, we understand the City’s operational environment, and pledge to you our complete commitment to providing a quality product that meets the City’s requirements.

The approach to the audit has been designed to meet the audit requirements of the various authorities with the least disruption to the City’s office operations. The foundation of the audit approach is based on communication coupled with a strong knowledge of City operations and detailed planning at the initial stages of the audit. Open communication lines with all parties of the Engagement Team and City Management and staff throughout the engagement eliminate “surprises”. Initial planning and proper assignment of duties to experienced personnel provide for an effective and efficient audit process. Consequently, inefficiencies and disruptions are kept to a minimum. In addition, we perform almost half of the audit tasks during the interim phase to minimize any unforeseen delays during the year-end phase and to ensure a smooth and timely audit process.

The Firm maintains liability insurance coverage for professional liability, Workers’ Compensation, Comprehensive General Liability and Auto as part of our comprehensive insurance policy.

The Firm is an Equal Opportunity employer and complies with all Federal and State hiring requirements. The Firm also supports Affirmative Action philosophies and works hard to provide disadvantaged groups with opportunities for self enhancement.

This proposal is a firm and irrevocable offer for 180 days.

We are confident that you will find our organization offers the required expertise, technical knowledge, and business understanding to perform an audit of the City. Our past experience provides us with a thorough understanding of the needs and requirements of the City, as well as the technical knowledge to perform such services in accordance with the accounting and auditing guidelines as published by the various authoritative entities.

We welcome your inquiries and look forward to further discussions with you.

Sincerely,
Ahmed Badawi
Partner
Badawi & Associates
Certified Public Accountants
Item #10. Page 37
Meeting Date: 9/13/2022 / Packet Page #: 184
City of Glendora Technical Proposal

3 Independence
The Firm is independent of the City of Glendora as defined by the GAO’s Standards for Audit of Governmental Organizations, Programs, Activities and Functions, and the AICPA and California State Society of Certified Public Accountants as promulgated in various auditing and professional standards.

Insurance
The Firm maintains professional liability insurance and other coverage as part of our comprehensive insurance policy. Upon selection as the City’s independent auditor, the Firm and our insurance provider will provide a certificate of insurance to the City which shows the minimum requirements identified by City have been met.

License to Practice in California
The Firm and all key professional staff assigned to the City’s audit are properly licensed to practice as Certified Public Accountants in the State of California and comply with GAO Government Auditing Standards.

The Firm is registered with the California State Board of Accountancy. Its State number is COR6823.

The Firm has met all required State and local laws, rules, and regulations.

Conflict of Interest
The Firm has no conflicts of interest in connection with providing the services described in this proposal. The Firm does not have any financial, business, or other professional relationships with the City or any member of City staff.

Firm Qualifications
Badawi & Associates was founded by Mr. Ahmed Badawi. Mr. Badawi has over 20 years of experience working with state and local government with a special focus on cities. Prior to founding B&A, Mr. Badawi was a partner with several local and national firms, where he headed their government practice in Northern California. Mr. Badawi founded Badawi & Associates to serve the fast-paced needs of California's local governments. The goal is to build a proactive, client-focused culture from the ground up and to eliminate the entrenched bureaucratic culture and intrinsic limitations of the big audit firms.

Located in Berkeley, CA, the Firm serves a variety of cities and towns throughout California as well as conducting financial related services for numerous special districts and authorities.

Names and phone numbers of several of our current and past clients and other references are provided for your inquiries. We encourage you to contact these individuals to obtain information on the quality of the audit and the ability of the audit staff.

Our Berkeley office will be the Engagement Office assigned to the City.

In addition to specific City financial statements, the Firm members have also audited numerous redevelopment agencies, public financing authorities, hospitals, housing authorities, transportation authorities, special districts, water districts, OCJP grants, selfinsurance pools, joint power authorities and has also performed numerous compliance audits in accordance with the Single Audit Act, childcare regulations, TOT regulations, AQMD regulations, franchise requirements.

The Engagement Partner assigned to the City will be Mr. Ahmed Badawi. Mr. Badawi has over 20 years of government audit experience. He is a member of various governmental committees, has actively participated in the development of accounting and audit guidelines for the governmental sector, and is an instructor for the California Society of Municipal Finance Officers.

Firm
Qualifications
and
Experience
Item #10. Page 38
Meeting Date: 9/13/2022 / Packet Page #: 185
City of Glendora Technical Proposal

4 The professional staffs assigned to the Engagement are qualified and experienced. Each individual of the Engagement Team has several years of experience and has conducted or participated in numerous municipal audits of various sizes. Their understanding of governmental operations and the various authoritative guidelines will provide the where-withall to perform the audit in an efficient and effective manner with minimal disruption to the City’s finance department.

Technical Approach
The approach to the audit has been designed to meet the audit requirements of the various authorities with the least disruption to the City’s operations. The foundation of the audit approach is based on communication coupled with a strong knowledge of City operations and detailed planning at the initial stages of the audit. Open communication lines with all parties of the Engagement Team and City Management and staff throughout the engagement eliminate “surprises”. Initial planning and proper assignment of duties to experienced personnel provide for an effective and efficient audit process. Consequently, inefficiencies, disruptions, and lack of understanding are kept to a minimum.

The audit approach will consist of four phases:
1) Initial Planning Meeting:

The Engagement Partner and Manager will meet with City Management to discuss the audit approach, identify specific needs of City Management, and familiarize themselves with City policies and practices.
2) Interim:

The Engagement Team members including the Engagement Team Partner will perform the internal control reviews, test transactions, evaluate compliance with Single Audit Act requirements, identify potential audit issues that need to be addressed, perform limited confirmation procedures, and develop a clear understanding between the Engagement Team and City Management of the year-end audit responsibilities and assignments. In addition, we strive to complete many of the year-end audit tasks during the interim phase to ensure a smoother audit process. We will work with the City on providing a list of those tasks that we will target to complete during interim and work with the City on how to complete them to minimize the amount of effort and time needed at year-end which in turn will assist the City in meeting its goal of issuing the Annual Comprehensive Financial Report.
3) Year-end:

The Engagement Team members including the Engagement Team Partner will conduct validation procedures on general ledger account balances, complete confirmation procedures, perform analytical procedures on revenue and expenditures, perform search for unrecorded liabilities, complete compliance work on Federal Assistance, and wrap up audit field work.
4) Reporting:

Auditor’s reports for all City reporting entities and compliance requirements will be finalized along with Single Audit Reports and Management Letter comments. The Partner and Manager will be available to make presentations to the City Council and/or designated bodies.

Item #10. Page 39
Meeting Date: 9/13/2022 / Packet Page #: 186
City of Glendora Technical Proposal

5 Firm Experience
The Firm is located in Berkeley and provides a full range of accounting services to governmental agencies throughout California, including audit, tax and accounting. The Firm’s professional staff members provide the financial background and specific experience to meet the City’s operational needs. Additionally, this situation provides the City with an auditing firm that has depth in capabilities to address any financial issue the City may need assistance with, and the quality audit approach that you expect.

Our Berkeley office will be the Engagement Office assigned to the City.

Firm policy requires that the Engagement Partner, during the first year of the engagement, be actively involved in the daily fieldwork. This means to the City that Mr. Badawi will actually be on-site during the audit coordinating the audit process, supervising the audit staff, gaining a hands-on understanding of City processes, and benefiting the City with his broad municipal experience. We have found that this effort benefits the City and the Firm through developing a thorough knowledge of the City’s practices and issues and establishing a close working relationship with the City’s Management. Additionally, continuity of audit personnel is assured because of the hands on involvement of the Partner.

We are committed to providing appropriate and related experience, personal involvement, and a broad business perspective to produce a quality end product within the time frames required.

The Firm provides financial and compliance auditing services to governmental agencies throughout California. We are a governmental agency auditing firm and our professional staff members have been performing these services for many years. As a result, we have performed financial and compliance audits on most, if not all, types of governmental agencies and operations including:
 Cities
 Redevelopment
Agencies
 Financing
Authorities
 Housing Authorities
 Special Districts
 Water Districts
 Waste Management
Authorities and
Operations
 Pension Plans
 Child Care
Operations
 Joint Power
Authorities
 Investment Activities
 Landfills
 Enterprise Funds
 Airports
 Transportation
Operations
 Federal and State
Grants
Additional Activities
We offer a full range of accounting and finance services to the governmental sector. These services include:
 Financial audits
 Compliance audits
 Tax advice
 Development of financial and
accounting policies and procedures
 Investment review and compliance
evaluation
 Operational reviews
 Technical guidance on existing and
upcoming accounting issues
 Training seminars
 Pension/profit-sharing plans
 Performance audits
 Business consulting
Consequently, Firm personnel are well qualified to perform the services expected by the City.

Item #10. Page 40
Meeting Date: 9/13/2022 / Packet Page #: 187
City of Glendora Technical Proposal

6 Client Training Seminar
The Firm hosts an annual update on recent technical accounting and finance issues affecting the governmental area. This all day session reviews new and anticipated pronouncements from GASB, discusses future issues under consideration by GASB, reviews accounting treatment of various transactions where issues may arise, and provides a general overview of state and federal compliance issues. All of our clients are invited to attend, free of charge. The one day session qualifies for CPE under the rules of the State Board of Accountancy and is held in the Bay Area.

GASB 68 Firm Developed Tools and Assistance
The Firm has developed tools to assist our clients with preparation of GASB 68 journal entries for the CalPERS’ Cost Sharing Plans (for which individualized actuarial valuations are no longer prepared) and the CalPERS’ Agent Multiple Employer Plans. In addition to providing our clients with these tools and instructions on how to use them, we are available to answer any questions on how to prepare and complete the GASB 68 journal entries.

Flowcharting Documentation
As part of our risk assessment procedures, we prepare flowcharts for documenting our understanding of the City’s significant accounting and financial processes. Flowcharts are updated annually for any changes in the City’s processes and copies can be provided upon request for the City’s internal use. Flowcharted processes may include:
 Financial Reporting, Closing, and Manual Journal Entries  Cash Receipts, Billing, and Accounts Receivable/Revenues  Cash Disbursements, Purchasing, and Accounts Payable/Expenditures  Payroll and Human Resources
Quality Control Review
According to Government Auditing Standards, firms who perform audits under the Yellow Book are required to have a peer review once every three years. We received a report with a rating of pass with no deficiencies which we attached for your review.

Item #10. Page 41
Meeting Date: 9/13/2022 / Packet Page #: 188
City of Glendora Technical Proposal

7 Item #10. Page 42
Meeting Date: 9/13/2022 / Packet Page #: 189
City of Glendora Technical Proposal

8 Item #10. Page 43
Meeting Date: 9/13/2022 / Packet Page #: 190
City of Glendora Technical Proposal

9 The Firm has policies and procedures to ensure it hires only qualified people, that it properly supervises them and provides professional training, that it advances them to responsibilities they are capable of handling, and that it provides them with necessary technical resources. All members of the Firm are very familiar with the stringent quality control standards established by the AICPA.

The Firm is a member of the AICPA Government Audit Quality Center.

The Firm is a member of the AICPA Private Companies Practice Section.

Federal or State Desk Reviews
The Firm has had no negative federal or state reviews in the past three (3) years.

Disciplinary Action
There has not been any state or federal disciplinary actions taken or pending against the Firm nor any findings to report.

Litigations
The Firm has not experienced any lawsuits or legal actions that have been resolved or are currently pending in the prior five years.

Item #10. Page 44
Meeting Date: 9/13/2022 / Packet Page #: 191
City of Glendora Technical Proposal

10 The Engagement Team will normally consist of six individuals who provide a broad business perspective and significant experience in governmental auditing. This team will provide access to a wide range of technical capabilities which will provide the City with not only the technical support necessary to perform the audit, but also the broad business background to interpret findings and observations to offer effective solutions to issues, and the personal involvement of the Engagement and Compliance Partners of the Firm.

The Engagement Team will be led by Ahmed Badawi, CPA. Mr. Badawi’s background includes over twenty years of municipal auditing experience with a special focus on cities. He is the instructor of the CSMFO “Introduction to Governmental Accounting” training classes. Mr.

Badawi is a member of the Government Accounting and Auditing Committee of the California Society of Certified Public Accountants. He has participated in the audits of numerous City, county and special district governments, as well as non-profit entities. His diversified background offers the technical qualities required of the governmental and non-profit areas and the necessary wherewithal to properly evaluate the entire accounting process, develop opportunities to improve the accounting process, and to offer practical business recommendations.

The second member of the Engagement Team will be Mitesh Desai, CPA. Mr. Desai’s background includes fourteen years of experience in municipal auditing. Mr. Desai has participated in the audits of numerous governmental agencies, assisted in their efforts to publish their Annual Comprehensive Financial Reports in compliance with GASB 34, and a volunteer member of the GFOA Special Review Committee. Mr. Desai has also achieved the Advanced Single Audit Certificate offered by the AICPA. He will serve as the Audit Manager.

The third member of the Engagement Team will be Saleh Yassin, CPA. Mr. Yassin’s background includes ten years of accounting and auditing experience. He has participated in the audits of numerous governmental entities and assisted in their efforts to publish their financial statements in compliance with various regulations, and is a volunteer member of the GFOA Special Review Committee. Mr. Yassin will be the Audit Senior of this engagement.

Engagement Partner
Ahmed Badawi
CPA
Audit Manager
Mitesh Desai
CPA
Engagement Quality
Reviewer
Monica Singhai
CPA
Audit Senior
Saleh Yassin
CPA
Professional
Audit Staff
Professional
Audit Staff
Partner,
Supervisory,
and Staff
Qualifications
and
Experiences
Item #10. Page 45
Meeting Date: 9/13/2022 / Packet Page #: 192
City of Glendora Technical Proposal

11 The fourth member of the Engagement Team will be Monica Singhai, CPA. Mrs. Singhai’s background includes over seventeen years of experience in municipal auditing. She has participated in the audits of numerous governmental agencies and assisted in their efforts to publish their financial statements in compliance with various regulations. Mrs. Singhai will be the Engagement Quality Reviewer of this engagement.

Each member of the Engagement Team participates in continuing education programs offered by the AICPA and California State Society of Certified Public Accountants, and each has met the continuing education requirements for municipalities. In addition, the firm offers at least 60 hours of in-house CPE annually focused mainly on municipal audits.

Professional Development:

The Firm maintains a comprehensive training program targeted at appropriate professional staff levels. It utilizes in-house developed educational programs, AICPA and California CPA Foundation educational programs, and on-the-job training.

The Firm’s annual training schedule which officially begins in April for all professional staff and administrative staff includes comprehensive in-house training sessions on such topics as:
 Review of principles of accounting and financial reporting for state and local governments
 Review of governmental fund types and account groups
 Review of newly issued generally accepted auditing standards and GAO auditing standards
 Review of Internal Control evaluation approaches including COSO principles  Updates on recent governmental accounting and reporting guidelines  Review of Single Audit requirements and approaches
 Review of financial audit approaches
 Overview of audit and internal control work paper techniques  Review of GASB reporting requirements
 Review of current issues facing the governmental community During the year, professional staff members are sent to various educational sessions sponsored by the AICPA and California State Society of CPAs, as considered appropriate for the level and need of the individual. These classes include, among others:
 Governmental Financial Reporting Standards and Practices  Yellow Book: Government Auditing Standards
 Financial Accounting Standards: Comprehensive Review
 Single Audit
 Governmental Auditing & Accounting Update
 Governmental Accounting Principles
 Comprehensive Review of Generally Accepted Auditing Standards The result of the Firm’s training program is the production of a highly educated and competent municipal audit group capable of performing an efficient and effective audit for the City.

The Engagement Team members will continue their professional development efforts.

Item #10. Page 46
Meeting Date: 9/13/2022 / Packet Page #: 193
City of Glendora Technical Proposal

12 Staff Retention and Continuity:

The Firm's policy on providing service to our clients includes a commitment to maintaining continuity of audit personnel. We cannot guarantee that our staff will remain with the Firm.

However, to encourage our staff to remain with us, we pay competitive wage rates; offer promotional opportunities; provide state-of-the-art equipment and excellent working conditions; and offer various benefits, such as retirement plans, medical plans, profit sharing programs, educational benefits, and other such benefits. We can also guarantee that the partner will be involved in future years. Continuity of audit staff is of prime concern to us and because of the hands-on involvement of the partner; we can assure you that future years’ audits will be conducted in an efficient and effective manner with qualified and experienced professionals.

The Firm is an Equal Opportunity employer and complies with all Federal and State hiring requirements. The Firm also supports Affirmative Action philosophies and works hard to provide disadvantaged groups with opportunities for self enhancement.

Resumes of each member of the Engagement Team follow.

Item #10. Page 47
Meeting Date: 9/13/2022 / Packet Page #: 194
City of Glendora Technical Proposal

13 Ahmed Badawi, Certified Public Accountant – Engagement Partner Length of Career
 Twenty years experience in municipal auditing and accounting with a special focus on cities  Certified Public Accountant for the State of California Professional Experience
 Partial listing of clients served:
 Has performed numerous financial audits, Single Audits, Transportation Development Act audits, housing audits, electrical utility audits, RDA audits, PFA audits, and Trust Fund audits, and has prepared numerous Annual Comprehensive Financial Reports Education
 BS Degree in Accounting from the University of Alexandria, Egypt Professional Activities
 Instructor, CSMFO’s “Introduction to Governmental Accounting” training class  Member, CALCPA Government Accounting and Auditing Committee  Member, American Institute of Certified Public Accountants  Member, California Society of Certified Public Accountants  Member, Government Finance Officers Association
 Member, California Society of Municipal Finance Officers Continuing Education
 Has met the current CPE educational requirements to perform audits on governmental agencies Financial Single RDA PFA Enterprise
Audit Audit Audit Audit Fund Other
Cities:

Albany X X X X
Antioch X X X X X
Atwater X X X
Azusa X X X X
Berkeley X X X X X
Buena Park X X X X X
Burlingame X X X
Cotati X X X
Dublin X X X
East Palo Alto X X X X
El Cerrito X X X X X
Folsom X X X X
Foster City X X X X X
Fremont X X X X
Guadalupe X X X X X
Lafayette X X X X
Larkspur X X X X
Lindsay X X X
Menlo Park X X X X X
Newark X X X X
Oakdale X X X X X
Ontario X X X X
Petaluma X X
Pinole X X X X
Pleasanton X X X X
Richmond X X X X X X
San Bruno X X X X X
San Leandro X X X X
San Luis Obispo X X X
San Mateo X X X X X
Scotts Valley X X X X
Solvang X X
Susanville X X
Turlock X X X X X X
Union City X X X X X
Vacaville X X X X X
Walnut Creek X X X X X
Counties:

Santa Cruz County X X X X X X
Contra Costa County X X XXXX
Special Districts and Other:

Alameda County Water District X X X
East Bay Regional Park District X X X
Services Provided
Item #10. Page 48
Meeting Date: 9/13/2022 / Packet Page #: 195
City of Glendora Technical Proposal

14 Mitesh Desai, Certified Public Accountant – Professional Audit Manager Length of Career
 Fourteen years experience in municipal auditing with a special focus on cities  Certified Public Accountant for the State of California Professional Experience
 Has performed numerous financial audits, Single Audits, RDA audits, PFA audits, Transportation Development Act audits, and housing audits
Education
 BS Degree in Business Economics with an emphasis in Accounting from University of California, Santa Barbara
Professional Activities
 Member, American Institute of Certified Public Accountants  Member, California Society of Certified Public Accountants  Volunteer Member, GFOA Special Review Committee
Continuing Education
 Various municipal accounting courses offered by the California Society of CPAs and local universities including:
- Governmental Financial Reporting Standards and Practices - Yellow Book: Government Auditing Standards
- Municipal Accounting
- Single Audit
 Has met the current CPE educational requirements to perform audits on governmental agencies Financial Single RDA PFA Enterprise
Audit Audit Audit Audit Fund Other
Cities:

Albany X
Antioch X X X
Azusa X X X X
Berkeley X X X X X
Buena Park X X X X
Calimesa X X X
Crescent City X X X X X
Dablin X X X
East Palo Alto X X X X
El Cerrito X X X X X
Foster City X X X X X
Fremont X X X X X
Lemon Grove X X
Lindsay X X X
Menlo Park X X X
Millbraie X X X X
Newark X X X X
Oakdale X X X X
Pittsburg X X X X X
Placerville X X X X
Rio Vista X X X X
San Mateo X X X X X
Sebastopul X X X X
Solvang X X
Susanville X
Turlock X XX
Union City XX X
Vacaville XXXX X
Waterford XXX X
Yountville XX X
Yuba City XX X X
Child Care Programs:

Menlo Park Child Care XX
Stanislaus County Childcare XX
Non-profits:

Housing Endowment and Regional Trust X
Special Districts and Other:

Castro Valley Sanitary District X
Cosumnes Community Services District X
Marin Municipal Water District X
West County Wastewater District XX
XX
Services Provided
Contra Costa Child Development Programs
Item #10. Page 49
Meeting Date: 9/13/2022 / Packet Page #: 196
City of Glendora Technical Proposal

15 Saleh Yassin, Certified Public Accountant – Professional Audit Senior Length of Career
 Ten years of experience in auditing
 Certified Public Accountant for the State of California Professional Experience
 Has performed numerous financial audits, Single Audits, RDA audits, PFA audits, Transportation Development audits, and housing audits
Education
 BA Degree in Accounting from University of Asmara, Eritrea Professional Activities
 Member, American Institute of Certified Public Accountants  Member of the Association of Chartered Certified Accountants  Volunteer Member, GFOA Special Review Committee
Continuing Education
 Various municipal accounting courses offered by the California Society of CPAs and local universities including:
- Governmental Financial Reporting Standards and Practices - Yellow Book: Government Auditing Standards
- Municipal Accounting
- Single Audit
 Has met the current CPE educational requirements to perform audits on governmental agencies Financial SCO Single PFA Enterprise
Audit Report Audit Audit Fund Other
Cities:

Albany X X X
Antioch X X X
Azusa X X X
Berkeley X X X
East Palo Alto X X
El Cerrito X
Larkspur X X X
Newark X X X
Oakdale X X X
Petaluma X X X X
Pinole X X X
Richmond X X X X X
San Luis Obispo X X
San Mateo X X
Sebastopol X X X
Solvang X X
Vacaville X X X X X
Yountville X X
Yuba City X X X
Special Districts:

Central County Fire District X
Hayward Area Recreation and Park District X X X
Regional Government Services Authority X
San Mateo Mosquito District X X
Sutter Animal Services Authority X
Sutter Butte Flood Control Agency X
Zayante Fire Protection District X
Non-profits:

Housing Endowment and Regional Trust X
Newark Betterment Corporation X
Services Provided
Item #10. Page 50
Meeting Date: 9/13/2022 / Packet Page #: 197
City of Glendora Technical Proposal

16 Monica Singhai, Certified Public Accountant – Engagement Quality Reviewer Length of Career
 Seventeen years of experience in auditing with special focus on municipalities.  Certified Public Accountant for the State of California.

Professional Experience
 Has performed numerous financial audits, Single Audits, RDA audits and PFA audits Education
 Bachelor of Science in Accounting from Jabalpur University, India.

Professional Activities
 Member, California Society of Certified Public Accountants.  Member, Institute of Chartered Accountants of India.

Continuing Education
 Various local governments and not for profit accounting courses offered by the California Society of CPAs and AICPA including:
- Governmental Financial Reporting Standards and Practices - Yellow Book: Government Auditing Standards
- Single Audit
 Has met the current CPE educational requirements to perform audits on governmental agencies.

Financial Single RDA PFA Enterprise
Audit Audit Audit Audit Fund Other
Cities:

Berkeley XX X
East Palo Alto XX
Menlo Park XX X
Redwood City XX X
Special District:

Alameda County Fire District X
Alameda County Law Library X
Burbank Sanitary District XX
Lions Gate Community Service District X
Los Medanos Community Health Care District X
Oakland-Alameda County Coliseum Authority X
School District:

Bayshore Elementary School District X
Belmont-Redwood Shores School District XX X
Brisbane School District X
Jefferson Elementary School District XX
La Honda-Pescadero Unified School District XX X
Pacifica School District XX
Ravenswood City School District XX X
Redwood City School District XX
San Mateo-Foster City School District XX X
Charter schools:

Oakland Military Institute College Preparatory
Academy XX
Sacramento Valley Charter School X
West Sacramento College Prep Charter School X
First 5:

First 5 Alameda County XX
First 5 Inyo County X
First 5 Marin County X
First 5 Monterey County X
First 5 Santa Cruz County X
Others:

Alameda County Housing Community
Development Agency X X X
Alameda County Redevelopment Agency X X
Alameda County Successor Agency X
City of Oakland - Measure C X
City of Oakland - Measure Y X
City of Oakland - Child Care and
Development Program X
City of Oakland - Wildfire Prevention
Assessment District X
Services Provided
Item #10. Page 51
Meeting Date: 9/13/2022 / Packet Page #: 198
City of Glendora Technical Proposal

17 The tables below and on the following page are a partial listing of our clients similar to the City, and illustrates the many different types of components involved in each audit engagement that present very difficult and complex auditing and accounting challenges (in order of audit hours). ** Indicates cities with population over 50,000
** Indicates cities with governmental revenues over $100 million and population over 50,000

City
Client Since
Hours
Engagement Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
RDA/Successor Agency
Single Audit
TDA
Water Fund
Sewer Fund
Child Care Audit
Housing Authority
Enterprise Funds
Pension Trust Fund
** Richmond 2020 3,160 Ahmed
Badaw i
Ms. Delmy Cuellar
Finance Manager
(510)620-6790
[email protected]

X XXX X XXX
** Berkeley 2008 1,850 Mitesh
Desai
Mr. Henry Oyekanmi
Finance Director
(510)981-7300
[email protected]

X XXXX X XX
* Union City 2006 850 Mitesh
Desai
Ms. Jackie Acosta
Finance Director
(510)675-5345
[email protected]

X XXXX X
** Folsom 2019 807 Ahmed
Badaw i
Ms. Stacey Tamagni
Finance Director
(916)461-6712
[email protected]

X X X XX X
* Petaluma 2019 691 Ahmed
Badaw i
Ms. Corey Garberolio
Finance Director
(707)778-4357
[email protected]

X X XXXXX
* San Luis
Obispo 2019 638 Ahmed Badaw i
Ms. Brigitte Elke
Finance Director
(805)781-7125
[email protected]

X X XXXX
* Antioch 2005 586 Mitesh
Desai
Ms. Daw n Merchant
Finance Director
(925)779-6135
[email protected]

X XXXXXX X
Lafayette 2020 586 Ahmed
Badaw i
Ms. Tracy Robinson
Administrative Services Director
(925)299-3227
[email protected]
X XX X
East Palo Alto 2014 560 Mitesh
Desai
Mr. Tomohito Oku
Finance Director
(650)853-3122
[email protected]

X XXX X X
El Cerrito 2018 547 Ahmed
Badaw i
Ms. Lucy Xie
Senior Accountant
(510)215-4310
[email protected]

X XXXX XX
** Dublin 2018 546 Ahmed
Badaw i
Ms. Lisa Hisatomi
Director of Finance & Admin. Services
(925)833-6640
[email protected]
X X XX
Similar
Engagements
with Other
Governmental
Entities
Item #10. Page 52
Meeting Date: 9/13/2022 / Packet Page #: 199
City of Glendora Technical Proposal

18 City
Client Since
Hours
Engagement Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
RDA/Successor Agency
Single Audit
TDA
Water Fund
Sewer Fund
Child Care Audit
Housing Authority
Enterprise Funds
Pension Trust Fund
Azusa 2017 540 Ahmed
Badaw i
Ms. Talika Johnson
Administrative Services Director
(626)812-5202
[email protected]

X XXX XX X
Millbrae 2015 524 Ahmed
Badaw i
Mr. Mike Sung
Finance Director
(650)259-2433
[email protected]

X XXX XX X
* Yuba City 2017 450 Ahmed
Badaw i
Mr. Spencer Morrison
Finance Director
(530)822-4615
[email protected]

X XXX XX X
Wasco 2021 428 Ahmed
Badaw i
Mr. Isarel Perez-Hernandez
Finance Director
(661)758-7230
isperez@cityofw asco.org
XXXXX
Pinole 2018 419 Ahmed
Badaw i
Ms. Markisha Guillory
Finance Director
(510)724-9823
[email protected]

X XX X X
Larkspur 2019 382 Ahmed
Badaw i
Ms. Cathy Orme
Administrative Services Director
(415) 927-5019
[email protected]
XX X
Atw ater 2021 380 Ahmed
Badaw i
Ms. Kellie Jacobs-Hunter
Finance Director
(209)357-6347
kjacobshunter@atw ater.org

XX XX X
Waterford 2018 311 Ahmed
Badaw i
Mrs. Tina Envia
Finance Manager
(209)874-2328 Ext: 104
tenvia@cityofw aterford.org
X XX X
Solvang 2019 308 Ahmed
Badaw i
Ms. Xenia Bradford
City Manager
(805)688-5575
[email protected]
X X XX
Oakdale 2016 306 Ahmed
Badaw i
Mr. Albert Avila
Finance Director
(209)845-3584
[email protected]

XXXXX X
Guadalupe 2017 303 Ahmed
Badaw i
Ms. Lorena Zarate
Finance Director
(805)356-3895
[email protected]

XX XX X
Sebastopol 2017 275 Mitesh
Desai
Mrs. Ana Kw ong
Finance Director
(707)824-4879
akw [email protected]

X XX XX X
Item #10. Page 53
Meeting Date: 9/13/2022 / Packet Page #: 200
City of Glendora Technical Proposal

19 City Client Since Hours Engagement Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
RDA/Successor Agency
Single Audit
TDA
Water Fund
Sewer Fund
Child Care Audit
Housing Authority
Enterprise Funds
Pension Trust Fund
Cotati 2020 265 Ahmed
Badaw i
Ms. Angela Courter
Director of Administrative Services
707-665-4236
[email protected]

X X XX X
Crescent City 2014 227 Mitesh
Desai
Ms. Linda Leaver
Finance Director
(707)464-7483 x224
[email protected]

XX XX XX
Scotts Valley 2019 202 Ahmed
Badaw i
Ms. Casey Estorga
Administrative Services Director
(831) 440-5615
[email protected]
X XX X
Calimesa 2013 193 Mitesh
Desai
Ms. Bonnie Johnson
City Manager
(909)795-9801 ext 231
[email protected]
X
Item #10. Page 54
Meeting Date: 9/13/2022 / Packet Page #: 201
City of Glendora Technical Proposal

20 The table below lists all special district engagements (in order of audit hours):

Special District
Client Since
Hours
Engagement
Partner
Principal Contact
Annual Comprehensive
Financial Report
GFOA Award
Single Audit
Enterprise Funds
San Gabriel Valley Council of Governments 2021 618 Ahmed Badawi
Mr. Rey Alimoren,
Director of Finance
(626) 962-9292
[email protected]
No N/A X
County of Contra Costa Community
Services Bureau Child Development
Program
2013 450 Mitesh
Desai
Ms. Nancy Benavides
Fiscal Officer
(925)681-4268
[email protected]
No N/A
Florin Resource Conservation District/
Elk Grove Water District 2015 350 Mitesh Desai
Mr. Patrick Lee
Finance Manager / Treasurer
(916)685-3556
[email protected]
Yes Yes X
Hayward Area Recreation
and Park District 2017 350 Ahmed Badawi
Ms. Anne Maze
Interim Finance Manager
(925)451-5318
[email protected]
No N/A
Amador County
Transportation Commission 2019 260 Ahmed Badawi
Mr. John Gedney
Executive Director
(209)267-2282
[email protected]
No N/A
Solano County Water Agency 2020 243 Ahmed
Badawi
Mr. Roland Sanford
General Manager
(707) 455-1103
[email protected]
No N/A
San Mateo Mosquito and
Vector Control District 2018 228 Ahmed Badawi
Mr. Richard Arrow
Finance Director
(650)344-8592
[email protected]
Yes Yes
Monterey Bay Unified Air
Pollution Control District 2016 200 Mitesh Desai
Ms. Rosa Rosales
Administrative Services Manager
(831)718-8019
[email protected]
No N/A
Southern Marin Fire
Protection District 2020 160 Ahmed Badawi
Ms. Alyssa Schiffmann
Finance Manager
(415)388-8182
[email protected]
No N/A
Alameda County Waste Management
Authority (StopWaste) 2018 154 Ahmed Badawi
Mrs. Jennifer Luong
Finance Services Manager
(510)891-6500
[email protected]
No N/A
Aptos La Selva
Fire District 2016 150 Mitesh Desai
Ms. Nancy Dannhauser
Finance Director
(831)685-6690
[email protected]
No N/A
Central County
Fire Department 2012 150 Mitesh
Desai
Ms. Jan Cooke
Finance Director
(650)375-7408
[email protected]
Yes Yes
Zayante Fire
Protection District 2017 150 Mitesh Desai
Mr. John Stipes
Fire Chief
(831) 335-5100
[email protected]
No N/A
Santa Cruz
Regional 9 - 1 - 1 2016 150 Mitesh Desai
Mr. Dennis Kidd
General Manager
(831)471-1038
[email protected]
No N/A
Resource Conservation
District of Santa Cruz
County
2017 150 Mitesh
Desai
Ms. Sharon Corkrean
Director of Finance
[email protected]
No N/A X
Port of San Luis
Harbor District 2017 150 Ahmed Badawi
Ms. Kristen Stout
Business Manager
(805)595-5413
[email protected]
Yes Yes X
Central Fire Protection District of
Santa Cruz County 2018 150 Mitesh Desai
Mrs. Nancy Dannhauser
Finance Director
(831)479-6842
[email protected]
No N/A
Item #10. Page 55
Meeting Date: 9/13/2022 / Packet Page #: 202
City of Glendora Technical Proposal

21 The City desires an audit of the financial records for the City and an expression of an opinion in accordance with generally accepted accounting principles on the fairness of presentation of financial statements for the fiscal years ending June 30, 2022 through 2024, with the option of extending the contract for each of the two (2) subsequent fiscal years.

The Firm will:
 Express an opinion on the fair presentation of its basic financial statements which includes but is not limited to the financial statements of governmental activities, the business-type activities, each major fund and all aggregate remaining fund information in conformity with generally accepted accounting principles in the United States of America.
 Express an "in-relation-to" opinion on the fair presentation of its combining and individual non-major and fiduciary fund financial statements and schedules in conformity with generally accepted accounting principles. The Firm will provide an “in-relation-to” report on the supporting schedules contained in the Annual Comprehensive Financial Report based on the auditing procedures applied during the audit of the basic financial statements and schedules.
 Provide an “in-relation-to” report on the schedule of expenditures of federal awards based on the auditing procedures applied during the audit of the financial statements.  Perform the audit in accordance with generally accepted auditing standards accepted in the United States of America, applicable to the financial audit contained in the Government Auditing Standards issued by the Comptroller General of the United States and the provisions of the Uniform Guidance, Audits of States, Local Governments and Non-Profit Organizations.
 Perform limited procedures on supplementary information required by the Government Accounting Standards Board.
 Issue the following reports, following the completion of the audit of the fiscal year’s financial statements:
 Independent Auditor’s Report on Financial Statements and Schedule of Expenditure of Federal Awards
 Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards
 Independent Auditor’s Report on Compliance with Requirements Applicable to Each Major Program and Internal Control over Compliance in Accordance with the Uniform Guidance
 Schedule of Findings and Questioned Costs
 Auditor’s Communication with Those Charged with Governance  Annual Comprehensive Financial Report following the requirements and guidelines of the GFOA award program
 GANN Limit Agreed-upon Procedures
 State Controller’s Report
 Investment Agreed-upon Procedures Report
 California Housing Successor Agencies Compliance Report  Provide special assistance to the City as needed.
 Retain all working papers and reports at the audit firm’s expense for a minimum of 7 years. In addition, make working papers available to the City and/or any government agency as appropriate.

Should any conditions be discovered requiring corrective action, the Firm will provide a detailed description of the findings and recommended actions as to their resolution.

Understanding
of Services to be
Provided
Item #10. Page 56
Meeting Date: 9/13/2022 / Packet Page #: 203
City of Glendora Technical Proposal

22 The Firm will submit a report to the City’s Council and management detailing auditor’s responsibility under generally accepted auditing standards, significant accounting policies, management judgments and accounting statements, significant audit adjustments, other information in documents containing audited financial statements, disagreements with management, management consultations with other accountants, major issues discussed with management prior to retention, difficulties encountered during the audit, and any significant deficiencies or material weaknesses found during the audit. Non-material instances of noncompliance will be reported in a separate management letter, if appropriate, along with any other observations or recommendations determined to be informative to City Management.

The Firm will be available to provide advice and counsel regarding significant matters during the year.

The Firm’s Partner and Staff welcome the opportunity to make presentations to the City Council and will be ready to respond to questions from the Council and citizens of the City.

Objectives of Our Services
The basic objective of our audit of the City is to conduct an examination of the financial statements in accordance with generally accepted auditing standards and to express our opinion on the fairness of presentation of such financial statements in conformity with generally accepted accounting principles.

Additionally, we believe that another real value of our audit lies in meeting other objectives at no additional cost. The following are other objectives of our services that have important benefits to the City:
 To offer substantive observations and recommendations relating to accounting and operating control policies and procedures.
 To identify opportunities for operating efficiencies and isolate candidate activities for cost reduction opportunities.
 To perform a professional audit in an efficient and effective way to minimize disruption to the office operations.
 To offer ongoing advisory services to assist in the running of the operation and implementation of improved operating procedures.

The engagement will be conducted within the framework of the Firm's quality control program which includes the use of audit programs, careful planning, use of computerized audit software and internal control evaluation and documentation software, and objective review procedures.

On-site staff will use Firm supplied portable computers and printers.

Audit Approach
The specific audit approach has been designed to efficiently and effectively address the audit requirements of the City, to perform the audit of the City’s financial records in a timely manner with minimal disruptions to office operations, and to meet the City’s timeline.

The audit will be conducted in accordance with:
1) Generally accepted auditing standards established by the AICPA. 2) The standards contained in Government Auditing Standards issued by the GAO. 3) Provisions of the Single Audit Act and the Uniform Guidance. 4) Requirements issued by the California State Controller’s office. 5) Other requirements as required.

Specific Audit
Approach
Item #10. Page 57
Meeting Date: 9/13/2022 / Packet Page #: 204
City of Glendora Technical Proposal

23 We will conduct the necessary audit steps to perform:
 Planning of the engagement
 Evaluation of the existing internal control environment to determine degree of risk of material misstatement
 Determination of degree of compliance with laws, regulations, grant provisions, and City approved policies
 Assessment of potential fraudulent issues
 Validation of account balances
 Verification of reasonableness of management estimates Technical Approach
We use an industry specific audit approach tailored to governmental entities. Our governmental audit approach addresses the special risks and circumstances of local governments. As a result, the audit is conducted efficiently and effectively with minimal disruption to your staff.

The core of our governmental technical audit approach can be summarized as follows:

1. Planning, Understanding and Communication:

Based on our previous audit experience, using the budget, organizational charts, manuals and other financial information systems and our knowledge of how governments work, we will obtain an insight to the specific concerns and sensitivities of the City. Our understanding is updated continuously through our year-round contact and communication efforts. We will agree on common audit objectives and expectations with management before audit work begins and, throughout the audit, will meet regularly with management to discuss audit issues and to gather feedback.

2. In-Depth Review of Systems and Controls:

We have developed diagnostic reviews which enable us to evaluate your systems and controls, and to provide management with constructive feedback. Combined with our knowledge of the City and understanding and experience with the City’s accounting software, our control review will form the basis of our audit risk assessment. We will utilize the COSO approach in our evaluation of the City’s internal processes to identify potential control deficiencies. In future years, we will update our understanding through similar procedures.

3. Risk-Based Customized Testing Program:

Our audit approach is tailored to governmental applications. We will use audit programs specifically designed to address the operational environment of governmental entities. Our approach will identify potential control risks and the opportunities for risk of material misstatements and fraud. We will evaluate the various risk assessments and identify the potential risks relating to the:
 Balance Sheets / Statement of Net Position
 Statement of Revenues and Expenditures / Statement of Activities  Presentation
 Disclosure
Our audit procedures will then be developed to address these risk areas.

4. Expanded Interim Fieldwork:

Timeliness and audit efficiency is enhanced by performing extensive interim work.

Partners, managers and senior staff work with City staff to identify and resolve potential audit issues early. Accordingly, the amount of audit work to perform at year end is minimized. Because our audit staff is familiar with the operations before year-end fieldwork begins, disruption of accounting staff is minimized.

Item #10. Page 58
Meeting Date: 9/13/2022 / Packet Page #: 205
City of Glendora Technical Proposal

24 5. Smooth Transition:

Our testing program focuses on audit risks identified by our understanding of the City’s operations. We will work with the accounting staff to identify the most effective ways to address our objectives. Communication between the members of the audit engagement team and City staff will be fluid and continuous.

6. Sample Size and Sampling Techniques:

Our audit approach will include sampling activities. Population size and the level of assurance to be derived from a particular test will dictate the sample size. We use sampling in our audit approach to compliment skilled judgment and knowledge of the particular situation. Our sample size will range normally from 25 to 60 items.

7. Automated Systems:

We will evaluate controls over the IT functions to assess control risk. We intend to test controls for purposes of reliance. Our review procedures will evaluate controls over:
 Security Management
 Logical and Physical Access
 Configuration Management
 Segregation of Duties
 Contingency Planning
In addition, we will review controls over:
 Input, processing, output, master data
 Application interface
 Data management system interface

8. Analytical Procedures:

We use analytical procedures in several aspects of our audit. Extensive knowledge and industry background are required for effective analytics, and our staff possesses the appropriate experience and knowledge for the City to benefit from these procedures.

9. Approach to be Taken in Determining Laws and Regulations Subject to Audit Test Work:

We continuously refer to specific regulations, compliance supplements, state guidelines and contracts currently in force. We perform the procedures required related to laws and regulations, using inquiries, observations and sampling techniques. Some of the laws and regulations that we believe may be applicable to the City are the requirements of the California Public Utilities Commission, Single Audit Act and other applicable laws and regulations, including the California Government Code, provisions of applicable Grant guidelines, California Constitution GANN Limit requirements, requirements of local measures, Child Care Program compliance requirements, etc.

10. Report Format:

We will meet with City Management to review report formats. Any report format changes will be made in conjunction with approval from City Management.

11. Work Plans:

The detailed work plans will be designed to efficiently and effectively address the audit requirements of the City in accordance with generally accepted auditing standards, to perform the audit of the City’s financial records in a timely manner with minimal disruptions to office operations, and to meet the City’s timeline.

Item #10. Page 59
Meeting Date: 9/13/2022 / Packet Page #: 206
City of Glendora Technical Proposal

25 12. Adjusting Journal Entries:

We will discuss and explain proposed audit adjusting entries with the City’s designated Finance Department personnel prior to recording. Audit adjusting entries will be provided in a format showing the lowest level of posting detail needed for data entry on the City’s general ledger system.

13. Listing of Schedules and Tables (anticipated to be prepared by the City):

Based on preliminary inquiries made with management and City staff and review of documents, we will tailor a list of schedules, tables, and other reconciliations required for the audit. We will take into account as much as possible reconciliations already prepared by the City for day to day operations and reporting, as well as any reports that are system generated to limit the need for additional City staff hours.

The following is a listing of some of the significant reconciliations and schedules that we would normally expect the City to provide to us in assisting us in conducting our fieldwork.  Trial Balance
 Annual Comprehensive Financial
Report Account Roll Up
Schedules
 Budget to Actual Reports
 Bank Reconciliations
 Listing of manually prepared
journal entries posted
 Summary of Investments held by
the City
 Capital Asset Schedules
 Long Term Debt Schedules
 Debt amortization schedules &
Calculations of deferred amounts
 Calculations of any debt
covenants amounts or
percentages
 Schedule of Leases
 Schedule of Expenditures of
Federal Awards
 Analysis of Deferred Inflows of
Resources and Deferred
Outflows of Resources
 Reconciliation of Receivables to
subsidiary ledgers
 Calculations for estimate of
allowance for uncollectible
accounts
 Loans Receivable Schedules
 Reconciliation of Significant
Revenue Accounts
 Utility billing Registers and Fee
schedules
 Compensated Absences
Schedules and Copies of Related
Policies
 Claims Payable Schedules
 Pension and OPEB Roll Forward &
Supporting Schedules
 GASB 54 Fund Balance Roll
Forward Schedule
 Interfund Transaction Schedules
Item #10. Page 60
Meeting Date: 9/13/2022 / Packet Page #: 207
City of Glendora Technical Proposal

26 The Firm maintains a variety of specialized software packages during the audit that enable us to perform an efficient, thorough, and timely audit and keeping time demands on City staff to a minimum.

Trial Balance Management and Financial Statement Preparation ProSystem Fx Engagement allows us to import and manage multiple years of trial balance data including budgetary information, create multiple account groupings, generate reports, post journal entries proposed during the audit (including GASB 34 conversion entries), and link information directly to the financial statements. This gives us the ability to:
 Generate immediate trend and other comparative analysis of trial balance and budget data prior to the start of the audit. This allows us to identify potential issues and make inquiries early in the audit
 Link the financial statements and footnotes prior to the start of the audit allowing us to have majority of the financial statements (including budgetary comparison schedules and other supplementary information) prepared at the time the trial balance is uploaded
 Audit adjustments or City adjustments provided during the audit are automatically reflected in the financial statements
Audit Request Management and Document Exchange
CCH Engagement Organizer (“Organizer”) is a virtual “Prepared by Client (PBC) List” that streamlines the process of requesting, receiving, and keeping track of documents. The Organizer is an integrated cloud-based request list that helps to facilitate the engagement through more seamless collaboration between the Firm and our clients. By utilizing the Organizer, the City can do all of the following in one secure virtual environment:
 Attach files of any type to document requests
 Easily track the status of document requests that are either pending, completed by the City, accepted by us, or rejected by us
 Access templates and documents from us that require completion  Have multiple City staff get involved and assist in the audit process  Participate in a dialog with us for questions and notes Especially with having to perform a large part of the audit remotely in 2020, and anticipated for the upcoming year, we have found that the use of the Organizer has helped our clients be always informed as to the status of their audit, and not be surprised with new requests or follow up on outstanding requests previously provided.

Computer Aided Audit Tools (CAATs)
The Firm’s data analytics software enables our Engagement Team to perform more than 150 Computer Aided Audit Tools (or “CAATs”). CCH Teammate Analytics gives us the ability to perform advanced data analysis and increase efficiency. By utilizing this software, we can:
 Immediately visualize and analyze 100% of account populations with graphs, charts and statistics to identify anomalies
 Make fewer sample selections that are targeted to problematic areas  Quickly analyze transactional data for:
o Duplicate records
o Missing transactions
o Transaction sequence
o Unusual items
 Compare excel worksheets for changes or differences
 Generate immediate testing samples
 Perform regression analysis
 Filter and extract data from City reports
Use of
Technology in
the Audit
Item #10. Page 61
Meeting Date: 9/13/2022 / Packet Page #: 208
City of Glendora Technical Proposal

27 Audit Planning, Risk Assessment, and Audit Programs
Our firm utilizes CCH Knowledge Coach, which is an expert system that adapts and customizes our audit approach specifically based on the City’s structure, operating environment, specific transactions, and identified risks or matters to be addressed in the audit.

The software is frequently updated for new industry trends and audit requirements. Included in the software is a continuous diagnosis of audit forms that identifies missing information, procedures, or any conflicts that need to be addressed prior to issuance of the audit report.

We have found that this audit tool greatly benefits our audit clients in the following ways:
 Removal of standardized audit steps and procedures that do not add value to the audit  Targeted audit procedures focusing on risks and accounts specific to the City’s operations
 Audit is always performed in accordance with audit standards especially the risk assessment standards
 Maximizing audit efficiency having less City staff time dedicated to gathering information or responding to inquiries by focusing on material issues  Automatic self-diagnostics ensure no audit steps are missed, guaranteeing a quality audit
Research Tools
We maintain multiple research software packages that are always kept up to date to ensure compliance with accounting and auditing standards, and are also a resources for us to provide guidance to our clients. In addition to accounting and audit literature, we have access to interactive disclosure checklists that include sample footnote disclosures and financial statements.

Item #10. Page 62
Meeting Date: 9/13/2022 / Packet Page #: 209
City of Glendora Technical Proposal

28 2022
Period Audit Tasks
October - Planning and Administration
 Review and obtain copies of key work papers of prior audit firm.  The entrance conference shall be held with City staff. The purpose of this meeting will be to discuss prior audits and the interim work to be performed. This meeting will also be used to establish overall liaison for the audits and to make arrangements for work space and other needs
 Review and evaluate the City's accounting and financial reporting.

Prepare an overall memo of recommendations, potential issues, and suggestions for improvements
 Prepare overall memo to the City confirming audit procedures, timing, and assistance
 Prepare detailed audit work plan and audit programs, audit budget and staffing schedule, and list of schedules to be prepared by the City staff
 Send the Organizer to the City that will include all request items considered to be necessary for the audit
November - Internal Control Evaluation
 Meeting with City Manager and Department Heads of other departments with large operating budgets or which have significant federal grant expenditures
 Attending City Council meetings
 Meeting with off-site locations
 Meeting with key Finance Department personnel
 Obtain and document understanding of key internal control systems through walk-throughs, interviews of staff, and review of supporting documentation
o General ledger system
o Budgeting system
o Revenue, utility billing, accounts receivable, and cash collections
o Purchasing, expenditures, accounts payable, and cash
disbursements
o Payroll
o Federal Financial Assistance
o Other systems
 Identify control risks
 Evaluate IT control environment
 Perform testing of the internal control system and evaluate the effectiveness of the City’s systems. Select large dollar and random samples of transactions in key operating systems. Sample size to meet required level for determined degree of risk. Review supporting documentation of selected transactions, evaluate adequacy of support and approvals, and conclude on degree of adherence to accuracy and compliance with City policies  Conduct fraud assessment procedures
 Assess degree of risk for material misstatement
 Provide to the City’s management a memo concerning
management letter points and identify issues, if any
Audit
Schedule
Item #10. Page 63
Meeting Date: 9/13/2022 / Packet Page #: 210
City of Glendora Technical Proposal

29 2022
Period Audit Tasks
November - Other Tasks
 Review minutes of City Council meetings and other key committees  Perform preliminary substantive procedures, which would include tests of:
o Vendor and contractor payments
o Payroll expense
o Utility billing
o Pension and OPEB testing
o Capital asset acquisitions
o Journal entries
o Retrospective review of accounting estimates
 Financial statement database management and other setup, in addition to drafting of all necessary report templates
 Preliminary Single Audit and other compliance testing  Coordinate with City staff and prepare of all appropriate confirmation requests including:
o Bank accounts
o Investment pool accounts
o Accounts receivable
o Federal grants
o Revenue from governmental agencies
o Bond and other debts
o Pension plan
o Attorney letters
o Others, as required
 Update the Organizer with any additional requests that will be needed for the City's audit
 Provide the City with audit plan and list of year-end audit schedules  Hold progress conference with City Management
 Hold exit conference with City Management
November - Final Fieldwork
 Entrance conference with City Management
 Follow-up on all outstanding confirmations
 Verify and validate account balances by reviewing supporting documentation including invoices, vouchers, council resolutions, minutes, and other documents, as required
 Perform analytical review of revenue and expenditures. Determine reason for material differences between budget and actual  Perform a search for unrecorded liabilities by reviewing disbursements subsequent to June 30, testing terms of contractual obligations, and interviewing City staff
 Perform review of subsequent events by discussions with City Management and update all minutes of City Council and key committees
Item #10. Page 64
Meeting Date: 9/13/2022 / Packet Page #: 211
City of Glendora Technical Proposal

30 2022
Period Audit Tasks
- Single Audit Compliance
 Entrance conference with City Management
 Obtain Federal Financial Assistance Schedule
 Determine grants to be considered as major programs including clusters
 Perform audit tests of major grant programs and compliance with Federal Law and Regulations
 Review grant documents, select sufficient number of transactions to test for compliance of Federal Requirements
 Coordinate Single Audit efforts with the Financial Audit efforts  Communicate findings to City Management
 Other Compliance
December - Audit Reports
 Complete drafts of City’s Annual Comprehensive Financial Report  Prepare draft of Single Audit Reports concerning internal control structure, compliance with laws and regulations, and administering of federal financial assistance programs
 Prepare other reports as required
 Provide revised final drafts of all required reports to the City for approval
 Final City Audit Reports, Financial Statements, Single Audit Reports, and other reports delivered.
 Audit Presentation to Council
January 2023 - State Controller’s Reports delivered and submitted - Single Audit Report package submitted to Federal Audit Clearinghouse
Note: Unfortunately, due to the timing of the City’s request for proposal, we are unable to promise the performance of the requested services per the City’s desired timeline for the 2021 - 2022 fiscal year, because of existing obligations made to current clients and limited time and flexibility to rearrange our audit calendar. We would like to propose the following alternative services for the 2021 - 20212 fiscal year, however, we promise to meet the City’s desired timeline for the following contract years.

Estimated Hours by Audit Phase
Position Planning
Interim
Fieldwork
Year End
Fieldwork Reporting Total
Partner 22 8 15 4 49
Audit Manager 34 7 37 6 84
Audit Senior 15 55 58 8 136
Professional Audit Staff 95 - 88 11 194
Administrative Assistant 9 6 - 9 24
Total 215 36 198 38 487
Item #10. Page 65
Meeting Date: 9/13/2022 / Packet Page #: 212
City of Glendora Technical Proposal

31 Identification of Anticipated Potential Audit Problems We do not anticipate that there will be any audit problems at the City. However, the following are some areas that we will carefully investigate and monitor during our audit procedures:
 Financial Reporting:
 Review and evaluate that the City’s Annual Comprehensive Financial Report are in compliance with current reporting and disclosures requirements issued by the GASB and GFOA.
 Review Annual Comprehensive Financial Report for financial reporting conformance awards issued by CSMFO and GFOA.
 Review and evaluate degree of compliance with the various GASBs in effect.  Review degree of compliance with infrastructure obligations and regulatory provisions.
 Internal Control Structure:
 Review and evaluate the City’s internal control functions and ascertain compliance with proper internal control philosophies.
 Review computer system processes and controls and evaluate adequacy of the control environment.

Several new GASB pronouncements will become effective over the time period of this proposal. As such, specific attention will be provided to determine the proper implementation of these new pronouncements. A list of known new pronouncements with implementation dates that fall within this proposal period are as follows:
2022
 Statement 87 – Leases
 Statement 89 – Construction-period Interest
 Statement 92 – Omnibus (multiple effective date)
 Statement 93 – LIBOR Removal and Lease Modifications
 Statement 97 – Certain Component Unit Criteria, and Accounting and Financial Reporting for Internal Revenue Code Section 457 Deferred Compensation Plans
2023
 Statement 91 – Conduit Debt
 Statement 94 – Public-private Partnerships
 Statement 96 – Subscription-Based Information Technology Arrangements 2024
 Statement 100 – Accounting Changes and Error Corrections—an amendment of GASB Statement No. 62
2025
 Statement 101 – Compensated Absences

Discussion of
Relevant
Accounting
Issues
Item #10. Page 66
Meeting Date: 9/13/2022 / Packet Page #: 213
City of Glendora Technical Proposal

32 A client relationship with the City will be of great value to our Firm and we welcome the opportunity to develop a long-term relationship with the City. We are committed to:
 Rendering the highest standard of service
 Developing a long-term working relationship dedicated to meeting the needs of the City  Assisting the City in operational issues
 Producing a quality end-product
We have the technical qualifications and experience to provide the level of service desired and expected by the City and stand ready to provide our knowledge and experience for the benefit of your organization.

We would like to express our appreciation to the City and to its Staff for allowing us the opportunity to submit a proposal to perform professional auditing services. We are available, at your convenience, to discuss any aspects of our proposal.

Thank you for allowing us to present our Firm to you.
* * * * * * * * * * * * * * * * *

Conclusion
Item #10. Page 67
Meeting Date: 9/13/2022 / Packet Page #: 214
City of Glendora Technical Proposal

33 A. References
1) City of Berkeley
 Scope of Work: Annual Comprehensive Financial Report, Gann Limit, SAS114, Measure B (Alameda County), Vehicle Registration Fee Audit (Alameda County), Due Diligence Reviews for the RDA Successor Agency
 Engagement Partner: Ahmed Badawi (2008 – 2019), Mitesh Desai (2020- Present)  Address: 2180 Milvia Street, Berkeley, CA 94704
 Principal Contact:

Mr. Henry Oyekanmi
Finance Director
(510)981-7332
[email protected]
2) City of Antioch
 Scope of Work: Annual Comprehensive Financial Report, SAS 114, GANN Limit, Single Audit, Antioch Public Financing Authority, Antioch Area Public Facilities Financing Agency  Engagement Partner: Ahmed Badawi (2005 – 2019), Mitesh Desai (2020- Present)  Address: 200 H Street, Antioch, CA 94509
 Principal Contact:

Ms. Dawn Merchant
Finance Director
(925)779-6135
[email protected]
3) City of San Luis Obispo
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, Gann Limit, SAS114, Whale Rock Commission
 Engagement Partner: Ahmed Badawi (2019 – Present)
 Address: 990 Palm Street, San Luis Obispo, CA 93401
 Principal Contact:

Ms. Brigitte Elke
Finance Director
(805)781-7125
[email protected]
4) City of Petaluma
 Scope of Work: Annual Comprehensive Financial Report, Transportation Development Act Fund, SAS 114
 Engagement Partner: Ahmed Badawi (2019 – Present)
 Address: 11 English St, Petaluma, CA 94952
 Principal Contact:

Ms. Corey Garberolio
Finance Director
(707)778-4357
[email protected]
5) City of Lafayette
 Scope of Work: Annual Comprehensive Financial Report, Single Audit, Gann Limit, TDA, Lamorinda Fee and Finance Authority Report, Lamorinda School Bus Transportation Agency Report
 Engagement Partner: Ahmed Badawi (2020 – Present)
 Address: 3675 Mount Diablo Blvd., #210, Lafayette, CA 94549  Principal Contact:

Ms. Tracy Robinson
Administrative Services Director
(925)299-3227
[email protected]

Appendix
Item #10. Page 68
Meeting Date: 9/13/2022 / Packet Page #: 215
City of Glendora Technical Proposal

34 B. Exceptions to the Contract
With regard to the sample contract, we would like the following items to be edited:

RFP Attachment B, Contract Services Agreement, 6.4. Ownership of Documents, we would like to edit the paragraph as follows:

6.4 Ownership of Documents. Unless such property is proprietary in nature, all studies, surveys, data, notes, computer files, reports, records, drawings, specifications, maps, designs, photographs, documents and other materials (the “documents and materials”) prepared by Consultant in the performance of this Agreement shall be the property of the City and shall be delivered to the City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by the City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

Item #10. Page 69
Meeting Date: 9/13/2022 / Packet Page #: 216
City of Glendora Technical Proposal

35 C. Addendum Bidder’s Certifications

Item #10. Page 70
Meeting Date: 9/13/2022 / Packet Page #: 217
City of Glendora Technical Proposal

36 Item #10. Page 71
Meeting Date: 9/13/2022 / Packet Page #: 218
City of Glendora Technical Proposal

37 Item #10. Page 72
Meeting Date: 9/13/2022 / Packet Page #: 219
City of Glendora Technical Proposal

38 Item #10. Page 73
Meeting Date: 9/13/2022 / Packet Page #: 220
City of
Glendora

SEALED DOLLAR COST BID PROPOSAL
For Professional Auditing Services for
the City of Glendora
For fiscal years ending June 30, 2022 through 2024,
with the option of extending the contract for each of
the two (2) subsequent fiscal years.

August 10, 2022
Contact Person:

Ahmed Badawi, CPA
Badawi & Associates
Certified Public Accountants
2855 Telegraph Avenue, Suite 312
Berkeley, CA 94705
Phone: (510) 768-8244
Fax: (510) 768-8249
E-mail: [email protected]
Item #10. Page 74
Meeting Date: 9/13/2022 / Packet Page #: 221
Item #10. Page 75
Meeting Date: 9/13/2022 / Packet Page #: 222
City of Glendora Cost Proposal

1 Name of Firm and Certification
Name of Firm: Badawi & Associates
Address: 2855 Telegraph Avenue, Suite 312
City, State, Zip: Berkeley, CA 94705
Contact Name: Ahmed Badawi
Contact Telephone Number(s): 510-768-8244
Contact Fax Number(s): 510-768-8249
Contact E-mail Address: [email protected]
I, the undersigned, certify I am duly authorized to represent the above named firm and am empowered to submit this bid. In addition, I certify I am authorized to contract with the City on behalf of the above named firm.

The Firm will honor the prices listed in this proposal for 180 days from the submittal deadline.

President August 10, 2022
Signature Title Date
Ahmed Badawi
___________________________________
Name (print)

Item #10. Page 76
Meeting Date: 9/13/2022 / Packet Page #: 223
City of Glendora Cost Proposal

2 Cost Proposal and Certification for Professional Auditing Services Proposal
The undersigned declares that he or she has carefully examined the Request for Proposal document and is thoroughly familiar with its contents and has satisfied himself or herself as to the nature and expectation of the work to be performed; is authorized to represent the proposing firm; and hereby agrees to perform the specified work for the cost quoted above in full.

Firm Name: Badawi & Associates, CPAs
Firm Address: 2855 Telegraph Avenue, Suite 312
Berkeley, CA 94705
Contact Name: Ahmed Badawi
Contact Title: President
Contact Phone: 510-768-8244
Contact Email: [email protected]
Signature of Authorized Representative:

Signature:

Print Name: Ahmed Badawi
Title: President
Date: August 10, 2022
City of Glendora
QuestCDN#8231029 – RFP for Professional Services for Financial Auditing Services Fiscal Year
2021-22
Fiscal Year
2022-23
Fiscal Year
2023-24
Fiscal Year
2024-25
Fiscal Year
2025-26
Audit General Purpose Financial
Statements, Reports & Opinions &
Assistance with ACFR Preparation as
described in RFP $ 31,665$ 30,675 32,480$ 32,480$ 32,480$ Single Audit 6,310 6,435 6,635 6,635 6,635
GANN Limit Agreed-upon Procedures 505 555 585 585 585
State Controller’s Report 2,835 2,895 3,070 3,070 3,070 Investment Agreed-upon Procedures 1,240 1,295 1,375 1,375 1,375 California Housing Successor Agencies
Compliance 3,415 3,455 3,565 3,565 3,565
Total $ 44,980 46,300$ 47,710$ 47,710$ 47,710$
Item #10. Page 77
Meeting Date: 9/13/2022 / Packet Page #: 224
City of Glendora Cost Proposal

3 Manner of Payment:

Each Engagement Team member maintains detailed time sheets describing work performed, date of work, and amount of time spent on each task for the Engagement. The Firm will bill the City after completion of each phase of the audit and bill the City up to a maximum of 90%. The remaining 10% of the proposal amount will not be due until all final reports are delivered and accepted by the City. The City can anticipate three billings as follows:

Work Performed
% of Proposal
Amount
For interim work 45%
For year-end work 45%
At presentation and acceptance of final reports 10%
Total 100%

Rates for Additional Professional Services:

Any services outside the scope of our engagement will be promptly identified before the services are rendered.

Upon mutual agreement, the out-of-scope services will be separately billed at our standard hourly rates. While it can be difficult to simply state hourly rates, as often times the needs of the client and the specific tasks directly impact the billing rates for our services, we want to provide the following information regarding our published billing rates:

Position Hourly Rate
Partner $ 200
EQR 200
Manager 150
Senior 125
Staff 100
Admin. 75

Our Standard Hourly Rates are adjusted annually by 3% for Cost of Living and Inflation Adjustments Conclusion:

A client relationship with the City will be of great value to our Firm and we welcome the opportunity to develop a long-term relationship with the City. We are committed to:
* Rendering the highest standard of service.
* Developing a long-term working relationship dedicated to meeting the needs of the City. * Assisting the City in operational issues.
* Producing a quality end-product.

We have the technical qualifications and experience to provide the level of service desired and expected by the City and stand ready to provide our knowledge and experience for the benefit of your organization.

We would like to express our appreciation to the City and to its Staff for allowing us the opportunity to submit a proposal to perform professional auditing services. We are available, at your convenience, to discuss any aspects of our proposal.

Thank you for allowing us to present our Firm to you.
* * * * * * * * * * * * * * * * *
Item #10. Page 78
Meeting Date: 9/13/2022 / Packet Page #: 225

AWARD A PROFESSIONAL SERVICES AGREEMENT TO

BADAWI & ASSOCIATES TO PROVIDE INDEPENDENT
AUDITING SERVICES IN THE AMOUNT OF $138,990.

Administrative Services –
Finance Division
City Council
September 13, 2022
Brittany Aguilar, Accounting Manager
CityOfGlendora.org
Item #10. Page 79
Meeting Date: 9/13/2022 / Packet Page #: 226
2 Background
• Required independent financial audit
• Best practice to rotate auditors
• City has contracted with The Pun Group, LLP since 2017. • On July 7, the City issued an RFP for auditing services. • Two proposals were received.

Item #10. Page 80
Meeting Date: 9/13/2022 / Packet Page #: 227
Evaluation of proposal
3 • Criteria
– Responsiveness of proposal
– Technical experience
– Staff qualifications and education
• Badawi & Associates
– Use of technology to identify specific transactions
– Method of internal control documentation
– Their participation in committees for issues affecting local government – Overall cost of proposal
Item #10. Page 81
Meeting Date: 9/13/2022 / Packet Page #: 228
Audit Reports
4 • Reports
– Annual Comprehensive Financial Report (ACFR)
– The Single Audit – required by the Federal Government – The Investment Agreed Upon Procedures
– The Compliance Report for California Housing Successor Agencies – The Gann Limit compliance
– The State Controller’s Report
• Next Steps
– Field work will begin in October
Item #10. Page 82
Meeting Date: 9/13/2022 / Packet Page #: 229
Fiscal Impact
5 • Contract total over three years - $138,990
– Total of two options to extend - $95,420
– Sufficient budget in FY23
Item #10. Page 83
Meeting Date: 9/13/2022 / Packet Page #: 230
6 RECOMMENDATIONS
That the City Council:

1. Award a Professional Services Agreement to Badawi & Associates for Independent Financial Auditing Services in the amount of $138,990.

2. Authorize the City Manager or his designee to execute the agreement including making minimal and/or non-substantive changes.

Item #10. Page 84
Meeting Date: 9/13/2022 / Packet Page #: 231

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: SEPTEMBER 13, 2022
FROM: PUBLIC WORKS DISTRICT(S): 1
SUBJECT: AWARD THE CONTRACT TO DOMINGUEZ GENERAL ENGINEERING, INC FOR CDBG

BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327 IN THE AMOUNT OF $2,346,900 (STRATEGIC PLAN ITEM 46-IMCIF)

RECOMMENDATION
That the City Council:

1. Adopt a Categorical Exemption from the California Environmental Quality Act pursuant to Section 15301(c) of the California Code of Regulations;

2. Approve the Plans and Specifications, including Addenda No 1, 2, and 3 for CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburg St Area Water and Street Improvement Project, Plan No. 1327 in District No 1;

3. Award the contract to Dominguez General Engineering, Inc for CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburg St Area Water and Street Improvement Project, Plan No. 1327 in the amount of $2,346,900 with a 10% contingency in the amount of $234,690 for a total amount of $2,581,590;

4. Authorize the Public Works Director to execute any necessary change orders in an amount not to exceed 10% of the original contract amount; and

5. Authorize the City Manager or his designee to execute the agreement including minimal and/or non-substantive changes.

EXECUTIVE SUMMARY
The bid opening for “CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburg St Area Water and Street Improvement Project, Plan No. 1327” (Project) was held on July 21, 2022. Seventeen prime contractors purchased bid packages and six of them submitted a bid proposal. Four bid proposals were found to be incomplete and were rejected. The two responsive bids ranged from $2,346,900 to $2,707,200. Dominguez General Engineering, Inc. has been identified as the successful bidder with a bid amount of $2,346,900.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
Under the Strategic Plan goal to Improve and Maintain the City’s Infrastructure and Facilities (IMCIF), Public Works will replace water infrastructure that has reached its useful life, rehabilitate pavement, and upgrade ADA compliant curb ramps.

The Project is listed as W2 and ST6 on the Active Projects List presented at the November 9, 2021 City Council Meeting.

City Council awarded the design contract for the Project to RKA Consulting Group, Inc. at their June 8, 2021 meeting.

Item #11. Page 1
Meeting Date: 9/13/2022 / Packet Page #: 232
Staff Report Page 2 of 4

DISCUSSION
The bid opening for the construction phase of the Project was held on July 21, 2022. Seventeen prime contractors purchased bid packages and six of them submitted a bid proposal. Four bid proposals were found to be incomplete and were rejected. The two responsive bids ranged from $2,346,900 to $2,707,200. Dominguez General Engineering, Inc. has been identified as the successful bidder with a bid amount of $2,346,900.

Contractor Location Amount

1. Dominguez General Engineering, Inc. Pomona $2,346,900.00

2. Gentry Brothers, Inc. Irwindale $2,707,200.75
The Project will install 6,600 linear feet of new water mains and abandon the existing mains on Bender Ave and Santa Fe Ave from Juanita Ave to Carter Dr, Newburgh St from Bender Avenue to Santa Fe Ave, Carter Drive from Bender Ave to Calmgrove Ave, and Washington Ave, Pennsylvania Ave, and Vermont Ave from Newburgh St to Carter Dr. Additionally, the Project includes cold milling asphalt pavement and overlaying with ARHM, removing existing sidewalk, curb, gutter, and landscape and constructing ADA curb ramps and PCC sidewalk. The Project also includes re-establishment of survey monuments.

Due to the nature of the Project, staff recommends that a 10% ($234,690) contingency be added to the construction contract in the event that unforeseen conditions arise during construction. The potential total construction cost for the Project is thus estimated to be $2,775,385.

PROJECT LOCATION
The table below lists the Pavement Condition Index (PCI) rating for the sections of street being overlaid/renovated, as assessed in 2020 for the Pavement Management Plan (PMP). The PCI rating for these sections will be restored to 100 with this work. Average PCI is weighted by area, so impacts to Citywide PCI of any single project are generally limited unless they involve total renovation of large areas of deteriorated pavement, such as major thoroughfares. Improvements to the City-wide PCI rating for just this Project alone are thus expected to be <1 PCI rating point.

Item #11. Page 2
Meeting Date: 9/13/2022 / Packet Page #: 233
Staff Report Page 3 of 4
Street From/To 2020 PMP PCI
Bender Ave. Juanita Ave. to Newburgh St. 62
Bender Ave. Newburgh St. to Carter Dr. 66
Carter Dr. Bender Ave. to Santa Fe Ave. 66
Carter Dr. Bender Ave. to Calmgrove Ave. 83
Newburgh St. Bender Ave. to Santa Fe Ave. 69
Pennsylvania Ave. Newburgh St. to Carter Dr. 69
Santa Fe Ave. Juanita Ave. to Newburgh St. 65
Santa Fe Ave. Newburgh St. to Carter Dr. 70
Vermont Ave. Newburgh St. to Carter Dr. 68
Washington Ave. Newburgh St. to Carter Dr. 68

FISCAL IMPACT
In the Fiscal Year (FY) 2020 Capital Improvement Program, “Bender Carter Santa Fe Newburgh Water Main Project, W2” (Project number 20657007) was programmed in the amount of $2,212,600. In the FY2022 and FY2023 Capital Improvement Program, “Bender Avenue, Carter Dr, Santa Fe Ave, and Newburg St Area Street Improvement Project, ST6” (Project number 22656201) was programmed in the amount of $437,463 and $240,581, respectively. Funding for ST6 comes from the Community Development Block Grant (CDBG) program. Pavement constructed as trench resurfacing is considered a part of the construction of water mains and will be paid for as part of Project W2. All other pavement and curb ramp improvements will be paid as Project ST6. The current available total project budget, after design, is $2,826,173.

A portion of the remaining budget will be used for construction management and inspection. Staff will seek construction management and inspections services from consultants on the approved On-Call list. A separate approval from Council will not be required for a task order awarded through the on-call task order award process.

There are sufficient funds available in the project accounts.

Task Budget Proposed
Expenditures
Available Project Budget $2,826,173
Environmental $75
Construction $2,581,590
Meters and meter boxes $23,720
Inspection $150,000
Material Testing $20,000
Total $2,775,385
Remaining Budget $50,788

ENVIRONMENTAL DETERMINATION
Attached is the Notice of Categorical Exemption for Council for review and adoption.

Prepared By Alexis Escobar, Civil Engineering Assistant Reviewed By Alison Sweet, Public Works Director
Certified to Availability of Funds Marie Ricci, Administrative Services Director/City Treasurer Approved By Adam Raymond, City Manager
Legal Review William W. Wynder, City Attorney
CEQA Review Jeff Kugel, Community Development Director
ATTACHMENTS:

Item #11. Page 3
Meeting Date: 9/13/2022 / Packet Page #: 234
Staff Report Page 4 of 4
A. Notice of Exemption 1327
B. Bid Summary 1327
C. Plan Holder List 1327
D. Bid Extensions 1327
E. Bid Proposal 1327
F. Contract Agreement 1327
G. Plans and Specifications 1327
H. Presentation
Item #11. Page 4
Meeting Date: 9/13/2022 / Packet Page #: 235
rvp7/3/97

CITY OF GLENDORA
116 East Foothill Boulevard, Glendora, California 91741

NOTICE OF EXEMPTION
Project Title: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

Project Location: Bender Ave and Santa Fe Ave from Juanita Ave to Carter Dr, Newburgh St from Bender Avenue to Santa Fe Ave, Carter Drive from Bender Ave to Calmgrove Ave, and Washington Ave, Pennsylvania Ave, and Vermont Ave from Newburgh St to Carter Dr.

Project Sponsor: City of Glendora Public Works Department Mailing Address: 116 East Foothill Boulevard, Glendora CA 91741 General Plan Land Use Designation: Single-family Residential Zoning Designation: R1
Project Description: Project involves installing new 8-inch water mains and abandoning existing water mains, replacing curb ramps, replacing broken sidewalk, cold milling existing pavement and constructing ARHM overlay.

Surrounding Land Uses and Setting: Surrounding land uses include various residential zones.

The Community Development Director recommends the following exempt status / findings:

Ministerial (Sec. 15073)
Declared Emergency (Sec. 15071(a))
Emergency Project (Sec. 15071(b) and (c))
Categorical Exemption
Type: Class 1-Existing Facilities
Section: 15301(c)
Statutory Exemption. Code Number:

Reasons why project is exempt: The project involves improvements to existing public streets.

Date:

Jeff Kugel, Community Development Director
The above recommended exempt status and findings were adopted by the following body:

City of Glendora City Council on September 13, 2022
Date:

Alexis Escobar, Civil Engineer Assistant (626) 852-4845 Item #11. Page 5
Meeting Date: 9/13/2022 / Packet Page #: 236

PROJECT LOCATION MAP
Item #11. Page 6
Meeting Date: 9/13/2022 / Packet Page #: 237
Contractor Name Bid Amount
1 Dominguez $ 2,346,900.00
2 Gentry Brothers Inc $ 2,707,200.75
3 Stephen Doreck Rejected
(Incomplete Submission)
4 Toro Rejected
(Incomplete Submission)
5 Big Ben Rejected
(Incomplete Submission)
6 J Vega Rejected
(Incomplete Submission)
CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburg St Area Water and Street Improvement Project
Plan 1327
Summary of Bids
Bid Opening: July 21, 2022

ATTACHMENT B
Item #11. Page 7
Meeting Date: 9/13/2022 / Packet Page #: 238
8/22/22, 9:13 AM
1/2
Closing Date: Thu, 07/21/2022 10:00 AM PDT Posting Type: Construction Project Owner Name: Glendora CA, City of Solicitor Name: Glendora CA, City of Contact: Alexis Escobar Phone: 626-852-4845 Email: [email protected] Company Name &
Address Contact Name/Email Address Phone/Fax Bus. Cert Bus. Desig Entry Date DocType Comments

S&J SUPPLY
13105 Florence Ave, Santa
Fe Springs, CA-90670
Ryan ray
[email protected]
714-240-2330 Supplier 06/02/2022 eMailed
TE Roberts Inc.
17771 Mitchel N, Irvine, CA92614
Brian Wagner
[email protected]
7146690072
714-200-0241 SBE Prime Bidder 06/02/2022 eMailed
CEM Construction
Corporation
1412 Espanol Ave, Montebello, CA-90640
Emigdio Carrillo
[email protected]
3235971084 DBE Prime Bidder 06/02/2022 eMailed
Carney Engineering
Construction, inc.
3437 W. 229TH PL,
Torrance, CA-90505
William Carney
[email protected]
3103870378 SBE,VOSB Prime Bidder 06/02/2022 eBidDoc
Stephen Doreck Equipment
Rentals, Inc.
9075 Telegraph Rd, Pico
Rivera, CA-90660
Pablo Viramontes
[email protected]
562-949-4949 SBE Prime Bidder 06/03/2022 eBidDoc
Pavement Recycling
Systems
10240 San Sevaine Way,
Jurupa Valley, CA-91752
John Karagas
[email protected]
951-682-1091
(951) 682-1094 Subcontractor 06/03/2022 eBidDoc
Ferguson Waterworks
Ventura
3681 Market Street,
Ventura, CA-93003
Christopher Januszewski
[email protected]
18052189338 Supplier 06/03/2022 eBidDoc
Colich & Sons L.P.
547 W 140th Street,
Gardena, CA-90248
Paul Majich
[email protected]
310-516-6346 SBE Prime Bidder 06/06/2022 eBidDoc
Los Angeles Engineering,
Inc.
633 N. Barranca Ave,
Covina, CA-91723
Joseph Haygood
[email protected]
626-454-5222
626-454-5226 Prime Bidder 06/07/2022 eBidDoc
All American Asphalt
400 E 6th St, Corona, CA92879
Ed Carlson
[email protected]
951-736-7600
951-739-4671 Prime Bidder 06/07/2022 eBidDoc
Dominguez General
Engineering, inc.
11096 Pipeline Ave,
Pomona, CA-91766
Reyes Cervantes
[email protected]
909-461-3658
909-461-3678 DBE Prime Bidder 06/07/2022 eBidDoc
C. A. Rasmussen, Inc.
28548 Livingston Avenue,
Valencia, CA-91355
Danielle Tellez
[email protected]
661-367-9040
661-554-7272 Prime Bidder 06/08/2022 eBidDoc
Toro Enterprises, Inc.
2101 E VENTURA BLVD,
Oxnard, CA-93036
Ben Ramirez
[email protected]
805-483-4515 Prime Bidder 06/09/2022 eBidDoc
Christensen Brothers
General Engineering, Inc.

P.O. Box 1286, Apple Valley,
CA-92308
Caleb Christensen
[email protected]
(760) 240-5236
(760) 961-2307 Prime Bidder 06/10/2022 eBidDoc
ConstructConnect
3825 Edwards Rd,
Cincinnati, OH-45209
Eric Mills
[email protected]
800-364-2059
866-570-8187 Plan Room 06/13/2022 eBidDoc
Plan Holder Report as of 08/22/2022 11:10 AM CDT
CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327
Quest eBidDoc™ Number: 8221450

ATTACHMENT C
Item #11. Page 8
Meeting Date: 9/13/2022 / Packet Page #: 239
8/22/22, 9:13 AM
2/2
Company Name &
Address Contact Name/Email Address Phone/Fax Bus. Cert Bus. Desig Entry Date DocType Comments

MCC EQUIPMENT
RENTALS, INC.
33562 Yucaipa Blvd. #4-
325, Yucaipa, CA-92399

STEVE MAYO
[email protected]
909-795-7308 MBE,SBE,DBE Prime Bidder 06/14/2022 eBidDoc Onyx Paving Company, Inc.
2890 E. La Cresta Ave,
Anaheim, CA-92806
Corey Kirschner
[email protected]
714-632-6699
714-632-1883 Prime Bidder 06/15/2022 eBidDoc
R.J. Noble Company
15505 E. Lincoln Ave,
Orange, CA-92865
Jennifer De Iongh
[email protected]
714-616-2305
714-637-6321 Prime Bidder 06/21/2022 eBidDoc
Quest Construction Data
Network
PO Box 517, Shakopee, MN55379
QuestCDN Support
[email protected]
952-233-1632 Other 06/24/2022 eBidDoc
Big Ben Engineering
4790 Irvine Blvd, Irvine, CA92620
Sep Sharifi
[email protected]
949-400-1800 SBE Prime Bidder 06/24/2022 eBidDoc
Western Water Works
5831 Pine Ave, Chino Hills,
CA-91709
Danny Gamboa
[email protected]
909-597-7000 Supplier 06/26/2022 eBidDoc
G.M. Sager Construction
Co. Inc
1380 S East End Ave,
Pomona, CA-91766
Michael Sager
[email protected]
909-620-9987 Subcontractor 06/28/2022 eBidDoc

J VEGA ENGINEERING INC
7090 Los Coyotes Place,
Camarillo, CA-93012

JUAN VEGA
[email protected]
805-479-6563
805-586-4509 MBE Prime Bidder 06/28/2022 eBidDoc
Gentry Brothers, Inc.
384 E. Live Oak Avenue,
Irwindale, CA-91706
Jason Roehrborn
[email protected] 626-357-9631 Prime Bidder 06/29/2022 eMailed Dodge Data & Analytics
2860 S State Hwy 161,
Grand Prairie, TX-75052
Daedri Cavuoto
[email protected]
513.666.3354
800-768-5594 Plan Room 07/11/2022 eBidDoc
Item #11. Page 9
Meeting Date: 9/13/2022 / Packet Page #: 240
CDBG Bender Carter Water and Street Improvements, Plan No. 1327 Owner: Glendora CA, City of
07/21/2022 10:00 AM PST
Item Description Unit Quantity Unit Price Extension Unit Price Extension Unit Price Extension Unit Price Extension 1 Mobilization, Clearing, Grubbing and Unclassified Excavation (5% Maximum) L.S. 1 175,000.00 $ $ 175,000.00 $20,000.00 $20,000.00 $110,144.20 $110,144.20 $0.00 $0.00 2 Traffic Control L.S. 1 $ 125,000.00 $ 125,000.00 $5,000.00 $5,000.00 $168,366.55 $168,366.55 $0.00 $0.00 3 NPDES / SWPPP Compliance as Required by the City and State L.S. 1 $ 25,000.00 $ 25,000.00 $5,000.00 $5,000.00 $10,000.00 $10,000.00 $0.00 $0.00 4 Abandon & Seal Existing Water System and , Remove Conflicting Portions of Existing Line L.S. 1 30,000.00 $ $ 30,000.00 $5,000.00 $5,000.00 $7,000.00 $7,000.00 $0.00 $0.00 5 Install 8" PVC, C-909, PC 235 Water Main L.F. 6600 $ 130.00 $ 858,000.00 $128.00 $844,800.00 $149.15 $984,390.00 $0.00 $0.00 6 Install Rich Ranger Model 950 (Residential) Fire Hydrant EA. 13 $ 11,500.00 $ 149,500.00 $13,000.00 $169,000.00 $12,000.00 $156,000.00 $0.00 $0.00 7 Install 1" Service Assembly Per City of Glendora SD&S No. 2.25 EA. 123 $ 2,100.00 $ 258,300.00 $2,500.00 $307,500.00 $2,500.00 $307,500.00 $0.00 $0.00 8 Remove Existing Water Meter and Box and Install City-Supplied Water Meter and Rotated Box, Tie In to Existing Customer Lateral per City of Glendora SD&S No. 2.39 EA. 20 700.00 $ $ 14,000.00 $1,000.00 $20,000.00 $800.00 $16,000.00 $0.00 $0.00 9 Rotate Existing Meter and Box. Reconnect to Private Service EA. 103 $ 100.00 $ 10,300.00 $400.00 $41,200.00 $800.00 $82,400.00 $0.00 $0.00 10 Install 11.25 Bend as Required EA. 7 $ 400.00 $ 2,800.00 $500.00 $3,500.00 $800.00 $5,600.00 $0.00 $0.00 11 Install 45 Bend as Required EA. 14 $ 400.00 $ 5,600.00 $500.00 $7,000.00 $800.00 $11,200.00 $0.00 $0.00 12 Install 8X6 Reducer EA. 4 $ 400.00 $ 1,600.00 $500.00 $2,000.00 $700.00 $2,800.00 $0.00 $0.00 13 Install 8" Gate Valve and Standard Valve Can EA. 36 $ 6,500.00 $ 234,000.00 $2,000.00 $72,000.00 $3,000.00 $108,000.00 $0.00 $0.00 14 Install 8X8X8 Flanged Tee EA. 13 $ 800.00 $ 10,400.00 $1,000.00 $13,000.00 $1,500.00 $19,500.00 $0.00 $0.00 15 Install 8" Line Stop for Temporary Shutdown L.S. 1 $ 15,000.00 $ 15,000.00 $15,000.00 $15,000.00 $7,500.00 $7,500.00 $0.00 $0.00 16 Install Blow Off Assembly per City of Glendora SD&S No. 2.20 (Modified) EA. 1 2,500.00 $ $ 2,500.00 $5,000.00 $5,000.00 $4,000.00 $4,000.00 $0.00 $0.00 17 8" DIP Class 350 L.F. 60 $ 180.00 $ 10,800.00 $200.00 $12,000.00 $150.00 $9,000.00 $0.00 $0.00 18 Water Main Tie in Operations for Newburgh Ave and Bender Ave L.S. 1 $ 3,500.00 $ 3,500.00 $5,000.00 $5,000.00 $12,000.00 $12,000.00 $0.00 $0.00 19 Water Main Tie in Operations for Juanita St and Bender Ave L.S. 1 $ 3,500.00 $ 3,500.00 $10,000.00 $10,000.00 $12,000.00 $12,000.00 $0.00 $0.00 20 Water Main Tie in Operations for Laxford St and Bender Ave L.S. 1 $ 3,500.00 $ 3,500.00 $7,000.00 $7,000.00 $12,000.00 $12,000.00 $0.00 $0.00 21 Water Main Tie in Operations for Juanita Ave and Santa Fe Ave L.S. 1 $ 3,500.00 $ 3,500.00 $10,000.00 $10,000.00 $12,000.00 $12,000.00 $0.00 $0.00 22 Water Main Tie in Operations for Carter Dr and Calmgrove Ave (East) L.S. 1 $ 3,500.00 $ 3,500.00 $5,000.00 $5,000.00 $12,000.00 $12,000.00 $0.00 $0.00 23 Water Main Tie in Operations for Carter Dr and Calmgrove Ave (North) L.S. 1 $ 3,500.00 $ 3,500.00 $5,000.00 $5,000.00 $12,000.00 $12,000.00 $0.00 $0.00 24 2" Cold Mill Existing A.C. Pavement S.F. 225000 $ 0.35 $ 78,750.00 $0.30 $67,500.00 $0.40 $90,000.00 $0.00 $0.00 25 Construct 2" A.C. ARHM GG-C TON 2800 $ 110.00 $ 308,000.00 $135.00 $378,000.00 $123.00 $344,400.00 $0.00 $0.00 26 Sawcut and Remove P.C.C. Curb Ramp. Construct P.C.C. Curb Ramp Per SPPWC 111-5, case and Type Per Plan EA. 31 6,700.00 $ $ 207,700.00 $7,500.00 $232,500.00 $4,500.00 $139,500.00 $0.00 $0.00 27 Sawcut and Remove P.C.C.Sidewalk. Construct 4" Thick P.C.C. Sidewalk Per City of Glendora SD&S 1.02 S.F. 1200 $ 12.00 $ 14,400.00 $14.00 $16,800.00 $10.00 $12,000.00 $0.00 $0.00 28 Sawcut and Remove P.C.C.Curb and Gutter. Construct 6" Curb and 24" Gutter Per City of Glendora SD&S 1.02 L.F. 170 $ 75.00 $ 12,750.00 $60.00 $10,200.00 $65.00 $11,050.00 $0.00 $0.00 29 Sawcut, Remove and Replace PCC Cross Gutter per SPPWC 122-2 S.F. 50 $ 25.00 $ 1,250.00 $80.00 $4,000.00 $15.00 $750.00 $0.00 $0.00 30 Adjust Existing Manhole Frame & Cover to Finished Surface EA. 21 $ 1,000.00 $ 21,000.00 $900.00 $18,900.00 $600.00 $12,600.00 $0.00 $0.00 31 Thermoplastic Striping and Markings to Match Existing in kind L.S. 1 $ 7,500.00 $ 7,500.00 $10,000.00 $10,000.00 $7,000.00 $7,000.00 $0.00 $0.00 32 Construction Survey Staking and Monumentation Preservation & Restoration L.S. 1 15,000.00 $ $ 15,000.00 $15,000.00 $15,000.00 $7,000.00 $7,000.00 $0.00 $0.00 33 Pre-Construction Video L.S. 1 $ 5,000.00 $ 5,000.00 $5,000.00 $5,000.00 $1,500.00 $1,500.00 $0.00 $0.00 Schedule A
Total $ 2,620,150.00 $2,346,900.00 $2,707,200.75 $0.00
Engineer Estimate Dominguez General Engineering, Inc. Gentry Brothers, Inc. Stephen Dorrick

ATTACHMENT D
Item #11. Page 10
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CDBG Bender Carter Water and Street Improvements, Plan No. 1327 Owner: Glendora CA, City of
07/21/2022 10:00 AM PST
Item Description Unit Quantity
1 Mobilization, Clearing, Grubbing and Unclassified Excavation (5% Maximum) L.S. 1
2 Traffic Control L.S. 1
3 NPDES / SWPPP Compliance as Required by the City and State L.S. 1 4 Abandon & Seal Existing Water System and , Remove Conflicting Portions of Existing Line L.S. 1
5 Install 8" PVC, C-909, PC 235 Water Main L.F. 6600
6 Install Rich Ranger Model 950 (Residential) Fire Hydrant EA. 13 7 Install 1" Service Assembly Per City of Glendora SD&S No. 2.25 EA. 123 8 Remove Existing Water Meter and Box and Install City-Supplied Water Meter and Rotated Box, Tie In to Existing Customer Lateral per City of Glendora SD&S No. 2.39 EA. 20
9 Rotate Existing Meter and Box. Reconnect to Private Service EA. 103 10 Install 11.25 Bend as Required EA. 7
11 Install 45 Bend as Required EA. 14
12 Install 8X6 Reducer EA. 4
13 Install 8" Gate Valve and Standard Valve Can EA. 36
14 Install 8X8X8 Flanged Tee EA. 13
15 Install 8" Line Stop for Temporary Shutdown L.S. 1
16 Install Blow Off Assembly per City of Glendora SD&S No. 2.20 (Modified) EA. 1 17 8" DIP Class 350 L.F. 60
18 Water Main Tie in Operations for Newburgh Ave and Bender Ave L.S. 1 19 Water Main Tie in Operations for Juanita St and Bender Ave L.S. 1 20 Water Main Tie in Operations for Laxford St and Bender Ave L.S. 1 21 Water Main Tie in Operations for Juanita Ave and Santa Fe Ave L.S. 1 22 Water Main Tie in Operations for Carter Dr and Calmgrove Ave (East) L.S. 1 23 Water Main Tie in Operations for Carter Dr and Calmgrove Ave (North) L.S. 1 24 2" Cold Mill Existing A.C. Pavement S.F. 225000
25 Construct 2" A.C. ARHM GG-C TON 2800
26 Sawcut and Remove P.C.C. Curb Ramp. Construct P.C.C. Curb Ramp Per SPPWC 111-5, case and Type Per Plan EA. 31
27 Sawcut and Remove P.C.C.Sidewalk. Construct 4" Thick P.C.C. Sidewalk Per City of Glendora SD&S 1.02 S.F. 1200
28 Sawcut and Remove P.C.C.Curb and Gutter. Construct 6" Curb and 24" Gutter Per City of Glendora SD&S 1.02 L.F. 170
29 Sawcut, Remove and Replace PCC Cross Gutter per SPPWC 122-2 S.F. 50 30 Adjust Existing Manhole Frame & Cover to Finished Surface EA. 21 31 Thermoplastic Striping and Markings to Match Existing in kind L.S. 1 32 Construction Survey Staking and Monumentation Preservation & Restoration L.S. 1
33 Pre-Construction Video L.S. 1
Schedule A
Total
Unit Price Extension Unit Price Extension Unit Price Extension $0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00 $0.00 $0.00 $0.00 $0.00 $0.00
$0.00
J Vega
$0.00 $0.00
Toro Big Ben
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PUBLIC WORKS AGREEMENT
By and Between

CITY OF GLENDORA
and
DOMINGUEZ GENERAL ENGINEERING, INC.

DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 117
Meeting Date: 9/13/2022 / Packet Page #: 348
CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No 1327 1

PUBLIC WORKS AGREEMENT

BETWEEN THE CITY OF GLENDORA AND
DOMINGUEZ GENERAL ENGINEERING, INC.

THIS PUBLIC WORKS AGREEMENT (herein “Agreement”) is made and entered into this _____ day of __________, 2022 by and between the CITY OF GLENDORA, a general law city & California municipal corporation (“City”) and DOMINGUEZ GENERAL ENGINEERING, INC., a California Corporation (“Contractor”). City and Contractor may be referred to, individually or collectively, as “Party” or “Parties.”

RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement.

B. Contractor, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the City of Glendora Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Contractor for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1. WORK OF CONTRACTOR

1.1 Scope of Work.

In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the “Scope of Work” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the work required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein.

Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 13th September
DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 118
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CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No 1327 2

1.2 Bid Documents.

The Scope of Work shall include the “General Provisions” and “Special Provisions” in the bid documents for the project entitled CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327, including any documents or exhibits referenced therein (collectively, “bid documents”), all of which are incorporated herein by this reference. In the event of any inconsistency between the terms of the bid documents and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Contractor shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Compliance with California Labor Law.
(a) Public Work. The Parties acknowledge that the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement.
(c) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor. (d) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records.

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(e) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects.

Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program.

Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement.
(f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810.
(g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”
Contractor’s Authorized Initials _______________
Alejandro Dominguez
Vice President
(i) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 120
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pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

Contractor shall obtain at its sole cost and expense such licenses, permits, registrations, and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.6 Familiarity with Work.
(a) By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the scope of work to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder.
(b) Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface, unknown or latent conditions, materially different from those indicated; or (iii) unknown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement, and will materially affect the performance of the services hereunder.
(c) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ, or do involve hazardous waste, and cause a decrease or increase in Contractor's cost of, or the time required for, performance of any part of the work, shall issue a change order per Section 1.10 of this Agreement.
(d) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set, but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.
(e) City will compensate Contractor to the extent required by Government Code Section 4215 by issuing a change order per Section 1.10 of this Agreement.

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1.7 Protection and Care of Work and Materials.

The Contractor shall adopt reasonable methods, including providing and maintaining storage facilities, during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as caused by City’s own negligence. Stored materials shall be reasonably accessible for inspection. Contractor shall not, without City’s consent, assign, sell, mortgage, hypothecate, or remove equipment or materials which have been installed or delivered and which may be necessary for the completion of the work.

1.8 Warranty.

Contractor warrants all work under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the work or non-conformance of the work to the Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act as soon as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair, remove and replace any portions of the work (or work of other contractors) damaged by its defective work or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor's obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work.

Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense.

Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.

1.9 Further Responsibilities of Parties.

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of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.

1.10 Additional Work and Change Orders.
(a) City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor (“Change Order”). All Change Orders must be signed by the Contractor and Contract Officer prior to commencing the extra work thereunder.
(b) Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or any increase in the time to perform of up to one hundred eighty (180) days; and does not materially affect the Work and which are not detrimental to the Work or to the interest of the City, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Schedule of Compensation in Exhibit “C”. If the rates in the Schedule of Compensation do not cover the type of work in the Change Order, the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and Contract Officer. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed, to the satisfaction of the City, as follows:
(i) Labor: the cost of labor shall be the actual cost for wages of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted.
(ii) Materials and Equipment: the cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done, whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order. The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation, if applicable; description of other City authorized services and expenditures in such detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City’s sole and absolute discretion, waive the Contractor’s rights for that day. (d) It is expressly understood by Contractor that the provisions of this Section 1.10 shall not apply to services specifically set forth in the Scope of Work. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work may be more costly or time consuming than Contractor anticipates and that Contractor DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 123
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shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. (e) No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.11 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $2,346,900 (Two Million Three Hundred Forty-Six Thousand Nine Hundred Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.10.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services less the contract retention; (iii) payment for time and materials based upon the Contractor’s rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained and (c) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation.

2.3 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City.

Coordination of the performance of the work with City is a critical component of the services. If Contractor is required to attend additional meetings to facilitate such coordination, Contractor shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Contractor shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Contractor is DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 124
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certifying compliance with all provisions of the Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories.

Contractor shall not invoice City for any duplicate services performed by more than one person.

City shall, as soon as practicable, independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, or as provided in Section 7.3, City will cause Contractor to be paid within thirty (30) days of receipt of Contractor’s correct and undisputed invoice; however, Contractor acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event that City does not cause Contractor to be paid within thirty (30) days of receipt of an undisputed and properly submitted invoice, Contractor shall be entitled to the payment of interest to the extent allowed under Public Contract Code Section 20104.50. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor, not later than seven (7) days after receipt by the City, for correction and resubmission. Returned invoices shall be accompanied by a document setting forth in writing the reasons why the payment request was rejected. Review and payment by the City of any invoice provided by the Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.

Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively.

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 125
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litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor’s sole remedy being extension of the Agreement pursuant to this Section.

3.4 Inspection and Final Acceptance.

City may inspect and accept or reject any of Contractor’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Contractor’s work within forty-five (45) days after submitted to City. City shall accept work by a timely written acceptance, otherwise work shall be deemed to have been rejected. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as to amount to fraud. Acceptance of any work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Articles 1 and 5, pertaining to warranty and indemnification and insurance, respectively.

3.5 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1) year from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”).

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

The following principals of Contractor (“Principals”) are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Alejandro Dominguez, Vice President
Erica Dominguez, Secretary
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing Principals were a substantial inducement for City to enter into this Agreement.

Therefore, the Principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder.

All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. Additionally, Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Contractor shall notify City of any changes in DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 126
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Contractor’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Contractor.

Contractor shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Contractor shall not at any time or in any manner represent that Contractor or any of Contractor’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Contractor, nor any of Contractor’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Contractor expressly waives any claim Contractor may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be Alexis Escobar, Civil Engineering Assistant, or such person as may be designated by the City Manager. It shall be the Contractor’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Contractor’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. All subcontractors shall obtain, at its or Contractor’s expense, such licenses, permits, registrations and approvals (including from the City) as may be required by law for the performance of any services or work under this Agreement. In addition, neither this Agreement nor any interest herein may be transferred, DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 127
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assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS

5.1 Insurance Coverages.

Without limiting Contractor’s indemnification of City, and prior to commencement of any services under this Agreement, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General liability insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
(b) Automobile liability insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Professional liability (errors & omissions) insurance. Contractor shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Contractor agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. (d) Workers’ compensation insurance. Contractor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(e) Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

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5.2 General Insurance Requirements.
(a) Proof of insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(b) Duration of coverage. Contractor shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Contractor, its agents, representatives, employees or subcontractors. (c) Primary/noncontributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
(d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager.
(f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors.
(g) Enforcement of contract provisions (non-estoppel). Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.

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(h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
(i) Notice of cancellation. Contractor agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
(j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Contractor agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor’s compensation.
(o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.

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(p) Timely notice of claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(q) Additional insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification.

To the full extent permitted by law, Contractor agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Contractor, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Contractor is legally liable (“indemnitors”), or arising from Contractor’s or indemnitors’ reckless or willful misconduct, or arising from Contractor’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Contractor hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

In addition, Contractor agrees to indemnify, defend and hold harmless the Indemnified Parties from, any and all claims and liabilities for any infringement of patent rights, copyrights or trademark on any person or persons in consequence of the use by the Indemnified Parties of articles to be supplied by Contractor under this Agreement, and of which the Contractor is not the patentee or assignee or has not the lawful right to sell the same.

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Contractor shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Contractor shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Contractor in the performance of professional services and work hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Contractor and shall survive termination of this Agreement.

5.4 Notification of Third-Party Claims.

City shall timely notify Contractor of the receipt of any third-party claim relating to the work under this Agreement. City shall be entitled to recover from Contractor its reasonable costs incurred in providing such notification.

5.5 Performance and Labor Bonds.

Concurrently with execution of this Agreement Contractor shall deliver to the City, the following:
(a) A performance bond in the amount of the Contract Sum of this Agreement, in the form provided by the City Clerk, which secures the faithful performance of this Agreement.
(b) A labor and materials bond in the amount of the Contract Sum of this Agreement, in the form provided by the City Clerk, which secures the payment of all persons furnishing labor and/or materials in connection with the work under this Agreement.

Both the performance and labors bonds required under this Section 5.5 shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement and pays all labor and materials for work and services under this Agreement.

5.6 Sufficiency of Insurer or Surety.

Insurance and bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best’s Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (“Risk Manager”) due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the Risk Manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the performance bond DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 132
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required by Section 5.5 may be changed accordingly upon receipt of written notice from the Risk Manager.

5.7 Substitution of Securities.

Pursuant to Public Contract Code Section 22300, substitution of eligible equivalent securities for any funds withheld to ensure performance under this Agreement may be permitted at the request and sole expense of the Contractor. Alternatively, the Contractor may, pursuant to an escrow agreement in a form prescribed by Public Contract Code Section 22300, request payment of retentions funds earned directly to the escrow agent at the sole expense of the Contractor.

5.8 Release of Securities.

City shall release the Performance and Labor Bonds when the following have occurred:
(a) Contractor has made a written request for release and provided evidence of satisfaction of all other requirements under Article 5 of this Agreement; (b) the Work has been accepted; and
(c) after passage of the time within which lien claims are required to be made pursuant to applicable laws; if lien claims have been timely filed, City shall hold the Labor Bond until such claims have been resolved, Contractor has provided statutory bond, or otherwise as required by applicable law.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Contractor shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies, certified and accurate copies of payroll records in compliance with all applicable laws, or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of 3 years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Contractor’s business, custody of the books and records may be given to City, and access shall be provided by Contractor’s successor in interest. Notwithstanding the above, the Contractor shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

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6.2 Reports.

Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City’s sole risk and without liability to Contractor, and Contractor’s guarantee and warranties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use.

Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, Contractor with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

6.4 Confidentiality and Release of Information.
(a) information gained or work product produced by Contractor in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Contractor gives City notice of such court order or subpoena.

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(c) If Contractor, or any officer, employee, agent or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any damages, costs and fees, including attorneys’ fees, caused by or incurred as a result of Contractor’s conduct. (d) Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Contractor or be present at any deposition, hearing or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

7.2 Disputes.
(a) Default; Cure. In the event that Contractor is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Contractor for any work performed after the date of default. Instead, the City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Contractor is in default, the City shall hold all invoices and shall proceed with payment on the invoices only when the default is cured. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default, the City may take necessary steps to terminate this Agreement under this Article.

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of the Contractor, for mandatory non-binding mediation in the event litigation is commenced, and for mandatory judicial arbitration upon the failure to resolve the dispute through mediation. This Agreement hereby incorporates the provisions of Article 1.5 as though fully set forth herein.

7.3 Retention of Funds.

Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Contractor’s acts or omissions in performing or failing to perform Contractor’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Contractor to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement.

Acceptance by City of any work or services by Contractor shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver.

Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

7.6 Legal Action.

In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Contractor shall file a claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

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7.7 Liquidated Damages.

Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of $1,000 (One Thousand Dollars) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit “D”). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. Pursuant to Government Code Section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the project when such delay was caused by the failure of the public agency or owner of the utility to provide for removal or relocation of utility facilities.

7.8 Termination Prior to Expiration of Term.

This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Contractor, except that where termination is due to the fault of the Contractor, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Contractor reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Contractor may determine. Upon receipt of any notice of termination, Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Contractor has initiated termination, the Contractor shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Contractor has initiated termination, the Contractor shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.

7.9 Termination for Default of Contractor.

If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

7.10 Attorneys’ Fees.

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equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any appeal, and in addition a party entitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment.

7.11 Unfair Business Practices Claims.

In entering into this Agreement, Contractor offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services or materials related to this Agreement. This assignment shall be made and become effective at the time the City renders final payment to the Contractor without further acknowledgment of the Parties.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Contractor covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Contractor’s performance of services under this Agreement. Contractor further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Contractor agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination.

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orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class.

8.4 Unauthorized Aliens.

Contractor hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. §§ 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Contractor hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Glendora, 116 E. Foothill Blvd., Glendora, California 91741-3380, and in the case of the Contractor, to the person at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing.

Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. All correspondence relating to this Agreement shall be serialized consecutively.

9.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

9.3 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 139
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Contractor and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.5 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Contractor warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement.

Contractor further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Contractor is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Contractor’s Authorized Initials ___________________
Alejandro Dominguez
Vice President

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE]
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CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No 1327 24
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

City of Glendora, a municipal corporation
Adam Raymond
City Manager
APPROVED AS TO FORM: CERTIFY AVAILABILITY OF FUNDS:

ALESHIRE & WYNDER, LLP
William W. Wynder
City Attorney
Marie Ricci
Administrative Services Director/City Treasurer
ATTEST:

Kathleen R. Sessman
City Clerk/Communications Director
CONTRACTOR:

Dominguez General Engineering, Inc.

A California Corporation
Name: Alejandro Dominguez
Title: Vice President
[email protected]
Name: Erica Dominguez
Title: Secretary
[email protected]
Address: 11096 Pipeline Ave
Pomona, CA 91766
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01240.0001/535311.1 A-1
EXHIBIT “A”

SCOPE OF WORK
I. Contractor shall perform all of the work and comply with all of the specifications and requirements in the “General Provisions” and “Special Provisions” included in the bid documents for the project entitled CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327, including any documents or exhibits referenced therein.

II. Brief description of the work to be performed:

The scope of work entailstrenching and installing 8-inch water pipe, tie-in to existing water system, installing new services, water meters, and fire hydrants. Additionally, this project includes cold milling asphalt pavement and overlaying with ARHM, removing existing sidewalk, curb, gutter, and landscape and constructing ADA curb ramps and PCC sidewalk.

The project also includes re-establishment of survey monuments.

III. In addition to the requirements of Section 6.2, during performance of the work, Contractor shall facilitate a bi-weekly meeting (every 2 weeks) to deliver and discuss the following items:

A. Existing conditions report and status of overall work schedule B. Progress reports of work completed over the past two (2) weeks C. Report of work to be completed over the next two (2) weeks D. Report on pending request for information (RFIs)
IV. All work is subject to review and acceptance by the City, and must be revised by the Contractor without additional charge to the City until found satisfactory and accepted by City.

V. Contractor shall provide safe and continuous passage for pedestrian and vehicular traffic in accordance with the Work Area Traffic Control Handbook (WATCH), latest edition.

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EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

I. ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

Add the following sentence to Section 2.4 - Invoices:
“In the event, a preliminary notice is posted by a subcontractor / supplier / manufacturer / vendor, an unconditional release will be required prior to releasing monies to the Contractor. Alternatively, an amount not to exceed the amount referred in the preliminary notice will be jointly released to the Contractor and the originator of the said notice with a conditional release from the said subcontractor / supplier / manufacturer / vendor.” II. ARTICLE 3. PERFORMANCE SCHEDULE
Add the following sentence to Section 3.1 – Time of Essence:
“Time being of the essence, the Contractor shall commence the work and shall diligently pursue the work to completion within the time stated in Article 13 of the Instructions to Bidders, and upon the work schedule, if any, as specified in the Special Conditions, except as such time may be extended in writing by the City in accordance with Section 3.2 and the provisions of the General Conditions.”
III. ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS
Remove Section 5.1 (c) - Professional liability (errors & omissions) insurance.

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EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Contractor shall perform all work at the rates on the Bid Sheet submitted as part of Contractor’s Proposal, and listed below:

Line
Item Item Description
Unit of
Measure Quantity Unit Price Extension
1 Mobilization, Clearing, Grubbing and
Unclassified Excavation (5% Maximum) L.S. 1 $20,000 $20,000 2 Traffic Control L.S. 1 $5,000 $5,000
3 NPDES / SWPPP Compliance as Required by
the City and State L.S. 1 $5,000 $5,000
4 Abandon & Seal Existing Water System and,
Remove Conflicting Portions of Existing Line L.S. 1 $5,000 $5,000 5 Install 8" PVC, C-909, PC 235 Water Main L.F. 6,600 $128 $844,800 6 Install Rich Ranger Model 950 (Residential)
Fire Hydrant EA. 13 $13,000 $169,000
7 Install 1" Service Assembly Per City of
Glendora SD&S No. 2.25 EA. 123 $2,500 $307,500
8 Remove Existing Water Meter and Box and
Install City-Supplied Water Meter and
Rotated Box, Tie In to Existing Customer
Lateral per City of Glendora SD&S No. 2.39
EA. 20 $1,000 $20,000
9 Rotate Existing Meter and Box. Reconnect to
Private Service EA. 103 $400 $41,200
10 Install 11.25 Bend as Required EA. 7 $500 $3,500
11 Install 45 Bend as Required EA. 14 $500 $7,000
12 Install 8X6 Reducer EA. 4 $500 $2,000
13 Install 8" Gate Valve and Standard Valve Can EA. 36 $2,000 $72,000 14 Install 8X8X8 Flanged Tee EA. 13 $1,000 $13,000
15 Install 8" Line Stop for Temporary Shutdown L.S. 1 $15,000 $15,000 16 Install Blow Off Assembly per City of
Glendora SD&S No. 2.20 (Modified) EA. 1 $5,000 $5,000
17 8" DIP Class 350 L.F. 60 $200 $12,000
18 Water Main Tie in Operations for Newburgh
Ave and Bender Ave L.S. 1 $5,000 $5,000
19 Water Main Tie in Operations for Juanita St
and Bender Ave L.S. 1 $10,000 $10,000
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Line
Item Item Description
Unit of
Measure Quantity Unit Price Extension
20 Water Main Tie in Operations for Laxford St
and Bender Ave L.S. 1 $7,000 $7,000
21 Water Main Tie in Operations for Juanita Ave
and Santa Fe Ave L.S. 1 $10,000 $10,000
22 Water Main Tie in Operations for Carter Dr
and Calmgrove Ave (East) L.S. 1 $5,000 $5,000
23 Water Main Tie in Operations for Carter Dr
and Calmgrove Ave (North) L.S. 1 $5,000 $5,000
24 2" Cold Mill Existing A.C. Pavement S.F. 225,000 $0.30 $67,500 25 Construct 2" A.C. ARHM GG-C TON 2,800 $135 $378,000
26 Sawcut and Remove P.C.C. Curb Ramp.

Construct P.C.C. Curb Ramp Per SPPWC
111-5, case and Type Per Plan
EA. 31 $7,500 $232,500
27 Sawcut and Remove P.C.C. Sidewalk.

Construct 4" Thick P.C.C. Sidewalk Per City
of Glendora SD&S 1.02
S.F. 1,200 $14 $16,800
28 Sawcut and Remove P.C.C. Curb and Gutter.

Construct 6" Curb and 24" Gutter Per City of
Glendora SD&S 1.02
L.F. 170 $60 $10,200
29 Sawcut, Remove and Replace PCC Cross
Gutter per SPPWC 122-2
S.F. 50 $80 $4,000
30 Adjust Existing Manhole Frame & Cover to
Finished Surface EA. 21 $900 $18,900
31 Thermoplastic Striping and Markings to
Match Existing in kind L.S. 1 $10,000 $10,000
32 Construction Survey Staking and
Monumentation Preservation & Restoration L.S. 1 $15,000 $15,000 33 Pre-Construction Video L.S. 1 $5,000 $5,000
Not to Exceed Total $2,346,900
 Quantity may be changed or item may be deleted
II. A retention of five percent (5%) shall be held from each payment as a contract retention to be paid as part of the final payment upon satisfactory completion of services.

III. Within the budgeted amounts for each item on the Bid Sheet, and with the approval of the Contract Officer, funds may be shifted from one item’s subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Work is approved per Section 1.10.

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IV. The City will compensate Contractor for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

V. The total compensation for the Services shall not exceed the Contract Sum, as provided in Section 2.1 of this Agreement.

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EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Contractor shall perform all work timely in accordance with the following schedule:

Description Days to Perform Deadline Date
A. All Work 100 Working Days March 31, 2023
II. Contractor shall deliver the following tangible work products to the City by the following dates.

A. City’s Contract Officer will identify the same concurrently with the issuance of the notice to proceed.

III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.

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01240.0001/535311.1 D-1

PERFORMANCE BOND
WHEREAS, the CITY OF GLENDORA, a general law city & California municipal corporation (“City”), has awarded to DOMINGUEZ GENERAL ENGINEERING, INC., a California Corporation, as Contractor (“Principal”), a Contract for the work entitled and described as follows: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327;
WHEREAS, the Contractor is required under the terms of said Contract to furnish a bond for the faithful performance of the Contract;
NOW, THEREFORE, we the undersigned Contractor and Surety, are held and firmly bound unto the City in the sum of Two Million Three Hundred Forty-six Thousand Nine Hundred Dollars ($2,346,900 ), this amount being not less than one hundred percent (100%) of the total Contract price, lawful money of the United States of America, for payment of which sum well and truly be made we bind ourselves, our heirs, executors, administrators, and successors, jointly and severally, firmly by these presents. In case suit is brought upon this bond, the Surety will pay a reasonable attorney’s fee to the City in an amount to be fixed by the court.

THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the hereby bound Contractor, or its heirs, executors, administrators, successors, or assigns, shall in all things stand and abide by, well and truly keep and perform all undertakings, terms, covenants, conditions, and agreements in the said Contract and any alteration thereof, made as therein provided, all within the time and in the manner designated and in all respects according to their true intent and meaning, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

FURTHER, the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or modification of the Contract Documents or of the work to be performed thereunder shall in any way affect its obligations on this bond, and it does hereby waive notice of such change, extension of time, alteration, or modification of the Contract Documents or of the work to be performed thereunder.

Executed on 20___.

PRINCIPAL
(Seal if Corporation) By
Title
(Attach Acknowledgment of Authorized Representative of Principal) DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 148
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01240.0001/535311.1 D-2
Any claims under this bond may be addressed to:
(name and address of Surety)
(name and address of Surety's agent for service
of
process in California, if different from above)
(telephone number of Surety's agent in
California)
(Attach Acknowledgment)
SURETY
By
(Attorney-in-Fact)
APPROVED:
(Attorney for CITY)
NOTICE:

No substitution or revision to this bond form will be accepted. Sureties must be authorized to do business in and have an agent for service of process in California. Certified copy of Power of Attorney must be attached.

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01240.0001/535311.1

PAYMENT BOND
(Labor and Material Bond)
WHEREAS, the CITY OF GLENDORA, a general law city & California municipal corporation (“City”), has awarded to DOMINGUEZ GENERAL ENGINEERING, INC., a California Corporation, as Contractor (“Principal”), a Contract for the work entitled and described as follows: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327;
WHEREAS, said Contractor is required to furnish a bond in conjunction with said Contract, to secure the payment of claims of laborers, mechanics, material men, and other persons as provided by law;
NOW, THEREFORE, we the undersigned Contractor and Surety, are held and firmly bound unto the City in the sum of Two Million Three Hundred Forty-six Thousand Nine Hundred Dollars ($2,346,900 ), this amount being not less than one hundred percent (100%) of the total Contract price, lawful money of the United States of America, for payment of which sum well and truly be made we bind ourselves, our heirs, executors, administrators, and successors, jointly and severally, firmly by these presents. In case suit is brought upon this bond, the Surety will pay a reasonable attorney’s fee to the City in an amount to be fixed by the court.

THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if said Contractor, its heirs, executors, administrators, successors, assigns, or subcontractor fails to pay: (1) for any work, materials, services, provisions, provender, or other supplies, or for the use of implements of machinery, used in, upon, for, or about the performance of the work to be done, or for any work or labor thereon of any kind; (2) for work performed by any of the persons named in Civil Code Section 9100; (3) for any amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract; and/or (4) for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Contractor and/or its subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, then the Surety herein will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void.

This bond shall inure to the benefit of any of the persons named in Civil Code § 9100 so as to give a right of action to such persons or their assigns in any suit brought upon the bond.

Moreover, if the City or any entity or person entitled to file stop payment notices is required to engage the services of an attorney in connection with the enforcement of this bond, each shall be liable for the reasonable attorney's fees incurred, with or without suit, in addition to the above sum.

Said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or modification of the Contract Documents or of the work to be performed thereunder shall in any way affect its obligations on this bond, and it does hereby waive notice DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 150
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of such change, extension of time, alteration, or modification of the Contract Documents or of the work to be performed thereunder.

Executed on , 20____.

PRINCIPAL
(Seal if Corporation) By
Title
(Attach Acknowledgment of Authorized Representative of Principal) Any claims under this bond may be addressed to:
(name and address of Surety)
(name and address of Surety's agent for service
of process in California, if different from above)
(telephone number of Surety's agent in
California)
(Attach Acknowledgment)
SURETY
By
(Attorney-in-Fact)
APPROVED:
(Attorney for CITY)
NOTICE:

No substitution or revision to this bond form will be accepted. Sureties must be authorized to do business in and have an agent for service of process in California. Certified copy of Power of Attorney must be attached.

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01240.0001/535311.1

WORKERS COMPENSATION INSURANCE CERTIFICATE
Description of Contract: City of Glendora
Project: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement
Project, Plan No. 1327
Type of Insurance: Workers' Compensation and
Employers' Liability Insurance
THIS IS TO CERTIFY that the following policy has been issued by the below-stated company in conformance with the requirements of Article 5 of the Contract and is in force at this time, and is in a form approved by the Insurance Commissioner.

The Company will give at least 30 days' written notice to the City and Engineer/Architect prior to any cancellation of said policy.

POLICY NUMBER EXPIRATION DATE LIMITS OF LIABILITY
Workers' Compensation:

Statutory Limits Under the Laws
of the State of California
Employers' Liability:
$_________________ Each Accident
$_________________ Disease - Policy Limit
$_________________ Disease - Each Employee
Named Insured (Contractor) Insurance Company
Street Number Street Number
City and State City and State
By
(Company Representative)
(SEE NOTICE ON NEXT PAGE)
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Insurance Company Agent for Service
of Process in California:

Name
Agency
Street Number
City and State
Telephone Number
This certificate is issued as a matter of information only and confers no rights upon the certificate holder. This certificate does not amend, extend, or alter the coverage afforded by the policy listed herein.

This is to certify that the policy has been issued to the named insured for the policy period indicated, notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate may be issued or may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions of such policy.

NOTICE:

No substitution or revision to the above certificate form will be accepted. If the insurance called for is provided by more than one insurance company, a separate certificate in the exact above form shall be provided for each insurance company.

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ADDITIONAL INSURED ENDORSEMENT

COMPREHENSIVE GENERAL LIABILITY
Name and address of named insured (“Named Insured”)
Name and address of Insurance Company (“Company”)
General description of agreement(s), permit(s), license(s), and/or activity(ies) insured Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The
(“Public Agency”), its elected officials, officers, attorneys, agents, employees, and volunteers are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy.

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company's liability.

4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy.

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to Public Agency, by certified mail, return receipt requested, not less than thirty (30) days prior to the effective date thereof. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 154
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01240.0001/535311.1
to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to Public Agency at:

City Manager, City of Glendora, 116 E. Foothill Blvd., Glendora, California 91741-3380.

10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached.

TYPE OF COVERAGES TO WHICH POLICY PERIOD LIMITS OF

THIS ENDORSEMENT ATTACHES FROM/TO LIABILITY

11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes:
□ Contractual Liability □ Explosion Hazard
□ Owners/Landlords/Tenants □ Collapse Hazard
□ Manufacturers/Contractors □ Underground Property Damage □ Products/Completed Operations □ Pollution Liability
□ Broad Form Property Damage □ Liquor Liability
□ Extended Bodily Injury □
□ Broad Form Comprehensive □
General Liability Endorsement □

12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except:
(if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one).

13. This is an □ occurrence or □ claims made policy (check one).

14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .
(signatures on following page)
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I, (print name), hereby
declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
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ADDITIONAL INSURED ENDORSEMENT

AUTOMOBILE LIABILITY
Name and address of named insured (“Named Insured”)
Name and address of Insurance Company (“Company”)
General description of agreement(s), permit(s), license(s), and/or activity(ies) insured Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The
(“Public Agency”), its elected officials, officers, attorneys, agents, employees, and volunteers are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy.

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company's liability.

4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy.

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to Public Agency, by certified mail, return receipt requested, not less than thirty (30) days prior to the effective date thereto. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 157
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01240.0001/535311.1
to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to Public Agency at:

City Manager
City of Glendora
116 E. Foothill Blvd.

Glendora, California 91741-3380

10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached.

TYPE OF COVERAGES TO WHICH POLICY PERIOD LIMITS OF

THIS ENDORSEMENT ATTACHES FROM/TO LIABILITY

11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes:
□ Any Automobiles □ Truckers Coverage
□ All Owned Automobiles □ Motor Carrier Act
□ Non-owned Automobiles □ Bus Regulatory Reform Act
□ Hired Automobiles □ Public Livery Coverage
□ Scheduled Automobiles □
□ Garage Coverage □

12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one).

13. This is an □ occurrence or □ claims made policy (check one).

14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .
(signatures on following page)
DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 158
Meeting Date: 9/13/2022 / Packet Page #: 389
01240.0001/535311.1
I, (print name), hereby
declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 159
Meeting Date: 9/13/2022 / Packet Page #: 390
01240.0001/535311.1

ADDITIONAL INSURED ENDORSEMENT

EXCESS LIABILITY
Name and address of named insured (“Named Insured”)
Name and address of Insurance Company (“Company”)
General description of agreement(s), permit(s), license(s), and/or activity(ies) insured Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The
(“Public Agency”), its elected officials, officers, attorneys, agents, employees, and volunteers are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy.

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought, except with respect to the limits of the Company's liability.

4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy.

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to Public Agency, by certified mail, return receipt requested, not less than thirty (30) days prior to the effective date thereto. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 160
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01240.0001/535311.1

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to Public Agency at:

City Manager
City of Glendora
116 E. Foothill Blvd.

Glendora, California 91741-3380

10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached.

TYPE OF COVERAGES TO WHICH POLICY PERIOD LIMITS OF

THIS ENDORSEMENT ATTACHES FROM/TO LIABILITY
□ Following Form
□ Umbrella Liability
□

11. Applicable underlying coverages:

INSURANCE COMPANY POLICY NO. AMOUNT

12. The following inclusions, exclusions, extensions or specific provisions relate to the above coverages:

13. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except:
(if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one).

14. This is an □ occurrence or □ claims made policy (check one).

15. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .

DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 161
Meeting Date: 9/13/2022 / Packet Page #: 392
01240.0001/535311.1
(signatures on following page)
I, (print name), hereby
declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
DocuSign Envelope ID: 0AE13C2A-435C-466D-A4E2-A7E4A6C44020 Item #11. Page 162
Meeting Date: 9/13/2022 / Packet Page #: 393

FOR USE IN CONNECTION WITH THE

STANDARD SPECIFICATIONS FOR PUBLIC
WORKS CONSTRUCTION, 2021 EDITION

BID OPENING
THURSDAY, JUNE 30, 2022
10:00 AM
Alison Sweet, P.E.

City Engineer Date Approved
Specifications for

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND

NEWBURGH ST AREA WATER AND STREET IMPROVEMENT

PROJECT

Plan No. 1327
5/26/2022
Item #11. Page 163
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Item #11. Page 164
Meeting Date: 9/13/2022 / Packet Page #: 395

TABLE OF CONTENTS

DEFINITION SECTION

NOTICE INVITING BIDS I

INSTRUCTIONS TO BIDDERS II

PROPOSAL III
• BID PROPOSAL Part 1
• NON-COLLUSION AFFIDAVIT Part 1
• UNIT PRICE LIST Part 2

BID BOND IV

AGREEMENT V

GENERAL CONDITIONS VI

ESCROW AGREEMENT IN LIEU OF RETENTION VII

SPECIAL PROVISIONS VIII
• DEFINITION OF BID ITEMS

NPDES REQUIREMENTS IX

VICINITY MAP X

STANDARD DRAWINGS XI

FEDERAL REQUIREMENTS XII
Item #11. Page 165
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Item #11. Page 166
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Revised 09/2018

NOTICE INVITING BIDS

SECTION I

NOTICE INVITING BIDS
NOTICE IS HEREBY GIVEN that the City of Glendora, County of Los Angeles, California (hereinafter "City") will receive and accept sealed bids ONLY via the online electronic bid service, www.questcdn.com , until 10:00 a.m. on Thursday, June 30, 2022 for: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327 (hereinafter "work").

NO BIDS WILL BE ACCEPTED AFTER THIS DATE AND TIME!
Each BID must conform and be responsive to all requirements set forth in the BID. In order to purchase and download project plans and specifications, bidders will need to register with the provider of this service, Quest Construction Data Network. Bid documents can be downloaded electronically for a non-refundable fee of $15.00 by providing QuestCDN Project Number 8221450 on the Project Search Page on the Quest website www.questcdn.com. You can contact QuestCDN at 952-233-1632 or [email protected] for assistance in membership registration and downloading this digital project information. For questions regarding the bid documents or for project information, please contact Civil Engineering Assistant, Alexis Escobar at (626) 852-4845 or [email protected].

THE CITY OF GLENDORA HAS IMPLEMENTED ONLINE PROJECT BIDDING USING THE QUEST CONSTRUCTION DATA NETWORK. IN ORDER TO BE CONSIDERED A QUALIFIED BIDDER, THE ONLINE BID MUST BE COMPLETED

AND SUBMITTED, ALL ADDENDA ACKNOWLEDGED AND ACKNOWLEDGEMENT UPLOADED TO THE SITE, AND A COPY OF THE BID BOND OR COPY OF CASHIER’S CHECK OR SURETY2000 AUTHORIZATION CODE UPLOADED TO THE SITE THROUGH WWW.QUESTCDN.COM.

NO ORAL, FACSIMILE OR TELEPHONIC BIDS OR ALTERATIONS WILL BE CONSIDERED.

Each bidder shall submit with its bid a pdf copy of the original bid bond, or a pdf copy of a cashier's check drawn on an acceptable bank, made payable, without condition, to the City of Glendora, California, in an amount of not less than ten percent (10%) of the total bid. Or, the Bidder may choose to provide a bid bond authorization code provided to them by Surety2000, which the Bidder shall keep in effect until the City gives written notice that it may be released. If the Bidder provides a pdf copy of a bid bond or a pdf copy of a certified cashier’s check, the original must be provided to the City after the bid opening and by the end of business of the second business day after the bid opening. The bid security shall be retained by the City until a contract for the project has been executed. Bid bonds will be returned or written notice of release will be given to the unsuccessful bidders, with the exception of the second qualifying bidder, at such time as their bids are rejected. In the event the successful bidder is unable to execute the contract, for whatever reason, City may exercise its legal prerogatives, including, but not limited to, enforcement of its rights as to the bid security.

Pursuant to California Labor Code Section 1770 et seq., copies of the determination of the Director of the Department of Industrial Relations of the general prevailing rate of per diem wages for each craft, classification and type of workman needed to execute the work are available to any interested person on the internet at www.dir.ca.gov. and are hereby incorporated herein and made a part hereof as though set forth in full.

Pursuant to Labor Code section 1725 “NO contractor or subcontractor may be listed on a bid proposal for a construction project unless registered with the Department of Industrial Relations. In addition, section 1725.5 No contractor or subcontractor may be awarded a contract for public work on a construction project unless registered with the Department of Industrial Relations.

Pursuant to California Civil Code Section 3248, the successful bidder shall furnish to the City at the time of execution of the contract a payment bond in an amount equal to one hundred percent (100%) of the contract price. The successful bidder shall also furnish to the City at the time of execution of the contract faithful performance bond in an amount equal to one hundred percent (100%) of the contract price.

Pursuant to California Public Contract Code Section 22300, substitution of eligible and equivalent securities for any moneys withheld to insure performance under the contract for the work to be performed will be permitted at the request and expense of the successful bidder, unless otherwise prohibited by law. The City of Glendora reserves the right to reject any and all proposals, to waive any informalities in any proposal and select the one that best meets the City’s needs.

Prevailing Wage Statement: This contract will be funded in whole or in part with federal housing and community development funds. The Federal Labor Standards Provisions, including wage requirements of the Davis-Bacon and Related Acts will be enforced. A copy of the Federal Wage Decision applicable to this project is included in the Bid Document.

This is project is a public work in the State of California, funded in whole or in part with public funds. Therefore, the higher of the two applicable prevailing wage rates, federal or state, will be enforced. The Contractor’s duty to pay State prevailing wages can be found under Labor Code Section 1770 et seq. Labor Code Sections 1775 and 1777.7 outline the penalties for failure to pay prevailing wages and to employ apprentices, including forfeitures and debarment. The State Wage Decision is on file at the City Clerk’s office, and is also available online at http://www.dir.ca.gov/disr/.

Item #11. Page 167
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NOTICE INVITING BIDS

SECTION I

Apprenticeship Program: Attention is directed to Sections 1777.5, 1777.6 and 1777.7 of the California Labor Code and Title 8, California Administrative code, Section 200 et seq. to ensure compliance and complete understanding of the law regarding apprentices.

Minority and Women Owned Business: Bidders will be required to document their status as a Minority Business Enterprise (MBE), a Women-owned Business Enterprise (MBE) or a non-MBE/WBE firm. Bidders that are no MBE/WBE firms will be required to make a good faith effort, and to document their efforts to include firms as part of the contract bid.

Conflict of Interest: In the procurement of supplies, equipment, construction, and services by sub-recipients, the conflict of interest provisions in (State LCA – 24 CFR 85.36 and Non-Profit Organizations – 24 CFR 84.4), OMB Circular A-110, and 24 CFR 570.611, respectively, shall apply. No employee, officer or agent of the sub-recipient shall participate in selection, or in the award or administration of a contract supported by Federal funds if a conflict of interest, real or apparent, would be involved.

Kathleen R. Sessman, MMC
City Clerk
City of Glendora
Publish in SAN GABRIEL VALLEY EXAMINER (Ad Type: Legal): June 2 & June 9, 2022 End Section I - Notice Inviting Bids
Item #11. Page 168
Meeting Date: 9/13/2022 / Packet Page #: 399
Revised 09/2018

INSTRUCTIONS TO BIDDERS

SECTION II

INSTRUCTIONS TO BIDDERS
WORK IDENTIFICATION: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

1. Terms Defined

1.1 Terms used in these Instructions to Bidders, which are defined in the General Conditions, have the meaning assigned to them in the General Conditions.

1.2 The term "successful bidder" means the lowest, responsible bidder to whom the City makes an award of contract on the basis of the City's evaluation as hereinafter provided.

2. Copies of Contract Documents

2.1 Complete sets of Contract Documents may be purchased and downloaded through www.QuestCDN.com, as stated in the Notice Inviting Bids. Complete sets of Contract Documents shall be used in preparing bids. The bidder must satisfy for himself that he has downloaded a complete set of Contract Documents and is included in Plan Holder’s List. Neither the City nor its Engineer assumes any responsibility for errors or misinterpretations resulting from the use of incomplete sets of Contract Documents.

3. Qualifications of Bidder

3.1 Before submitting a bid, the bidder shall be licensed to perform as prime contractor in accordance with the provisions of the Contractor's State License Law, California Business and Professions Code Section 7000 et seq. As evidence of such qualification, the bidder shall record on his Bid Proposal the number, classification and termination date of all necessary State licenses. Necessary City licenses may be secured after the bids are opened, but prior to executing the contract. [P.C.C. Section 3300 & B. & P. Code Section 7000 ET seq.]

3.2 In order for the City to determine the successful bidder, the bidder must be prepared to submit in writing, within five (5) days after being requested to do so by the City, such information and data as the City may request, including without limitation, financial data, and previous experience. The City reserves the right to reject any bid if the evidence submitted by, or investigation of, such bidder fails to satisfy the City that the bidder is the lowest responsible bidder properly qualified to carry out the contract.

4. Examination of Contract Documents and Site

4.1 Before submitting a bid, the bidder must (i) examine the Contract Documents thoroughly, including without limitation the Agreement wherein each of the other Contract Documents is identified; (ii) visit the site and the locality where the work is to be performed to familiarize himself with local conditions that may in any manner effect the cost, progress or performance of the work in strict accordance with the Contract Documents; (iii) familiarize himself with federal, state and local laws, ordinances, rules and regulations that may in any manner affect the cost, progress or performance of the work in strict accordance with the Contract Documents; and (iv) study and carefully correlate bidder's observations with the Contract Documents.

4.2 Pursuant to Public Contract Code Section 3400 and the Contract Documents, all specifications shall be deemed to include the words "or equal", provided however; permissible exceptions hereto shall be specifically noted in the specifications. [P.C.C. Section 3400].

4.3 Reports, if any, of investigations and tests of subsurface and latent physical conditions at the work site or otherwise effecting cost, progress or performance of the work, which have been relied upon by the Engineer in preparing the drawings and specifications, are identified in the Special Conditions. City will make copies of such reports available to any bidder upon request. These reports are not guaranteed as to accuracy or completeness, nor are they part of the Contract Documents. Before submitting his bid, the bidder shall, at his Item #11. Page 169
Meeting Date: 9/13/2022 / Packet Page #: 400
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INSTRUCTIONS TO BIDDERS

SECTION II

own expense, make such additional investigations and tests as the bidder may deem necessary to determine his bid for performance of the work in strict accordance with the Contract Documents.

4.4 Upon request to the office of the City Engineer at 116 E. Foothill Boulevard, Glendora, (626) 914-8246, the City will provide each bidder access to the job site to conduct such investigations and tests as the bidder may deem necessary for submission of his bid.

4.5 The lands upon which the work is to be performed, rights-of-way for access thereto, and other lands designated for use by contractor in performing the work are identified in the Drawings or Specifications.

4.6 By submitting a bid, the bidder warrants that he has complied with every requirement of this Article 4 and that the Contract Documents are sufficient in scope and detail to indicate and convey understanding of all terms and conditions for performance of the work.

5. Interpretation

5.1 In the event of conflict between requirements as shown on the drawings and the specifications, the following order of precedence shall govern: drawings shall govern over specifications; special provisions shall govern over other parts of the specifications; and the specifications shall govern over any standard specifications incorporated by reference. In the event of any discrepancy between any drawings and the figures written thereon, the figures shall govern.

5.2 All questions about the meaning or intent of the Contract Documents shall be submitted to the Engineer in writing not less than five (5) days prior to the date for the opening of bids.

5.3 All interpretations shall be issued by written Addenda through www.QuestCDN.com. An email notification will be distributed by QuestCDN to all Plan Holders regarding posting of Addenda, but it shall be the bidder's responsibility to make inquiry as to Addenda issued. Failure of the bidder to receive any such Addenda shall not relieve the bidder from any obligation under his bid as submitted.

5.4 Only interpretations issued by written Addenda will be binding; all such Addenda shall become part of the Contract Documents. Interpretations issued orally or by any means other than as specified in this Article 5 shall be without legal effect.

6. Bid Proposal

6.1 Each bid must be on a Bid Proposal furnished by the City as part of the Contract Documents. Any change in, or addition to, the Bid Proposal or any other modification of the Bid Proposal which is not specifically called for in the Contract Documents or the omission from the Bid Proposal of any information or response which is specially called for in the Contract Documents may result in the City's rejection of the bid as not being responsive to the Notice Inviting Bids.

6.2 All blanks in the Bid Proposal must be appropriately responded to. If an answer or other response to a blank is not applicable, the blank shall be responded to with "N.A.".

6.3 The Bid Proposal must be submitted electronically through www.QuestCDN.com. The bid sum and all bid amounts on the form must be stated in words and numerals; in case of a conflict, words will take precedence.

6.4 The Bid Proposal must not contain any erasures, interlineations or other corrections, unless each such correction is suitably authenticated by affixing in the margin immediately opposite the correction the surname(s) of the person(s) signing the bid.

6.5 The Bid Proposal and each Attachment thereto shall be executed in the manner required by the hereinafter Article 12.

6.6 No person, including without limitation, any individual, partnership or corporation, shall make, file or be interested in more than one bid for the work unless alternate bids are specifically called for in the Specifications.

Item #11. Page 170
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INSTRUCTIONS TO BIDDERS

SECTION II

A person that has submitted a sub-bid to a bidder, that has quoted prices of materials to a bidder, is not disqualified from submitting a sub-bid or quoting price to other bidders or making a prime bid.

7. Submission of Bid

7.1 The bid shall be submitted within the time and at the place indicated in the Notice Inviting Bids.

7.2 Each bidder shall submit with its bid a pdf copy of the original bid bond, or a pdf copy of a cashier's check drawn on an acceptable bank, made payable, without condition, to the City of Glendora, California, in an amount of not less than ten percent (10%) of the total bid. Or, the Bidder may choose to provide a bid bond authorization code provided to them by Surety2000, which the Bidder shall keep in effect until the City gives written notice that it may be released. If the Bidder provides a pdf copy of a bid bond or a pdf copy of a certified cashier’s check, the original must be provided to the City after the bid opening and by the end of business of the fifth business day after the bid opening. The bid security shall be retained by the City until a contract for the project has been executed. Bid bonds will be returned or written notice of release will be given to the unsuccessful bidders, with the exception of the second qualifying bidder, at such time as their bids are rejected.

In the event the successful bidder is unable to execute the contract, for whatever reason, City may exercise its legal prerogatives, including, but not limited to, enforcement of its rights as to the bid security.

7.3 The bid shall be accompanied with page 5 of 10 of the General Conditions initialed by the Contractor at paragraph 4.03 liquidated damages.

8. Withdrawal of Bids
The Bidder may withdraw his bid by an appropriate document duly executed in the manner that a bid must be executed and delivered to the place where the bids are to be submitted at any time prior to the opening of bids.

9. Bids to Remain Open
All bids shall remain open for sixty (60) days after the date of the opening of bids. Prior to that date, the City: (i) may, at its sole discretion, release any bid and return the bidder's security, or (ii) shall release any bid and return all Bidder's Security, upon the successful bidder's furnishing the required bonds and certificate and any other required documents and return to the City all the required number of executed copies of the Agreement.

10. Award of Contract

10.1 The City reserves the right to reject any and all bids. The City also reserves the right to reject any bid that is not in strict accordance with the Contract Documents or, in the alternative, to waive any irregularity or informality in any bid or in the bidding. Discrepancies between words and numerals shall be resolved in favor of the correct sum. Discrepancies between the indicated sum of any column of figures and the correct sum thereof shall be resolved in favor of the correct sum [P.C.C. Section 20166].

10.2 If alternate bids are called for in the Specifications, the contract may be awarded at the election of the City to the successful bidder on the base bid or on the base bid and any alternate or combination of alternates.

10.3 If the contract is to be awarded, it shall be awarded to the lowest responsible bidder. The City may conduct such investigations as it deems necessary to assist in the evaluation of any bid and to establish the responsibility, qualifications and financial ability of the bidders. The award, if made, will be within sixty (60) days after the opening of bids.

11. Delivery of Agreement

11.1 Within fifteen (15) days before the award of the contract by the City Council, the successful bidder shall sign and deliver at least two (2) counterparts of the Agreement to the City Clerk together with the labor and materials bond, faithful performance bond, certificate regarding workers' compensation, insurance certificates, Item #11. Page 171
Meeting Date: 9/13/2022 / Packet Page #: 402
Revised 09/2018

INSTRUCTIONS TO BIDDERS

SECTION II

proof of a valid City of Glendora business license and any other documents required by the Contract Documents. The bonds and workers' compensation certificate shall be submitted on the forms which are part of the Contract Documents; no substitutions shall be accepted. Within fifteen (15) days after the award, the City shall deliver one fully signed counterpart to the successful bidder.

11.2 The Agreement and each Attachment thereto shall be executed in the manner required by the hereinafter Article 12.

11.3 If the successful bidder fails to furnish the required bonds, certificates and other documents within fifteen (15) days after the award of the contract by the City Council, the City may annul the award of the contract and the Bidder's Security of the bidder shall be forfeited, except as provided by California Public Contract Code Section 20174. [P.C.C. Section 20174]

12. Signatures

12.1 The Contract Documents and all attachments thereto shall be executed in the following manner: If the bidder is:
(a) An individual, in the name of the individual and if doing business by a fictitious name, the fictitious name and, if the document is the Bid Proposal or Agreement, the business address and telephone number of the individual must be shown below the signature. (b) A partnership, in the partnership name and signed by a general partner, whose title must appear under the signature and, if the document is the Bid Proposal or Agreement, the business address and telephone number of the partnership must be shown below the signature. (c) A corporation, in the corporate name by a duly authorized officer or agent accompanied by evidence of authority to sign and the corporate seal must be affixed and attested by the secretary or an assistant secretary.

If the document is the Bid Proposal or Agreement, the state of incorporation shall be shown below the corporation name, and the corporate address and telephone number shall be shown below the signatures.

12.2 Attorneys in fact who sign any Contract Document or any attachment thereto must file with the document a certified copy of their power of attorney to sign said document.

12.3 All signatures must be in ink and all names must be typed or printed below the signature.

12.4 All signatures on the Bid Proposal and Agreement must be acknowledged before a notary public and a notary's certificate of each acknowledgment must be filed with the document.

13. Time for Commencement and Completion

13.1 Unless otherwise specified in the Special Conditions, the contractor shall:
(a) commence the work within (30) days after the award of the contract by the City Council; and (b) diligently prosecute the work to completion within one hundred (100) working days after the commencement of work.

13.2 Upon written request of the contractor, and if approved in writing by the Engineer, the time for commencement, completion, or both may be extended.

End Section II - Instruction to Bidders
Item #11. Page 172
Meeting Date: 9/13/2022 / Packet Page #: 403
Revised 10/2019
BID PROPOSAL (Part 1)

SECTION III

BID PROPOSAL
WORK IDENTIFICATION: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

NAME OF BIDDER:

CA. CONTRACTOR'S LICENSE:

No. Class Termination Date
PWC REGISTRATION (DIR):

No. City Expiration Date

1. Proposal
(a) Bidder has examined copies of all the Contract Documents, including without limitation the Agreement wherein each of the other Contract Documents is identified, and accepts all the terms and conditions thereof. (b) Bidder proposes and agrees, if this bid is accepted, to enter into an agreement with City in the form included in the Contract Documents to complete all work as specified in the Agreement for the contract price and within the contract time indicated in this bid and in accordance with the Contract Documents. (c) This bid will remain open and not be withdrawn for the period specified in the Instructions to Bidders. If awarded the bid, bidder will sign the Agreement and submit the bonds, certificates and other documents required by the Contract Documents within fifteen (15) days after the date of the award of the contract by the City Council. (d) Bidder has examined the site and locality where the work is to be performed and the legal requirements and conditions affecting the cost, progress and performance of the work in strict accordance with the Contract Documents.
(e) Bidder has included page 5 of 10 of the General Conditions initialed by the contractor at paragraph 4.03 Liquidated Damages.

2. Bid
Bidder agrees to construct and complete, ready for use, all work as required and made necessary by the Contract Documents for the sum of
dollars ($ ).

If the Contract Documents include a Unit Price List, Bidder acknowledges that the total bid sum shown in this paragraph 2 and the estimated quantities and amounts shown on the Unit Price List are for purposes of comparison of bids only. Bidder also acknowledges that the City does not expressly or by implication agree that the actual amount of work shall correspond therewith, but reserves the right to increase or decrease the amount of any class or portion of the work as may be deemed necessary or expedient by the Engineer and that final payment shall be made at the unit prices bid, upon the basis of actual measured quantities as the same may be finally determined by the City Engineer.

Bidder acknowledges that the total bid sum shown in this paragraph 2, and all sums shown on any Unit Price List attached hereto, includes (i) all labor, materials, tools, equipment and services and all taxes, insurance, other general expenses, overhead and profit and (ii) all trenching, backfilling, grading, excavation and fill, resurfacing of every character, grubbing and clearing and removal of all obstructions necessary for the doing of the work, the preservation of existing structures, shrubs, and trees, where required, and the shoring, bridging and bracing required and incident to the doing of the work, together with all fittings and joints, of every character, connected in place, area clean-up, traffic protection, and the reconstruction and severances required in the doing of the work.

Item #11. Page 173
Meeting Date: 9/13/2022 / Packet Page #: 404
Revised 10/2019
BID PROPOSAL (Part 1)

SECTION III

3. Schedule
Bidder understands that early completion is important to the City. Therefore, time being of the essence, bidder proposes that the work will be commenced and will be completed within the time specified in Article 13 of the Instruction to Bidders.

4. Addenda
Bidder acknowledges receipt of Addenda identified as:

5. Bidder Information
(a) Bidder has years of experience as a contractor in construction work. (b) Bidder has recently completed the three (3) following construction works:

Contract Class Date
Amount of Work Completed Name & Address of Owner

6. Designation of Subcontractors
In compliance with the Subletting and Subcontracting Fair Practices Act, Public Contract Code Section 4100 et seq., listed below is each subcontractor who will perform work or labor or render service to the bidder in or about the construction of the work or will specifically fabricate and install a portion of the work in an amount in excess of one half of one (0.5%) percent of the total bid.

In the case of bids or offers for the construction of streets or highways, including bridges, listed below is each subcontractor who will perform work or labor or render service to the bidder in or about the construction of the work or will specifically fabricate and install a portion of the work in an amount in excess of one half of one percent (0.5%) of the prime contractor's total bid or ten thousand dollars ($10,000), whichever is greater.

Also listed below is the portion of the work which will be done by each subcontractor. (List only one subcontractor for each portion of the work as defined by the bidder in this bid.) [P.C.C. Section 4100 et seq.,] Portion
Subcontractor Location of work of work
Name & PWC registration #
Item #11. Page 174
Meeting Date: 9/13/2022 / Packet Page #: 405
Revised 10/2019
BID PROPOSAL (Part 1)

SECTION III

7. Attachments
The following documents, signed in accordance with Article 12 of the Instructions to Bidders, are attached to, and made a part of, this bid:
(a) Non Collusion Affidavit, as required by Public Contract Code Section 7106 and made a part of this Bid Proposal at page 5
(b) Required Bid Security in the form of
(c) Unit Price List
(d) Page 5 of the General Conditions initialed by the Contractor at Paragraph 4.03 Liquidated Damages (e) Other pertinent documents (list here and attach to this bid) Dated this day of , 20___.

IF BIDDER IS:

An Individual
By ,
(Individual's Name)
doing business as
Business address:

Phone No.: ( )
A Partnership
(Firm Name)
By
(General Partner) (Title)
Business address:

Phone No.: ( )
Item #11. Page 175
Meeting Date: 9/13/2022 / Packet Page #: 406
Revised 10/2019
BID PROPOSAL (Part 1)

SECTION III

A Corporation
(Corporation Name) (State of Incorporation)
By
(Person Authorized to Sign) (Title)
(Corporate Seal) Attest
(Secretary)
Business address:

Phone No.: ( )
A Joint Venture
By
(Name)
(Address & Phone No.)
By
(Name)
(Address & Phone No.)
Item #11. Page 176
Meeting Date: 9/13/2022 / Packet Page #: 407
Revised 10/2019
BID PROPOSAL (Part 1)

SECTION III

NONCOLLUSION AFFIDAVIT TO BE EXECUTED BY BIDDER AND

SUBMITTED WITH BID
State of California
ss.

County of Los Angeles
, being first duly sworn, deposes and says that he or she is of , the party 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 the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any manner, directly or indirectly, by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her 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. [P.C.C. Section 7106]
End Section III - Proposal (Part 1)
Item #11. Page 177
Meeting Date: 9/13/2022 / Packet Page #: 408
Revised 01/2021
PROPOSAL (Part 2 - Unit Price List)

SECTION III

Unit Price List
WORK IDENTIFICATION: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

NAME OF BIDDER:

ADDRESS: PHONE NO:

CA. CONTRACTOR'S LICENSE:

No. Class Termination Date
PWC REGISTRATION (D.I.R.)
No. City Expiration Date
Bid Schedule:

Item Description Quantity Unit Unit Price Total Price
1 Mobilization, Clearing, Grubbing and
Unclassified Excavation (5% Maximum) 1 L.S. $ $
2 Traffic Control 1 L.S. $ $
3 NPDES / SWPPP Compliance as Required
by the City and State 1 L.S. $ $
4 Abandon & Seal Existing Water System
and, Remove Conflicting Portions of
Existing Line 1 L.S.
$ $
5 Install 8" PVC, C-909, PC 235 Water Main 6,600 L.F. $ $ 6 Install Rich Ranger Model 950 (Residential)
Fire Hydrant 13 EA. $ $
7 Install 1" Service Assembly Per City of
Glendora SD&S No. 2.25 123 EA. $ $
8 Remove Existing Water Meter and Box and
Install City-Supplied Water Meter and
Rotated Box, Tie In to Existing Customer
Lateral per City of Glendora SD&S No. 2.39 20 EA.
$ $
9 Rotate Existing Meter and Box. Reconnect
to Private Service 103 EA. $ $
10 Install 11.25 Bend as Required 7 EA. $ $
11 Install 45 Bend as Required 14 EA. $ $
12 Install 8X6 Reducer 4 EA. $ $
13 Install 8" Gate Valve and Standard Valve
Can 36 EA. $ $
14 Install 8X8X8 Flanged Tee 13 EA. $ $
15 Install 8" Line Stop for Temporary
Shutdown 1 L.S. $ $
16 Install Blow Off Assembly per City of
Glendora SD&S No. 2.20 (Modified) 1 EA. $ $
17 8" DIP Class 350 60 L.F. $ $
18 Water Main Tie in Operations for Newburgh
Ave and Bender Ave
1 L.S. $ $
Item #11. Page 178
Meeting Date: 9/13/2022 / Packet Page #: 409
Revised 01/2021
PROPOSAL (Part 2 - Unit Price List)

SECTION III

Unit Price List
WORK IDENTIFICATION: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

NAME OF BIDDER:

ADDRESS: PHONE NO:

Item Description Quantity Unit Unit Price Total Price
19 Water Main Tie in Operations for Juanita St
and Bender Ave
1 L.S. $ $
20 Water Main Tie in Operations for Laxford St
and Bender Ave
1 L.S. $ $
21 Water Main Tie in Operations for Juanita
Ave and Santa Fe Ave
1 L.S. $ $
22 Water Main Tie in Operations for Carter Dr
and Calmgrove Ave (East)
1 L.S. $ $
23 Water Main Tie in Operations for Carter Dr
and Calmgrove Ave (North)
1 L.S. $ $
24 2" Cold Mill Existing A.C. Pavement 225,000 S.F. $ $ 25 Construct 2" A.C. ARHM GG-C 2,800 TON $ $
26 Sawcut and Remove P.C.C. Curb Ramp.

Construct P.C.C. Curb Ramp Per SPPWC
111-5, case and Type Per Plan
31 EA.
$ $
27 Sawcut and Remove P.C.C. Sidewalk.

Construct 4" Thick P.C.C. Sidewalk Per City
of Glendora SD&S 1.02
1,200 S.F.
$ $
28 Sawcut and Remove P.C.C. Curb and
Gutter. Construct 6" Curb and 24" Gutter
Per City of Glendora SD&S 1.02
170 L.F.
$ $
29 Sawcut, Remove and Replace PCC Cross
Gutter per SPPWC 122-2
50 S.F. $ $
30 Adjust Existing Manhole Frame & Cover to
Finished Surface
21 EA. $ $
31 Thermoplastic Striping and Markings to
Match Existing in kind
1 L.S. $ $
32 Construction Survey Staking and
Monumentation Preservation & Restoration
1 L.S. $ $
33 Pre-Construction Video 1 L.S. $ $
Item #11. Page 179
Meeting Date: 9/13/2022 / Packet Page #: 410
Revised 01/2021
PROPOSAL (Part 2 - Unit Price List)

SECTION III

Unit Price List
WORK IDENTIFICATION: CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

NAME OF BIDDER:

ADDRESS: PHONE NO:

CA. CONTRACTOR'S LICENSE:

No. Class Termination Date
PWC REGISTRATION (D.I.R.)
No. City Expiration Date
GRAND TOTAL PROJECT BID COST: $ _________________

In Words
The City has the option to reject all bids with or without cause. The City also has the option to remove bid items at its discretion. If the City chooses to remove bid items, no bid price adjustment will be allowed.
(Bidder)
By:
(Signature) (Date)
(Title)
NOTE:

In case of error in extension of price into
Total Price Column, the Unit Price will
govern.

Item #11. Page 180
Meeting Date: 9/13/2022 / Packet Page #: 411
Revised 08/2012

BID BOND

SECTION IV

BID BOND
The following City of Glendora form for the
Bid Bond MUST be used in accordance with
the instructions on the following pages.

Item #11. Page 181
Meeting Date: 9/13/2022 / Packet Page #: 412
Revised 08/2012

BID BOND

SECTION IV

BID BOND
KNOW ALL MEN BY THESE PRESENTS:

WHEREAS, (hereinafter
"Contractor") intends to submit a bid to the City of Glendora, California, a municipal corporation, (hereinafter "City") for the work identified as follows:

CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327.

NOW, THEREFORE, we, the Contractor, as Principal, and a corporation organized and existing under the laws of the State of California and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bond unto the City, as Obligee, in the sum of dollars
($ ) lawful money of the United States of America, said sum being not less than ten (10) percent of the bid amount for the payment of which sum well and truly to be made, the said Principal and the said Surety, bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the said Obligee shall accept the bid of the said Principal and said Principal shall enter into an Agreement with said Obligee in accordance with the terms of the bid and shall give therewith such bonds, certificates and other documents as may be required in the Notice Inviting Bids or the other Contract Documents or in the event of the failure of said Principal to enter such Agreement and give any such bond, certificate or other document, if said Principal shall pay to said Obligee the difference not to exceed the penalty thereof between the amount specified in said bid and such larger amount for which said Obligee may in good faith contract with another party to perform the work covered by said bid, then this obligation shall be null and void, otherwise to remain in full force and effect. In case suit is brought upon this bond, the court shall fix and award and the surety shall pay, in addition to the face amount hereof, costs and reasonable attorney's fees incurred by the City in successfully enforcing said obligation.

IN WITNESS THEREOF, we have hereunto set our hands and seal this day of
, 2022.
(Corporate Seal)
(Principal)
By
Title
(Corporate Seal)
(Surety)
By
Title
[P.C.C. Sections 20170, 20171]
End Section IV - Bid Bond
Item #11. Page 182
Meeting Date: 9/13/2022 / Packet Page #: 413
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327

PUBLIC WORKS AGREEMENT
By and Between

CITY OF GLENDORA
and
_____________________________________
Item #11. Page 183
Meeting Date: 9/13/2022 / Packet Page #: 414
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327

AGREEMENT FOR PUBLIC WORKS SERVICES

BETWEEN THE CITY OF GLENDORA AND
_____________________
THIS AGREEMENT FOR PUBLIC WORKS SERVICES (herein “Agreement”) is made and entered into this ____ day of ________, 2022 by and between the City of Glendora, a California municipal corporation (“City”) and ________________, _________________ (“Contractor”). City and Contractor may be referred to, individually or collectively, as “Party” or “Parties.”

RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement.

B. Contractor, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the City of Glendora Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Contractor for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1. WORK OF CONTRACTOR

1.1 Scope of Work.

In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the “Scope of Work” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the work required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein.

Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Item #11. Page 184
Meeting Date: 9/13/2022 / Packet Page #: 415
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327
Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

1.2 Bid Documents.

The Scope of Work shall include the “General Provisions” and “Special Provisions” in the bid documents for the project entitled CDBG Bender Avenue, Carter Dr, Santa Fe Ave, and Newburgh St Area Water and Street Improvement Project, Plan No. 1327, including any documents or exhibits referenced therein (collectively, “bid documents”), all of which are incorporated herein by this reference. In the event of any inconsistency between the terms of the bid documents and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Contractor shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Compliance with California Labor Law.
(a) Public Work. The Parties acknowledge that the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement.
(c) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor.

Item #11. Page 185
Meeting Date: 9/13/2022 / Packet Page #: 416
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327
(d) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (e) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects.

Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program.

Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement.
(f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810.
(g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”
Contractor’s Authorized Initials _______________
(Name)
(Title)
Item #11. Page 186
Meeting Date: 9/13/2022 / Packet Page #: 417
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327
(i) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

Contractor shall obtain at its sole cost and expense such licenses, permits, registrations, and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.6 Familiarity with Work.
(a) By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the scope of work to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder.
(b) Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface, unknown or latent conditions, materially different from those indicated; or (iii) unknown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement, and will materially affect the performance of the services hereunder.
(c) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ, or do involve hazardous waste, and cause a decrease or increase in Contractor's cost of, or the time required for, performance of any part of the work, shall issue a change order per Section 1.10 of this Agreement.

Item #11. Page 187
Meeting Date: 9/13/2022 / Packet Page #: 418
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327
(d) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set, but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.
(e) City will compensate Contractor to the extent required by Government Code Section 4215 by issuing a change order per Section 1.10 of this Agreement.

1.7 Protection and Care of Work and Materials.

The Contractor shall adopt reasonable methods, including providing and maintaining storage facilities, during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as caused by City’s own negligence. Stored materials shall be reasonably accessible for inspection. Contractor shall not, without City’s consent, assign, sell, mortgage, hypothecate, or remove equipment or materials which have been installed or delivered and which may be necessary for the completion of the work.

1.8 Warranty.

Contractor warrants all work under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the work or non-conformance of the work to the Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act as soon as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair, remove and replace any portions of the work (or work of other contractors) damaged by its defective work or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor's obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work.

Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement Item #11. Page 188
Meeting Date: 9/13/2022 / Packet Page #: 419
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327
and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense.

Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.

1.9 Further Responsibilities of Parties.

Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.

1.10 Additional Work and Change Orders.
(a) City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor (“Change Order”). All Change Orders must be signed by the Contractor and Contract Officer prior to commencing the extra work thereunder.
(b) Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or any increase in the time to perform of up to one hundred eighty (180) days; and does not materially affect the Work and which are not detrimental to the Work or to the interest of the City, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Schedule of Compensation in Exhibit “C”. If the rates in the Schedule of Compensation do not cover the type of work in the Change Order, the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and Contract Officer. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed, to the satisfaction of the City, as follows:
(i) Labor: the cost of labor shall be the actual cost for wages of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted.

Item #11. Page 189
Meeting Date: 9/13/2022 / Packet Page #: 420
Revised 01/2021

AGREEMENT

SECTION V

CDBG BENDER AVENUE, CARTER DR, SANTA FE AVE, AND NEWBURGH ST AREA WATER AND STREET IMPROVEMENT PROJECT, PLAN NO. 1327
(ii) Materials and Equipment: the cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done, whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order. The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation, if applicable; description of other City authorized services and expenditures in such detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City’s sole and absolute discretion, waive the Contractor’s rights for that day. (d) It is expressly understood by Contractor that the provisions of this Section 1.10 shall not apply to services specifically set forth in the Scope of Work. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. (e) No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.11 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $______ (________________ Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.10.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services less the contract retention; (iii) payment for time and materials based upon the Contractor’s rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained and (c) the Item #11. Page 190
Meeting Date: 9/13/2022 / Packet Page #: 421
Revised 01/2021

AGREEMENT

SECTION V