Irwindale City Council
July 10, 2024

CITY OF IRWINDALE
5050 N. IRWINDALE AVE., IRWINDALE CA 91706 • PHONE: (626) 430-2200

NOTICE AND AGENDA FOR THE AMENDED SPECIAL AND

REGULAR MEETING OF THE

CITY COUNCIL

HOUSING AUTHORITY
July 10, 2024
SPECIAL MEETING – 5:30 P.M.

REGULAR MEETING – 6:30 PM
CLOSED SESSION – CONFERENCE ROOM
OPEN SESSION – CITY COUNCIL CHAMBER
ALBERT F. AMBRIZ - Mayor
LARRY G. BURROLA - Mayor Pro Tem
MARK A. BRECEDA - Councilmember
MANUEL R. GARCIA - Councilmember
H. MANUEL ORTIZ - Councilmember
Via Zoom Webinar: https://us02web.zoom.us/j/87104592389 In the event that a Zoom broadcast is unavailable, staff will promptly notify the public through its social media platforms. The public meeting will proceed in accordance with The Brown Act.

Listen Over Phone: 1-669-900-6833; Webinar ID: 871-0459-2389

July 10, 2024

Spontaneous Communications: The public is encouraged to address the City Council on any matter listed on the agenda or on any other matter within its jurisdiction. The City Council will hear public comments on items listed on the agenda during discussion of the matter and prior to a vote. The City Council will hear public comments on matters not listed on the agenda during the Spontaneous Communications period.

Pursuant to provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The City Council may direct staff to investigate and/or schedule certain matters for consideration at a future City Council meeting.

Americans with Disabilities Act: In compliance with the ADA and Government Code section 54953(g), the City Council has adopted a reasonable accommodation policy to swiftly resolve accommodation requests. The policy can be found on the City’s website: https://www.irwindaleca.gov/DocumentCenter/View/8075/AB2449-Reasonable-Accommodation-Policy. If you need special assistance to participate in a City Council or Commission meeting or other services offered by this City, including an electronic or printed copy of the City’s reasonable accommodation policy, please contact City Hall at (626) 430-2200. Notification of at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service.

Note: Staff reports are available for inspection at the office of the Chief Deputy City Clerk, City Hall, 5050 N.

Irwindale Avenue, during regular business hours (8:00 a.m. to 6:00 p.m., Monday through Thursday).

Compensation for Board Members: Compensation for the members of the Irwindale City Council is $750.16 a month. In accordance with Government Code Section 54952.3, Councilmembers will not receive any additional compensation or stipend for the convening of the regular meetings of the Successor Agency to the Irwindale Community Redevelopment Agency. Councilmembers will receive additional compensation of $50/meeting, not to exceed $150 per month, for the convening the regular meetings of the Irwindale Housing Authority and an additional compensation of $300/meeting for convening the regular meetings of the Irwindale Reclamation Authority.

July 10, 2024

Code of Ethics
As City of Irwindale Council Members, our fundamental duty is to serve the public good. We are committed to the principle of an efficient and professional local government. We will be exemplary in obeying the letter and spirit of Local, State and Federal laws and City policies affecting the operation of the government and in our private life. We will be independent and impartial in our judgment and actions.

We will work for the common good of the City of Irwindale community and not for any private or personal interest. We will endeavor to treat all people with respect and civility. We will commit to observe the highest standards of morality and integrity, and to faithfully discharge the duties of our office regardless of personal consideration. We shall refrain from abusive conduct, personal charges or verbal attacks upon the character or motives of others.

We will inform ourselves on public issues, listen attentively to public discussions before the body, and focus on the business at hand. We will base our decisions on the merit and substance of that business. We will be fair and equitable in all actions, claims or transactions. We shall not use our official position to influence government decisions in which we have a financial interest or where we have a personal relationship that could present a conflict of interest, or create a perception of a conflict of interest.

We shall not take advantage of services or opportunities for personal gain by virtue of our public office that are not available to the public in general. We shall refrain from accepting gifts, favors or promises of future benefit that might compromise our independence of judgment or action or give the appearance of being compromised.

We will behave in a manner that does not bring discredit or embarrassment to the City of Irwindale. We will be honest in thought and deed in both our personal and official lives.

Ultimate responsibility for complying with this Code of Ethics rests with the individual elected official. In addition to any other penalty as provided by law, violation of this Code of Ethics may be used as a basis for disciplinary action or censure of a Council Member.

These things we hereby pledge to do in the interest and purposes for which our government has been established.

Irwindale City Council

July 10, 2024

SPECIAL MEETING

1. CALL TO ORDER

2. ROLL CALL: Councilmembers: Mark A. Breceda, Manuel R. Garcia, H. Manuel Ortiz; Mayor Pro Tem Larry G. Burrola; Mayor Albert F. Ambriz

3. AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances

4. SPONTANEOUS COMMUNICATIONS
Spontaneous communications are limited to the special meeting agenda items only.

5. RECESS TO CLOSED SESSION
A. Conference with Labor Negotiator
Pursuant to California Government Code Section 54957.6
Agency Designated Representatives: Julian A. Miranda, City Manager; Adrian Guerra, Legal Counsel; Mary Hull, Human Resources Manager
Employee Organizations: IMEA, ICEA, IPOA, and Unrepresented Employees B. Conference with Legal Counsel - Existing Litigation
Pursuant to Government Code Sections 54954.5(c), 54956.9(d)(1) Name of Case: Five Points, LP vs. City of Irwindale
Case Number: 22STCV01394
C. Conference with Real Property Negotiator
Pursuant to California Government Code Section 54956.8
Property: 16249 Arrow Highway
Negotiating Parties: Marta McBride and Julian A. Miranda, City Manager Under Negotiation: Price and terms of payment
D. Conference with Legal Counsel – Anticipated Litigation Significant Exposure to Litigation
Pursuant to Government Code Section 54956.9 (d)(2), (e)(1) A point has been reached where, in the opinion of the City Council, upon the advice of its legal counsel based on existing facts and circumstances, that there is significant exposure to litigation against the City. The facts and circumstances are those that might result in litigation against the City but which the City believes are not yet known to a potential

July 10, 2024

plaintiff or plaintiffs, which facts and circumstances need not be disclosed.

Agenda amended on Tuesday, July 9, 2024 at 2:45 p.m. to add Item 5D

6. RECONVENE IN OPEN SESSION

7. REPORT FROM CLOSED SESSION

8. ADJOURNMENT

REGULAR MEETING

9. CALL TO ORDER

10. PLEDGE OF ALLEGIANCE

11. INVOCATION

12. ROLL CALL: Councilmembers: Mark A. Breceda, Manuel R. Garcia, H. Manuel Ortiz; Mayor Pro Tem Larry G. Burrola Mayor Albert F. Ambriz

13. AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances

14. CHANGES TO THE AGENDA

15. COUNCIL MEMBER TRAVEL REPORTS

16. COUNCILMEMBER COMMENTS

17. INTRODUCTION OF NEW EMPLOYEES/PROMOTIONS
A. Introduction of Bus Driver Norma Trujillo
B. Introduction of Irwindale Police Officer Edgar Murguia

18. PROCLAMATIONS / PRESENTATIONS / COMMENDATIONS
A. 100th Birthday Recognition of Amelia Adame
B. Retirement recognition for Albert Sarinana, Public Works Department C. State of the City Video Presentation

19. CONSENT CALENDAR

July 10, 2024

A. Minutes - None for Approval
Department: City Clerk
Recommendation: Approve
B. Warrants / Demands / Payroll
Department: Finance
Recommendation: Approve.

C. Award of Contract for Construction of the 2023-2024 Resurfacing Project: Residential Resurfacing Project – Phase III; P-1053
Department: Engineering
Recommendation: That the City Council (1) authorize the City Manager to enter into an agreement with Sully-Miller Contracting Company in the amount of $962,098.50 for the 2023- 2024 Resurfacing Project: Residential Resurfacing Project – Phase III; (2) approve a 5% construction contingency on the City of Irwindale’s portion of the Project in the amount of $48,105.00 to cover any unforeseeable conditions that may arise during construction; (3) authorize the City manager to enter into a cooperative agreement with the City of Arcadia in order to cover the cost for their respective portion of the Project; (4) adopt Resolution No. 2024-54- 3531 entitled “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE APPROVING THE (1) CARRYFORWARD THE REMAINING BUDGET FROM RESIDENTIAL RESURFACING PROJECT – PHASE II AND APPROPRIATING IT TO RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053, (2) CARRYFORWARD THE CAPITAL IMPROVEMENT PROGRAM RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053 to FY 2024-2025, AND (3) APPROPRIATING AN ADDITIONAL $246,197.02 FROM THE GENERAL FUND TO THE RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053.”
D. Adopt Resolution No. 2024-52-3529 entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE ADOPTING UPDATED “VEHICLE MILES TRAVELED” THRESHOLDS OF SIGNIFICANCE

FOR PURPOSES OF ANALYZING TRANSPORTATION IMPACTS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT”
Department: Engineering
Recommendation: That the City Council adopt Resolution No. 2024-52-3529 entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE ADOPTING UPDATED “VEHICLE MILES TRAVELED” THRESHOLDS OF SIGNIFICANCE FOR PURPOSES OF ANALYZING TRANSPORTATION IMPACTS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT”.

E. Award of Contract for On-Call As-Needed Geotechnical Engineering and Engineering Geology Services Associated with Remediation & Land Development of Mine Sites not subject to SMARA, and Review of Site-Specific Geotechnical Reports Prepared in the Context of Building Code Chapter 18 for Land Development Project
Department: Engineering

July 10, 2024

Recommendation: That the City Council approve and authorize the City Manager to execute an agreement with Geo-Logic Associates, Inc. for On-Call As-Needed Geotechnical Engineering and Engineering Geology Services Associated with Remediation & Land Development of Mine Sites not subject to SMARA, and Review of Site-Specific Geotechnical Reports Prepared in the Context of Building Code Chapter 18 for Land Development Project in the amount not-to-exceed $350,000.

F. Award of Contract for Street Light Relocations on Irwindale Road Department: Public Services
Recommendation: That the City Council approve and authorize the City Manager to enter into a public works maintenance contract agreement to relocate the street lights on Irwindale Road.

G. Waive the Bidding Process for the Dan Diaz Recreation Center HVAC #4 Replacement Department: Public Services
Recommendation: That the City Council adopt Resolution No. 2024-53-3530, entitled, “A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE FINDING AN EMERGENCY EXISTS,

REQUIRING WAIVER OF FORMAL BIDDING REQUIREMENTS AND APPROVING AND AUTHORIZING

THE CITY MANAGER TO ENTER INTO AN AGREEMENT WITH ACCO ENGINEERED SYSTEMS FOR THE REPLACEMENT OF HVAC #4 AT THE DAN DIAZ RECREATION CENTER” H. Approval of Resolutions Relating to Compensation for City Employees and Approval of New Job Classifications and Associated Job Specifications
Department: Human Resources
Recommendation:

1. Adopt Resolution No. 2024-46-3523 entitled "A RESOLUTION OF THE CITY COUNCIL OF

THE CITY OF IRWINDALE APPROVING NEW JOB CLASSIFICATIONS AND ASSOCIATED JOB SPECIFICATIONS"; and

2. Adopt Resolution No. 2024-45-3522 entitled "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE REPEALING AND REPLACING RESOLUTION NO. 2024-02-3479,

AND ESTABLISHING THE NUMBER OF POSITIONS, SCHEDULE OF CLASSES, AND COMPENSATION FOR CITY EMPLOYEES."
I. 2nd Reading - Ordinance No. 780
Department: Community Development
Recommendation: That the City Council adopt on second reading by title only with further reading waived, Ordinance No. 780, entitled, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF IRWINDALE RESCINDING ORDINANCE NO. 195 IN ITS ENTIRETY WHICH REZONED PROPERTIES LOCATED ON MOUNTAIN AVENUE AND AMBRIZ STREET (FORMERLY MOUNTAIN AVENUE) TO C-3 (HEAVY COMMERCIAL-RESIDENTIAL), AND RESCINDING ORDINANCE NO. 200 IN ITS ENTIRETY

WHICH REZONED PROPERTIES LOCATED ON CITRUSVIEW AVENUE, PARK ROSE AVENUE AND RUELAS STREET TO M-2 (HEAVY MANUFACTURING), AND FINDING THE PROJECT EXEMPT FROM

July 10, 2024

THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (“CEQA”) PURSUANT TO CEQA GUIDELINES SECTION 15061(b)(3)”.

J. Consideration of approval of Consent to Assignment to the Development Agreement from Irwindale Partners. L.P. to Park Building 3, LLC as to Parcel 3 and Parcel 4 and Estoppel Certificate Required by Park Building 3, LLC’s Lender.

Department: City Attorney
Recommendation: That the City Council (1) Approve consent to assignment of the Development Agreement between the City of Irwindale and Irwindale Partners II, LLC dated February 12, 2020 from Irwindale Partners, L.P. to Park Building 3, LLC as to Parcel 3 and Parcel 4, and authorize the City Manager to execute such consent subject to City Attorney approval as to form; and (2) Approve the Estoppel Certificate required by Park Building 3, LLC’s lender.

K. Claim Rejection - Fernando Velasquez v. City of Irwindale Department: City Clerk
Recommendation: Staff recommends City Council (1) Reject the claim of Fernando Velasquez vs.

City of Irwindale; and (2) Direct staff to send a letter of rejection.

L. Fourth Amendment to the Irwindale Fee Agreement for City Attorney Services with Aleshire & Wynder, LLP for Rate Structure Adjustment
Department: City Attorney
Recommendation: Approve the Fourth Amendment to the Irwindale Fee Agreement for City Attorney Services with Aleshire & Wynder, LLP and Authorize the Mayor to Execute Amendment.

20. SPONTANEOUS COMMUNICATIONS
This is the time set aside for members of the audience speak on items not on this agenda that are within the City Council’s subject matter jurisdiction. State law prohibits any Council discussion or action on such communications unless 1) the Council by majority vote finds that a catastrophe or emergency exists; or 2) the Council by at least four votes finds that the matter (and need for action thereon) arose within the last five days. Since the Council cannot participate (except as stated), it is requested that all such communications be made in writing to be included on the next agenda for full discussion and action
All members of the public are asked to observe the City’s Rules of Procedure and Public Meeting Decorum. The City’s Rules of Procedure and Public Meeting Decorum can be found on the City’s website, and Chapter 2.40 of the Irwindale Municipal Code. You may also contact the City Clerk’s Office for copies.

Each speaker will be limited to 3 minutes unless such time limits are extended. If a member of the public wishes to donate their time to another speaker, both persons must be physically present and in attendance of the meeting. The Presiding Officer may, in his or her discretion, extend the 3-minute time limitation for the particular subject for all speakers. Organized groups of persons wishing to address the Council on the same subject should select a spokesperson to represent the group, so as to avoid

July 10, 2024

unnecessary repetition. In no event shall the total amount of speaking time for exceed 6 minutes per person for the subject under discussion.

The Council may regulate a speaker who is speaking too long or out of order, being unduly repetitious, discussing irrelevancies, or extending to items not within its subject matter jurisdiction. Please be reminded that discrimination, abusive use of profanity, unruly disruption, and violent or physically threatening conduct is discouraged. Members of the public shall not disrupt the orderly conduct of the meeting. The Presiding Officer will request that a person cease any disruptive conduct, and if not immediately stopped, will direct the person to be removed from the meeting.

Public Comments will be heard in the following order:
1: In-person attendees
2: Teleconference attendees
3: In-person and teleconference attendees who have not previously provided comments on the matter(s) being discussed by the legislative body

21. NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

A. Verbal Report on the Feasibility of Installing Solar Panels in the Bleacher Area at the Irwindale Aquatics Center
Department: Public Services
Recommendation: Receive and file the verbal report.

22. PUBLIC HEARINGS
At this time, members of the audience may ask to be heard regarding an item on Public Hearings.

23. CITY MANAGER’S REPORT

24. FUTURE AGENDA ITEMS REQUESTED BY COUNCIL MEMBERS
At this time, the City Council will deliberate and discuss whether these items should be placed on a future agenda. In order for any listed item to be placed on a future agenda for substantive discussion or action, the City Council must act by formal motion to direct the City Manager to place the item on a future agenda.

25. ADJOURN

HOUSING AUTHORITY

26. AB 2449 DISCLOSURES
Remote participation by a member of the legislative body for just cause or emergency circumstances

July 10, 2024

27. CONSENT CALENDAR
A. Minutes - None for Approval
Department: City Clerk
Recommendation: Approve

28. SPONTANEOUS COMMUNICATIONS
This is the time set aside for members of the audience to speak on items not on this agenda.

Spontaneous Communications for the Housing Authority are subject to the same State prohibitions and City guidelines as cited on the City Council agenda.

29. NEW BUSINESS
At this time, members of the audience may ask to be heard regarding an item on New Business.

A. Presentation on Policy Change Regarding the Regulatory Agreement for the Substantial Home Rehabilitation Loan & First Time Homebuyer Programs
Department: Administration
Recommendation: Receive presentation and provide direction to staff.

30. PUBLIC HEARINGS
At this time, members of the audience may ask to be heard regarding an item on Public Hearings.

31. ADJOURN

AFFIDAVIT OF POSTING
I, Laura M. Nieto, Chief Deputy City Clerk, certify that I caused the agenda for the regular meeting of the City Council and Housing Authority, to be held on July 10, 2024, be posted at the City Hall, Library, and Post Office on July 3, 2024. ______________________
Laura M. Nieto, MMC
Chief Deputy City Clerk

Payroll Batch 408-06-24, 409-06-24

DATE OF ISSUE DEPARTMENT AMOUNT
6/13/24
11 City Council 1,731.15
13 City Administrative Office 60,455.96
14 Finance Department 33,920.13
15 Summer Youth -
35 Police Department 239,805.07
40 Recreation Department 30,041.11
41 Aquatics Department 11,312.99
42 Senior Citizens' Center 16,656.18
44 Library 15,127.58
51 Planning & Community Development 26,127.03
52 Public Works - Engineering 30,038.78
57 Public Works - Services 51,859.92
Gross Payroll 517,075.90
Required Deductions (143,332.29)
Voluntary Deductions (21,011.48)
Net Payroll 352,732.13
Payroll Batch 422-06-24

DATE OF ISSUE DEPARTMENT AMOUNT
6/27/24
11 City Council 7,410.82
13 City Administrative Office 60,306.88
14 Finance Department 27,287.53
15 Summer Youth 3,840.00
35 Police Department 197,605.41
40 Recreation Department 31,675.88
41 Aquatics Department 26,337.64
42 Senior Citizens' Center 18,177.80
44 Library 14,803.85
51 Planning & Community Development 27,603.25
52 Public Works - Engineering 26,144.94
57 Public Works - Services 54,016.89
Gross Payroll 495,210.89
Required Deductions (134,537.44)
Voluntary Deductions (22,887.84)
Net Payroll 337,785.61

CITY OF IRWINDALE

PAYROLL WARRANT REGISTER
June 2024

Accounts Payable
User:

Printed:
imarin
7/3/2024 4:51 PM
Checks by Date - Summary by Check Number
Check No Vendor No Vendor Name Check Date Check Amount
101986 ANG01 Sara Angulo 06/20/2024 5.00
101987 BRECED04 Mark A. Breceda 06/20/2024 1,007.65
101988 WOOD02 Nathaniel Burrola-Woodard 06/20/2024 75.00 101989 CONN01 Robert Connelly 06/20/2024 20.00
101990 CPG01 CPG Event Rentals LLC 06/20/2024 468.91
101991 DURAN06 Michelle Duran 06/20/2024 68.01
101992 ESPINO05 Ernesto Espino 06/20/2024 200.00
101993 EVANS02 Gloria Evans 06/20/2024 375.00
101994 FRONT01 Frontier Communications 06/20/2024 325.94 101995 ITERIS Iteris, Inc. 06/20/2024 385.00
101996 JARAMI08 Gabriel Jaramillo 06/20/2024 75.00
101997 KELLY03 Justin Kelly 06/20/2024 20.01
101998 LUCA01 Willard Lucas 06/20/2024 75.00
101999 MCIV01 Megan Mciver 06/20/2024 400.00
102000 LEGAL03 Pre-Paid Legal Services, Inc. 06/20/2024 37.90 102001 ROMANC Carmen M. Roman 06/20/2024 20.01
102002 SILV01 Randy Silva 06/20/2024 275.60
102003 SUBOH01 Subodh Thatte (Sam Thatte) 06/20/2024 8,050.00 102004 TYLER01 Jeff Tyler 06/20/2024 264.59
102005 PETTYC02 City of Irwindale-Rec Petty Cash 06/26/2024 418.35 102006 ACEROD David Acero 06/27/2024 400.00
102007 AMERIC34 American Fidelity Assurance Co 06/27/2024 5,767.30 102008 AT&T06 AT & T 06/27/2024 1,706.53
102009 CINGULAR AT & T Mobility 06/27/2024 1,753.33
102010 AZUSALW Azusa Light & Water 06/27/2024 584.66
102011 NEST01 Blue Triton Brands, Inc. 06/27/2024 895.34 102012 ALVARA04 Aundrea Butler 06/27/2024 48.51
102013 CALIFO02 California American Water 06/27/2024 3,150.54 102014 SANGAB11 California Newspapers Partnership 06/27/2024 9,603.32 102015 CAMPOS03 Manuel Campos 06/27/2024 577.48
102016 CONCE01 Concentra 06/27/2024 585.00
102017 CPG01 CPG Event Rentals LLC 06/27/2024 16,890.00 102018 PMIDEN Delta Dental Insurance Company 06/27/2024 583.27 102019 SOUTHE17 Golden State Water Company 06/27/2024 2,097.00 102020 GONZAL33 Olivia Gonzalez 06/27/2024 300.00
102021 LEDEZMA Erica Ledezma 06/27/2024 300.00
102022 MAREZL Linda S. Marez 06/27/2024 75.00
102023 PADILLAM Melissa Marez 06/27/2024 75.00
102024 MEND22 Gabriel Mendez 06/27/2024 75.00
102025 NATION23 National Union Fire Insurance 06/27/2024 749.73 102026 OPTUM01 OptumRx, Inc. 06/27/2024 31,400.23
102027 PART01 Party Pronto, Inc 06/27/2024 2,011.00
102028 PITNEY06 Pitney Bowes, Inc 06/27/2024 384.31
102029 REYES06 Aaron Reyes 06/27/2024 1,800.00
102030 RUGG02 Mary Dolores Ruggio 06/27/2024 1,000.00
102031 SMART& Smart & Final 06/27/2024 1,157.69
102032 GASCOM SoCalGas 06/27/2024 2,522.53
AP Checks by Date - Summary by Check Number (7/3/2024 4:51 PM) Page 1

Check No Vendor No Vendor Name Check Date Check Amount
102033 SCE02 Southern California Edison 06/27/2024 44,515.92 102034 STANDA01 Standard Insurance Co. RV 06/27/2024 492.45 102035 STANDA03 Standard Insurance Company 06/27/2024 2,494.88 102036 STROBE03 Gary Strobehn 06/27/2024 417.00
102037 TEXAS01 Texas Life Insurance Co. 06/27/2024 4,859.84 102038 TOD01 Khalalah Todd 06/27/2024 1,800.00
102039 TPX 01 TPX Communications 06/27/2024 2,773.90
102040 VISION01 Vision Service Plan - (CA) 06/27/2024 1,902.81 102041 VISION01 Vision Service Plan - (CA) 06/27/2024 4,573.00 102042 WILL01 April Williams 06/27/2024 320.00
102051 CALIFO56 California State Disbursement Unit 06/27/2024 604.15 102052 CALIFO57 California State Disbursement Unit 06/27/2024 143.07 102053 CITY01 City of Hope 06/27/2024 54.00
102054 FRANC06 Franchise Tax Board 06/27/2024 502.12
102055 ICEA Irwindale City Employee Assoc. 06/27/2024 975.00 102056 IMEA Irwindale Mgmt Employee Assoc. 06/27/2024 460.00 102057 IRWIND02 Irwindale Police Officers Assoc. 06/27/2024 3,088.00 102058 LOSANG31 Los Angeles County Sheriff's Dept. 06/27/2024 70.60 102059 HERNAN32 Joe Hernandez 07/01/2024 1,600.00
102060 REGIST01 Registrar-Recorder/County Clerk 07/01/2024 75.00 102061 A1PART A-1 Party Rentals 07/10/2024 1,020.30
102062 ACCO01 ACCO Engineering Systems 07/10/2024 2,556.00 102063 ALLCI01 All City Management Services, Inc 07/10/2024 798.48 102064 ALLIAN02 Alliant Insurance Services, Inc.- Irvine Main 07/10/2024 266.00 102065 AMAZON1 Amazon Capital Services, Inc. 07/10/2024 4,026.35 102066 AZUSAP01 Azusa Plumbing Supply 07/10/2024 848.37 102067 B&BTIR B & B Tires Service 07/10/2024 25.00
102068 BAKER01 Baker & Taylor Books 07/10/2024 568.42
102069 BAKER10 Bakers Man Production 07/10/2024 2,500.00 102070 BARNEY Barney's Locksmith Service 07/10/2024 2,680.90 102071 BILLST Bill's Truck Repair, Inc. 07/10/2024 2,330.08 102072 CALRE01 CalRecycle 07/10/2024 320.00
102073 CINTAS Cintas Corporation #693 07/10/2024 455.55 102074 BALDWI02 City of Baldwin Park 07/10/2024 2,768.43 102075 CRAFT01 Craftwater Engineering, Inc. 07/10/2024 1,858.00 102076 CSG01 CSG Consultants 07/10/2024 7,568.75
102077 CWE01 CWE 07/10/2024 30,814.94
102078 DASH01 Dash Medical Gloves, LLC 07/10/2024 253.48 102079 DELONG Delong Unlimited 07/10/2024 229.32
102080 DUDEK01 Dudek 07/10/2024 270.00
102081 ECORP01 ECORP Consulting, Inc. 07/10/2024 9,506.32 102082 ENVIRO05 Environmental Science Associates (ESA) 07/10/2024 14,497.50 102083 EWINGI Ewing Irrigation Products, Inc. 07/10/2024 1,204.53 102084 FAST02 Fast Response On-Site Testing 07/10/2024 125.00 102085 FCG01 FCG Consultants Inc. 07/10/2024 3,704.98
102086 GARVEY Garvey Equipment Co 07/10/2024 421.50
102087 Harvey Harvey Consulting Group, Inc. 07/10/2024 13,500.00 102088 HASA01 Hasa Inc. 07/10/2024 1,447.90
102089 INTER01 Interwest Consulting Group 07/10/2024 2,596.25 102090 IRWIND23 Irwindale Business Center 07/10/2024 842.47 102091 JOHNNY02 Johnny's Pool Service 07/10/2024 340.53 102092 KIML01 Kimley-Horn and Associates, Inc. 07/10/2024 8,392.50 102093 LANDSC Landscape Warehouse III Inc. 07/10/2024 3,922.52 102094 LIEBERT Liebert Cassidy Whitmore 07/10/2024 7,000.00 102095 MAINTE01 Maintex 07/10/2024 147.37
102096 MIDAS Manuel C Muratalla 07/10/2024 3,031.76
102097 MARIPO Mariposa Landscapes, Inc. 07/10/2024 11,449.14 AP Checks by Date - Summary by Check Number (7/3/2024 4:51 PM) Page 2

Check No Vendor No Vendor Name Check Date Check Amount
102098 MCGRAT01 McGrath Rentcorp 07/10/2024 10,032.75
102099 MOR01 Jimore Morgan 07/10/2024 1,480.00
102100 NORMAN02 Norman A. Traub Associates 07/10/2024 1,344.22 102101 OFFICE03 ODP Business Solutions, LLC 07/10/2024 463.97 102102 ORKINP Orkin 07/10/2024 1,727.93
102103 PAPER03 Paper Recycling & Shredding Specialist, Inc.07/10/2024 1,000.00 102104 PROPRINT Pro Printing, Inc. 07/10/2024 3,739.09
102105 RIGHT01 Right of Way, Inc. 07/10/2024 4,504.28
102106 RIOHON01 Rio Hondo College 07/10/2024 50.00
102107 ROADLI Roadline Products Inc. USA 07/10/2024 1,935.47 102108 ROSENO RSG Inc. 07/10/2024 2,850.00
102109 SEAL01 SealMaster of Southern California 07/10/2024 1,249.54 102110 TAB01 TAB Products Co. LLC 07/10/2024 1,050.00
102111 TRIANG01 Triangle Truck Parts 07/10/2024 64.55
102112 UNITED15 United Refrigeration Inc 07/10/2024 598.33 102113 WAGN02 Jeanette Wagner 07/10/2024 575.00
102114 WALT01 Walters Wholesale Electric Co. 07/10/2024 1,632.12 102115 HDSUP01 WHITE CAP, L.P. 07/10/2024 2,938.56
102116 WICK01 Wick & Dennis Inc. 07/10/2024 5,000.00
102117 YTIRES Y Tire Sales 07/10/2024 1,234.82
102118 Z&K01 Z&K Consultants, Inc. 07/10/2024 40,600.00 102119 MIJACA Balcon Holdings, Inc. 07/10/2024 89.00
102120 HDL01 Hdl Software, LLC 07/10/2024 11,683.66
102121 INTER12 International Business InformationTechnologies 07/10/2024 6,321.00 102122 LEAGUE02 League Of California Cities 07/10/2024 960.75 Report Total (129 checks): 418,195.16
AP Checks by Date - Summary by Check Number (7/3/2024 4:51 PM) Page 3

Item #19.C.

Date: July 10, 2024
To: Honorable Mayor and Members of the City Council
From: Julian A. Miranda, City Manager
Issue: Award of Contract for Construction of the 2023-2024 Resurfacing Project: Residential Resurfacing Project – Phase III; P-1053
City Manager's Recommendation:

That the City Council (1) authorize the City Manager to enter into an agreement with Sully-Miller Contracting Company in the amount of $962,098.50 for the 2023-2024 Resurfacing Project: Residential Resurfacing Project – Phase III; (2) approve a 5% construction contingency on the City of Irwindale’s portion of the Project in the amount of $48,105.00 to cover any unforeseeable conditions that may arise during construction; (3) authorize the City manager to enter into a cooperative agreement with the City of Arcadia in order to cover the cost for their respective portion of the Project; (4) adopt Resolution No. 2024-54-3531 entitled “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE APPROVING THE (1) CARRYFORWARD THE REMAINING BUDGET FROM RESIDENTIAL RESURFACING PROJECT – PHASE II AND APPROPRIATING IT TO RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053, (2) CARRYFORWARD THE CAPITAL IMPROVEMENT PROGRAM RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053 to FY 2024-2025, AND (3) APPROPRIATING AN ADDITIONAL $246,197.02 FROM THE GENERAL FUND TO THE RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053.”
Administrative Action:

Submitted by:

Eddie Chan, Director of Engineering/Building Official
Prepared by:

Luis Pimentel, Associate Engineer
Reviewed by:

Adrian R. Guerra, City Attorney

Kambiz Borhani, Finance Director / City Treasurer
Approved by:

Julian A. Miranda, City Manager
Background and Analysis:

The City’s resurfacing program provides required maintenance to the City’s street system, which extends the life of City streets and minimizes costly repairs, such as reconstruction. The 2023-2024 Resurfacing Project is identified in the City’s Capital Improvement Program, and includes Peck Road, Meridian Street, Alice Rodriguez Circle, Ruelas Street and Park Rose Avenue. The project also includes replacing damaged concrete sidewalks on Meridian Street and Alice Rodriguez Circle.

On May 2 and May 9, 2024, a Notice Inviting Bids for the Project was advertised in the San Gabriel Valley Tribune. The final submission date for bids on PlanetBids was May 21, 2024 at 11:00 am. The City received four (4) bids with the following results:

Contractor Base Bid 1 Base Bid 2 Alternate Bid
1 Alternate
Bid 2
Alternate
Bid 3
1 Sully-Miller
Contracting
Co.
$646,951.50 $272,952.00 $1,060,325.00 $42,195.00 $17,775.00 2 All
American
Asphalt
$1,019,018.50 $408,350.00 $1,651,612.50 $95,245.00 $24,662.00 3 Sequel
Contractors
Inc.
$1,083,218.50 $378,267.00 $2,230,275.00 $137,050.00 $21,535.00 4 Hardy &
Harper
$1,268,966.00 $372,677.00 $2,140,150.00 $98,600.00 $15,607.00 Staff reviewed the bid proposals and found Sully-Miller Contracting Co. to be the lowest responsible bidder with a valid California contractor's license, Department of Industrial Relations (DIR) registration, not barred from bidding on public works contracts, and having good references.

The Plans and Specifications for this Project included base bids for work done entirely within the City of Irwindale's jurisdiction and alternate bids for portions of streets that are within the neighboring jurisdictions of Duarte, Arcadia and Monrovia.

After receiving and reviewing the bids, Arcadia agreed to participate in the Project with the City of Irwindale and be responsible for funding their portion of the Project in the amount of $59,000.00. A Cooperative Agreement between the City of Arcadia and Irwindale is attached

to this agenda report. The breakdown of Arcadia’s anticipated cost is as follows:

Bid
Amount
Contingency 10% Design
Cost
15%
Construction
Management &
Inspection
Cost
Total Cost Round off
$42,195.00 $6,244.86 $4,219.50 $6,329.25 $58,988.61 $59,000.00 Staff recommends the contract be awarded to Sully-Miller Contracting Co. in the amount of $962,098.50 (Base Bid 1: $646,951.50 + Base Bid 2: $272,952.00 + Arcadia’s portion:
$42,195) for the 2023-2024 Resurfacing Project: Residential Resurfacing Project – Phase III.

It is anticipated that there will be a cost of $70,000 for work related to construction inspections and quality control. This work will be performed by one of our consultants under the City’s existing On-Call As Needed Consulting Services List.

The attached contract agreement and cooperative agreement have been reviewed and approved as to form by the City Attorney’s office.

Fiscal Impact:

Funding for this CIP was budgeted in the FY 2023-2024 Adopted Budget under Residential Resurfacing Project - Phase III for $750,000.00. The total cost for this Project is $1,097,008.50 (Base Bid 1:
$646,951.50 + Base Bid 2: $272,952.00 + Arcadia’s portion: $59,000.00 + 5% Construction Contingency of Irwindale portion: $48,105.00 ($646,951.50 + 272,952.00 + 42,195.00 = $978,903.50 x 5%) Construction Inspection & QC: $70,000.00). The Project is budgeted for $750,000 plus the carryover from the Residential Resurfacing Project II in the amount of $100,811.48 for a total available amount of $850,811.48. An additional appropriation of $247,197.02 from the General Fund is being requested to start this project. This Project is funded through the General Fund, Mining Impact Fund, Gas Tax, Prop C, TDA, Measure R, and Measure M funds, and accounted for in Capital Improvements Program Account No. 48-80-800-45300-8356.

Attachments:

1. Co-op Agreement with Arcadia

2. Construction Contract Agreement

3. Resolution 2024-54-3531

01005.0006/382748.1
2023-2024 RESURFACING PROJECT: RESIDENTIAL RESURFACING PHASE III; P-1053

COOPERATIVE AGREEMENT BETWEEN IRWINDALE AND ARCADIA
THIS AGREEMENT, dated this ____ day of _________ 2024, for purposes of identification, is made and entered into, by and between the CITY OF ARCADIA, a municipal corporation, hereinafter referred to as “ARCADIA,” and the CITY OF IRWINDALE, a municipal corporation, hereinafter referred to as “IRWINDALE.” ARCADIA and IRWINDALE are sometimes referred to individually as “PARTY” and collectively as “PARTIES” herein.

WITNESSETH
WHEREAS, IRWINDALE is proposing to reconstruct/resurface and restripe the pavement on Peck Road, Meridian Street, Alice Rodriguez Circle, Ruelas Street and Park Rose Avenue within IRWINDALE city limits (hereinafter the “IRWINDALE PROJECT”); and
WHEREAS, a portion of Peck Road adjacent to the area of the IRWINDALE PROJECT is located within the boundaries of the City of Arcadia; and WHEREAS, ARCADIA desires to reconstruct/resurface and restripe the pavement on Peck Road within its boundaries (hereinafter the “ARCADIA PORTION” of the PROJECT); and
WHEREAS, IRWINDALE is willing to include the ARCADIA PORTION in the IRWINDALE PROJECT; and
WHEREAS, IRWINDALE will be performing contract administration, contract inspection and engineering, material testing and project management for the IRWINDALE PROJECT, and is willing to also provide these services for the ARCADIA PORTION; and WHEREAS, ARCADIA is willing to fund the ARCADIA PORTION of the PROJECT; and
WHEREAS, the cost of the PROJECT includes the design, construction contract, contract administration, contract inspection and engineering, material testing and project management for the IRWINDALE PROJECT, including the ARCADIA PORTION; and WHEREAS, the cost of construction of the PROJECT, including portions of ARCADIA, is currently estimated to be $1,097,008.50; and WHEREAS, the cost for the ARCADIA PORTION of the PROJECT is currently estimated to be $59,000.00.

01005.0006/382748.1
NOW, THEREFORE, in consideration of the mutual benefits to be derived by IRWINDALE and ARCADIA and of the promises herein contained, it is hereby agreed as follows:

1. DEFINITIONS:
a. JURISDICTION as referred to in this AGREEMENT shall be defined as the area within the geographical boundary of the IRWINDALE and ARCADIA areas identified in this AGREEMENT.
b. COST OF CONSTRUCTION CONTRACT as referred to in this AGREEMENT shall consist of 10% of the construction cost for design, the total of all payments to the construction contractor(s) and consultant(s) for the PROJECT; the total of all payments to utility companies or contractor(s) for the relocation of facilities necessary for the construction of PROJECT; and the cost of any additional unforeseen work that is necessary for the construction of the PROJECT in accordance with plans and specifications approved by IRWINDALE and ARCADIA.
c. CONSTRUCTION ADMINISTRATION as referred to in this AGREEMENT shall consist of construction contract administration, 15% of construction cost for construction inspection and materials testing, construction survey, traffic detour, signing and striping, construction engineering, utility relocation and coordination matters, changes and modifications of plans and specifications for PROJECT necessitated by unforeseen or unforeseeable field conditions encountered during construction of PROJECT, construction contingencies, and all other necessary work after advertising of PROJECT for construction bids to cause PROJECT to be constructed in accordance with said plans and specifications approved by IRWINDALE and ARACADIA.
d. COST OF PROJECT as referred to in this AGREEMENT shall consist of the COST OF CONSTRUCTION CONTRACT and CONSTRUCTION
ADMINISTRATION costs and all other work necessary to complete PROJECT in accordance with the plans and specifications approved by IRWINDALE and ARCADIA and shall include currently effective percentages added to total salaries, wages, and equipment costs to cover overhead, administration, and depreciation in connection with any or all of the aforementioned items.
e. Completion of PROJECT as referred to in this AGREEMENT shall be defined as the date of field acceptance of construction of PROJECT by IRWINDALE and a written notification to ARCADIA'S Director of Public Works that the improvements within ARCADIA'S JURISDICTION are transferred to ARCADIA for the purpose of operation and maintenance.

2. ARCADIA AGREES:

01005.0006/382748.1
a. To finance ARCADIA'S jurisdictional share of the COST OF PROJECT, the actual amount of which is to be determined by a final accounting, pursuant to Section (4) a. of this AGREEMENT.
b. To deposit with IRWINDALE following execution of this AGREEMENT and upon demand by IRWINDALE Fifty-Nine Thousand and 00/100 Dollars ($59,000.00) to finance its estimated jurisdictional share of the COST OF PROJECT (ARCADIA'S PAYMENT), the actual amount of which is to be determined by a final accounting, pursuant to Section (4) a. of this AGREEMENT. IRWINDALE'S demand will consist of a billing invoice prepared by IRWINDALE and delivered to ARCADIA.
c. To provide IRWINDALE with conditions for issuance of encroachment, excavation, and construction permit and any other special conditions at the time of plan approval for construction bids so that the permit conditions are fully incorporated into the PROJECT'S plans and specifications so that contractors or any other person in charge of construction shall have no merit or basis to request change in work compensation.
d. Upon receipt of permit application from IRWINDALE and approval of construction plans for PROJECT, to issue IRWINDALE any necessary permit(s) authorizing IRWINDALE to construct those portions of PROJECT within ARCADIA'S JURISDICTION at no cost to IRWINDALE.
e. To cooperate with IRWINDALE in conducting negotiations with and, where appropriate, to issue notices to public utility organizations and owners of substructure and overhead facilities regarding the relocation, removal, operation, and maintenance of all surface and underground utilities and facilities, structures, and transportation services, which interfere with the proposed construction. ARCADIA will take all necessary steps to grant, transfer, or assign all prior rights over the utility companies and owners of substructure and overhead facilities to IRWINDALE when necessary to construct, complete, and maintain PROJECT or to appoint IRWINDALE as its attorney-in-fact to exercise such prior rights.
f. To be financially responsible for disposal and/or mitigation measures, if necessary, should any hazardous materials, chemicals, or contaminants be encountered during construction of PROJECT within ARCADIA'S JURISDICTION.

3. IRWINDALE AGREES:
a. To include the ARCADIA PORTION of the PROJECT as a part of the IRWINDALE PROJECT and to perform the contract administration, which shall include actual construction, construction inspection and engineering, materials testing, project management and all other work necessary to complete PROJECT.

01005.0006/382748.1
b. To finance IRWINDALE'S jurisdictional share of the COST OF PROJECT.

IRWINDALE'S actual share will be determined by a final accounting pursuant to Section (4) a. of this AGREEMENT.
c. To accept ARCADIA’S PAYMENT in the amount of Fifty-Nine Thousand and 00/100 Dollars ($59,000.00), to finance ARCADIA’S estimated share of the COST OF PROJECT.
d. To solicit PROJECT for construction bids, award and administer the construction contract, perform CONSTRUCTION ADMINISTRATION, do all things necessary and proper to complete PROJECT, and act on behalf of ARCADIA in all negotiations pertaining thereto.
e. To be financially responsible for disposal and/or mitigation measures, if necessary, should any hazardous materials, chemicals, or contaminants be encountered during construction of PROJECT within IRWINDALE'S JURISDICTION.
f. To furnish ARCADIA within one hundred eighty (180) calendar days after final payment to contractor a final accounting of the actual COST OF PROJECT, including an itemization of actual unit costs and actual quantities for PROJECT.
h. To comply with all applicable Federal, State, and local laws, rules, and ordinances in the performance of this AGREEMENT.
j. In the event that a preliminary stop notice, stop payment notice, and/or action to enforce a stop payment notice is filed on the PROJECT, to provide ARCADIA with a copy of same within three (3) business days. IRWINDALE shall be responsible for withholding the funds in compliance with Civil Code § 9350 et seq.

4. IT IS MUTUALLY UNDERSTOOD AND AGREED AS FOLLOWS:
a. The final accounting of the actual total COST OF PROJECT shall allocate said total cost among IRWINDALE and ARCADIA based on the jurisdictional share of the street located at the PROJECT.
b. That if at final accounting ARCADIA'S jurisdictional share of COST OF PROJECT exceeds ARCADIA'S PAYMENT, as set forth in Section (2) b. of this AGREEMENT, ARCADIA shall upon review and approval of final accounting invoice as described in paragraph (4) d., below, pay to IRWINDALE the additional amount upon demand. Said demand shall consist of a billing invoice prepared by IRWINDALE. Conversely, if ARCADIA'S jurisdictional share of COST OF PROJECT is less than ARCADIA'S PAYMENT, IRWINDALE shall refund the difference to ARCADIA without further action by ARCADIA.

01005.0006/382748.1
c. ARCADIA shall review the final accounting invoice prepared by IRWINDALE and report in writing any discrepancies to IRWINDALE within thirty (30) calendar days after the date of said invoice. Undisputed charges shall be paid by ARCADIA to IRWINDALE within forty-five (45) calendar days after the date of said invoice. IRWINDALE shall review all disputed charges and submit a written justification detailing the basis for those charges within fortyfive (45) calendar days of receipt of ARCADIA 'S written report. ARCADIA shall then make payment of the previously disputed charges or submit justification for nonpayment within forty-five (45) calendar days after the date of IRWINDALE'S written justification.
d. During construction of PROJECT, IRWINDALE shall furnish an inspector or other representative to perform the functions of an inspector. ARCADIA may also furnish, at no cost to IRWINDALE, an inspector or other representative to inspect construction of PROJECT within ARCADIA 'S JURISDICTION.

Said inspectors shall cooperate and consult with each other, but the orders of IRWINDALE inspector to the contractors or any other person in charge of construction shall prevail and be final.
e. This AGREEMENT may be terminated, amended or modified only by mutual written consent of ARCADIA and IRWINDALE. Amendments and modifications of a nonmaterial nature may be made by the mutual written consent of the parties' Directors of Engineering/City Engineer or their delegates.
f. Any correspondence, communication, or contact concerning this AGREEMENT shall be directed to the following:

CITY OF ARCADIA CITY OF IRWINDALE
Mr. Paul Cranmer Mr. Eddie Chan
Public Works Services Director Director of Engineering/Building Official 240 W Huntington Dr 5050 N. Irwindale Ave
Arcadia, CA 91007 Irwindale, CA 91706
g. Other than as provided below, neither IRWINDALE nor any officer or employee of IRWINDALE shall be responsible for any damage or liability occurring by reason of any acts or omissions on the part of ARCADIA under or in connection with any work, authority, or jurisdiction delegated to or determined to be the responsibility of ARCADIA under this AGREEMENT. It is also understood and agreed that, pursuant to Government Code Section 895.4, ARCADIA shall fully indemnify, defend, and hold IRWINDALE harmless from any liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of any acts or omissions on the part of ARCADIA under or in connection with any work, authority, or jurisdiction delegated to or determined to be the responsibility of ARCADIA under this AGREEMENT.

01005.0006/382748.1
h. Neither IRWINDALE nor any officer or employee of IRWINDALE shall be responsible, directly or indirectly, for damage or liability arising from or attributable to the presence or alleged presence, transport, arrangement, or release of any hazardous materials, chemicals, or contaminants present at or stemming from the PROJECT within ARCADIA 'S JURISDICTION or arising from acts or omissions on the part of ARCADIA under or in connection with any work, authority, or jurisdiction delegated to or determined to be the responsibility of ARCADIA under this AGREEMENT, including liability under the Comprehensive Environmental, Response, Compensation and Liability Act of 1980 (CERCLA), the California Health and Safety Code or common law. It is understood and agreed pursuant to Government Code Section 895.4, ARCADIA shall fully indemnify, defend, and hold IRWINDALE harmless from any such damage, liability, or claim. In addition to being an agreement enforceable under the laws of the State of California, the foregoing indemnity is intended by the parties to be an agreement pursuant to 42 U.S.C.

Section 9607(e), Section 107(e) of the amended CERCLA, and the California Health and Safety Code Section 25364.
i. Other than as provided below, neither ARCADIA nor any officer or employee of ARCADIA shall be responsible for any damage or liability occurring by reason of any acts or omissions on the part of IRWINDALE under or in connection with any work, authority, or jurisdiction delegated to or determined to be the responsibility of IRWINDALE under this AGREEMENT. It is also understood and agreed that, pursuant to Government Code Section 895.4, IRWINDALE shall fully indemnify, defend, and hold ARCADIA harmless from any liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of any acts or omissions on the part of IRWINDALE under or in connection with any work, authority, or jurisdiction delegated to or determined to be the responsibility of IRWINDALE under this AGREEMENT.
j. Neither ARCADIA nor any officer or employee of ARCADIA shall be responsible, directly or indirectly, for damage or liability arising from or attributable to the presence or alleged presence, transport, arrangement, or release of any hazardous materials, chemicals, or contaminants present at or stemming from the PROJECT within IRWINDALE'S JURISDICTION or arising from acts or omissions on the part of IRWINDALE under or in connection with any work, authority, or jurisdiction delegated to or determined to be the responsibility of IRWINDALE under this AGREEMENT, including liability under the CERCLA, the California Health and Safety Code, or common law. It is understood and agreed pursuant to Government Code Section 895.4, IRWINDALE shall fully indemnify, defend, and hold ARCADIA harmless from any such damage, liability, or claim. In addition to being an agreement enforceable under the laws of the State of California, the foregoing indemnity is intended by the parties to be an agreement pursuant to 42 U.S.C.

Section 9607(e), Section 107(e) of the amended CERCLA, and California Health and Safety Code Section 25364.

01005.0006/382748.1
k. If any legal action, or any arbitration or other proceeding is initiated for the enforcement of this AGREEMENT, or because of any alleged dispute, breach, default or misrepresentation in connection with any of the provisions of this AGREEMENT, the successful or prevailing PARTY shall be entitled to recover reasonable attorneys' fees, witness fees and other costs incurred in that action or proceeding, in addition to any other relief to which it may be entitled.
l. IRWINDALE authorizes its Director of Engineering/Building Official to assign to ARCADIA all of its right, title, and interest in any unelapsed portion of the one-year warranty granted to IRWINDALE by the construction contractor performing the road improvement work within ARCADIA’S JURISDICTION.

This assignment is effective following completion of PROJECT. m. Venue shall be in Los Angeles County, California.
n. It is not intended by this AGREEMENT to create any third-party beneficiaries herein or to authorize any person not a party to this AGREEMENT to maintain any suit, claim, or action under the AGREEMENT.

IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be executed on the dates hereinafter respectively set forth.

CITY OF ARCADIA
By
Dominic Lazzaretto, City Manager
DATE OF EXECUTION: ATTEST:

Linda Rodriguez, City Clerk
APPROVED AS TO FORM:

Best Best & Krieger LLP, City Attorney

01005.0006/382748.1

CITY OF IRWINDALE
By
Julian Miranda, City Manager
DATE OF EXECUTION: ATTEST:

By
Laura Nieto, Chief Deputy City Clerk
APPROVED AS TO FORM:

By
Adrian Guerra, City Attorney

Project Name/No.: 2023-2024 Resurfacing Project: Residential Resurfacing Phase III; P-1053
Approved: July 10, 2024
01005.0006/866943.1 1

PUBLIC WORKS CONSTRUCTION CONTRACT AGREEMENT

BETWEEN THE CITY OF IRWINDALE AND

SULLY-MILLER CONTRACTING COMPANY
THIS PUBLIC WORKS AGREEMENT (“Agreement”) is made and entered into this 10th day of July, 2024, by and between the City of Irwindale, a California charter city (“City”) and Sully-Miller Contracting Company, 135 S. State College Boulevard Suite 400, Brea, CA 92821 (“Contractor”). City and Contractor may be referred to, sometimes individually or collectively, as “Party” or “Parties.”

RECITALS
A. The City desires to retain Contractor, on an independent contractor basis, to perform services for public works, as more particularly described below.

B. Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

C. Pursuant to the City of Irwindale Municipal Code and California state law, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Contractor for performance of the services and desire that the terms of that performance be as particularly defined and described herein.

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

AGREEMENT
ARTICLE 1. CONTRACTOR SERVICES

1.1 Scope of Work.

The Contractor shall perform all of the work, furnish all labor, materials, equipment, tools, utility services, and transportation, and comply with all of the specifications and requirements in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference.

The Scope of Services shall include Contractor’s Proposal or Bid Documents submitted for the project entitled 2023-2024 Resurfacing Project: Residential Resurfacing Phase III; P-1053 (“Project”). All such work shall be performed in a good and workmanlike manner, as reasonably determined by the City, and shall be performed in compliance with all local, state, and federal laws and regulations. As used herein, “Proposal” or “Bid Documents” refers to all of the documents included in the solicitation of bids for the Project, including but not limited to, the Invitation for

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01005.0006/866943.1
Bids, Instructions to Bidders, Bid or Bid Proposal, Contract Documents, Special Provisions, Technical Provisions, Construction Plans, Standard Plans, Drawings, Reference Specifications, all applicable permit requirements, any addenda, and any other documents included, referenced, or incorporated therein. The Bid Documents are incorporated into this Agreement and made part hereof. In the event of any conflict between the terms of the Bid Documents and this Agreement, the terms of this Agreement shall govern.

1.2 Incorporation of Green Book.

The provisions of the most recent edition of the Standard Specifications for Public Works Construction, as updated by errata, (“Greenbook”) are incorporated herein, except as explicitly modified by the Bid Documents. In the event of any conflict between the provisions of the Greenbook and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Labor and Wage Laws.
(a) Public Work. The Parties acknowledge that the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation. (b) Registration with DIR. Pursuant to Labor Code section 1771.1, Contractor and all subcontractors must be registered with, and pay an annual fee to, the DIR prior to and during the performance of any work under this Agreement. (c) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the DIR determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement. If this Agreement is subject to the payment of federal prevailing wages under the Davis-Bacon Act (40 U.S.C. § 3141 et seq.), then Contractor shall pay the higher of either the state for federal prevailing wage applicable to each laborer.
(d) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor.
(e) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep

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01005.0006/866943.1
accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (f) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable 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.
(g) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day’s work. Contractor shall comply with and be bound by Labor Code Section 1810.
(h) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(i) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”
(j) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor’s compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor’s compliance, including

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01005.0006/866943.1
without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.4 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.

1.5 Familiarity with Work.

By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the scope of work to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder.

1.6 Discovery of Unknown Conditions.
(a) Pursuant to Public Contract Code section 7104, Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface or latent physical conditions at the site, materially different from those indicated by information about the site made available to bidders prior to the deadline for submitting bids on the project; or (iii) unknown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement.
(b) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ, or do involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the work, shall issue a change order in accordance with this Agreement.
(c) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor’s cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set, but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by

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contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.

1.7 Unidentified Utilities.

To the extent required by Government Code section 4215, City will compensate Contractor for the cost of locating, repairing damage not due to the failure of Contractor to exercise reasonable care, and removing or relocating utility facilities not identified by City in the Bid Documents with reasonable accuracy, and for equipment on the project necessarily idled during such work. Nothing herein shall be deemed to require City to indicate the presence of existing service laterals or appurtenances whenever the presence of such utilities on the project site can be inferred from the presence of other visible facilities, such as buildings, meters, and junction boxes, on or adjacent to the site of the construction; provided, however, nothing herein shall relieve City from identifying main or trunklines in the plans and specifications. If Contractor, while performing the work, discovers utility facilities not identified by City in the plans or specifications, Contractor shall immediately notify City and the utility in writing. This Agreement is subject to Government Code sections 4126 through 4216.9. Contractor must notify utilities and obtain an identification number before excavation or be subject to liability for damages to subsurface installations.

1.8 Trench Excavation.

Pursuant to Labor Code section 6705, if this Agreement is for more than $25,000 and requires the excavation of any trench or trenches five feet or more in depth, Contractor shall submit, in advance of such excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. The plan shall be reviewed and accepted by the City, or a registered civil or structural engineer employed by the City to whom authority has been delegated, prior to the excavation. If the plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. This section shall not be deemed to allow the use of a shoring, sloping, or protective system less effective than that required by the Construction Safety Orders. This subsection shall not be construed to impose tort liability on the City or any of its employees. Full compensation for sheeting, shoring, bracing, sloping, and all other provisions required for worker protection shall be considered as included in the contract price shown in the appropriate Bid Item, and no additional compensation will be allowed therefor.

1.9 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.

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1.10 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.

1.11 Additional Work and Change Orders.
(a) City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the City’s Director of Public Works Engineering or City Engineer, or either of their designees, to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor (“Change Order”).

All Change Orders must be signed by the Contractor and City’s Director of Public Works Engineering or City Engineer, or either of their designees, prior to commencing the extra work thereunder.

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(b) Any increase in compensation of up to five percent (5%) of the Contract Sum or any increase in the time to perform of up to one hundred eighty (180) working days and which are not detrimental to the Work or to the interest of the City, may be approved by the City’s Director of Public Works Engineering or City Engineer, or either of their designees. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Contractor’s Bid. If the rates in the Contractor’s Bid do not cover the type of work in the Change Order, the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and City’s Director of Public Works Engineering or City Engineer, or either of their designees. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed, to the satisfaction of the City, as follows:
(i) Labor: The cost of labor shall be the actual cost for wages of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted.
(ii) Materials and Equipment: The cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done, whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order. The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation, if applicable; description of other City authorized services and expenditures in such detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City’s sole and absolute discretion, waive the Contractor’s rights for that day. (d) It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Work. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors.
(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.

1.12 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.

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ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts set forth in the “Schedule of Compensation,” attached hereto as Exhibit C and incorporated herein by this reference. Subject to any additions or deductions that may be made by change order or amendment, and any penalties or damages that may be assessed against Contractor, Contractor shall receive total compensation, including reimbursement of Contractor’s expenses, of an amount not to exceed Nine Hundred Sixty-Two Thousand, Ninety-Eight Dollars and 50/100 Cents ($962,098.50) (“Contract Sum”) for completion of the work. The Contract Sum shall constitute full compensation for furnishing all materials and for doing all the work contemplated and embraced in this Agreement; and also for all loss or damage arising out of the nature of the work, or from any unforeseen difficulties or obstructions which may arise or be encountered in the prosecution of the work until its acceptance by the City, and for all risks of every description connected with the work; also for all expenses incurred by or in consequence of the suspension or discontinuance of work and for well and faithfully completing the work, and the whole thereof, in the manner and according to the plans and specifications, and the requirements of the Bid Documents and this Agreement. The Contract Sum shall be made in the form of progress payments subject to retention pursuant to Section 2.4.

2.2 Invoices.

Each month Contractor shall furnish to City an original invoice for all work performed during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Contractor is certifying compliance with all provisions of the Agreement.

All invoices shall include a copy of Contractor’s Certified Payroll and proof that Certified Payroll has been submitted to the DIR. Contractor shall also submit a list of the prevailing wage rates (including federal prevailing wage rates, if applicable) for all employees and subcontractors providing services under this Agreement, as applicable, with Contractor’s first invoice. If these rates change at any time during the term of the Agreement, Contractor shall submit a new list of rates to the City with its first invoice following the effective date of the rate change.

2.3 Payment.
(a) Payments Made by City. City shall independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, City will cause Contractor to be paid any progress payment within thirty (30) days of receipt of Contractor’s correct and undisputed invoice; however, Contractor acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event that City does not cause Contractor to be paid any progress payment within thirty (30) days of receipt of an undisputed and properly submitted invoice and provided the Project is for construction, Contractor shall be entitled to the payment of interest to the extent allowed under Public Contract Code

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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.
(b) Payments Made by Contractor to Subcontractors. Contractor shall remit payments owed to subcontractors within fifteen (15) calendar days after receiving payments by City if payments are owed by Contractor to any subcontractor qualifying as a small business enterprise, and within thirty (30) calendar days if payments are owed by Contractor to any subcontractor other than a small business enterprise.

2.4 Retention.

Pursuant to Section 9203 of the Public Contract Code, City will deduct a five percent (5%) retention from all progress payments, which shall be released to Contractor no later than sixty (60) days from completion of the work in accordance with Section 7107 of the Public Contract Code.

In the event of a dispute between City and Contractor, City may withhold from the final payment an amount not to exceed one hundred fifty percent (150%) of the disputed amount.

2.5 Waiver.

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

2.6 Substitution of Securities.
(a) In conformance with the State of California Public Contract Code, Part 5, Section 22300, Contractor may substitute securities for any monies withheld by the City to ensure performance under this Agreement.
(b) At the request and expense of Contractor, Contractor has the option of establishing an escrow account with a state or federally chartered bank which shall serve as an escrow agent, for Contractor’s direct deposit of securities as a substitute for retention earnings required to be withheld by the City. Upon Contractor’s completion of its obligations hereunder, as evidenced by the City’s acceptance of the work pursuant to Section 3.3 hereof, the escrow agent shall return the securities to Contractor. The escrow agent shall notify the City within ten (10) days after deposit of the securities. The market value of the securities at the time of the substitution shall be at least equal to the cash amount then required to be withheld as retention. Securities shall be held in the name of the City and shall designate Contractor as the beneficial owner. Alternatively, on written request of Contractor, the City shall make payments of the retention earnings directly to the escrow account.

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ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Schedule of Performance.

Contractor shall complete the Project within Forty (40) working days after receiving a “Notice to Proceed” from the City in accordance with any schedule contained in or required to be provided by the Proposal or Bid Documents, and any revisions thereof approved by the City in writing. Time is of the essence. If the work is not completed within said time period, liquidated damages shall apply. The term of this Agreement shall expire one (1) year following City’s acceptance of the Project.

3.2 Liquidated Damages.

Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of Five Hundred Dollars ($500.00) as liquidated damages for each working day of delay in the performance of any service required hereunder. The City may withhold any accrued liquidated damages from any monies payable on account of services performed by the Contractor. To the extent required by Government Code section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the work when such delay was caused by the failure of the City or owner of the utility to provide for removal or relocation of utility facilities.

3.3 Force Majeure.

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

3.4 Final Acceptance.

Acceptance of the Project shall only be by action of the City Council. Neither the acceptance nor any prior inspections or failure to inspect shall constitute a waiver by City of any defects in the work. From and after acceptance, the Project shall be owned and operated by City.

As a condition to acceptance, Contractor shall certify to City in writing that all of the work has been performed in strict conformity with the Agreement and that all costs have been paid or supplied to City for security required herein, satisfactory to City, guaranteeing such performance.

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ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

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

Jeff Galterio, Assistant Secretary
____________, ________________
The Principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. Additionally, Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Contractor shall notify City of any changes in Contractor’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Contractor.

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

4.3 Project Manager.

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

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4.4 Independent Contractor.

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

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. All subcontractors shall obtain, at its or Contractor’s expense, such licenses, permits, registrations and approvals (including from the City) as may be required by law for the performance of any services or work under this Agreement. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or 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 $1,000,000 per occurrence, $2,000,000 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

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property damage for all activities of the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $2,000,000 combined single limit for each accident. (c) Workers’ compensation insurance. Contractor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(d) Builder’s Risk Insurance. Contractor shall maintain Builder’s Risk (Course of Construction) insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions or provisional limit provisions. The policy must include: (1) coverage for any ensuing loss from faulty workmanship, nonconforming work, omission or deficiency in design or specifications; (2) coverage against machinery accidents and operational testing; (3) coverage for removal of debris, and insuring the buildings, structures, machinery, equipment, materials, facilities, fixtures and all other properties constituting a part of the project; (4) ordinance or law coverage for contingent rebuilding, demolition, and increased costs of construction; (5) transit coverage (unless insured by the supplier or receiving contractor), with sub-limits sufficient to insure the full replacement value of any key equipment item; (6) ocean marine cargo coverage insuring any project materials or supplies, if applicable; (7) coverage with sub-limits sufficient to insure the full replacement value of any property or equipment stored either on or off the project site or any staging area.

If the Project does not involve new or major reconstruction, then at the option of City, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the work, including during transit, installation, and testing at the Project site.
(e) Pollution Liability Insurance. Contractor shall maintain Environmental Impairment Liability insurance, written on a Contractor’s Pollution Liability form or other form acceptable to City providing coverage for liability arising out of sudden, accidental, and gradual pollution and remediation. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. All activities contemplated in this Agreement shall be specifically scheduled on the policy as “covered operations.” The policy shall provide coverage for the hauling of waste from the project site to the final disposal location, including non-owned disposal sites.

Products/completed operations coverage shall extend a minimum of one (1) year after project completion. Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using subcontractors, the policy must include work performed “by or on behalf” of the insured. Policy shall contain no language that would invalidate or remove the insurer’s duty to defend or indemnify for claims or suits expressly excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the insurer.

If Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits

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maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

5.2 General Insurance Requirements.
(a) Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (b) Proof of Insurance. Contractor shall provide certificates of insurance and endorsements to City as evidence of the insurance coverages required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(c) 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. (d) Primary/noncontributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and 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.
(e) City’s Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. (f) Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers 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 and auto liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (l) Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (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.

Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, employees and volunteers (each, an “Indemnitee”) from and against all liability, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Contractor's performance of work under this Agreement or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor’s legal counsel unacceptable, then Contractor shall reimburse the City its costs of defense, including without limitation reasonable legal counsels fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of the Contractor’s negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.

Contractor obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City’s active negligence accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City.

5.4 Notification of Third-Party Claims.

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

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5.5 Performance and Payment Bonds.

Concurrently with execution of this Agreement, Contractor shall deliver to the City all of the following bonds if the Contract Sum should exceed $25,000:
(a) A performance bond securing the faithful performance of this Agreement, in an amount not less than 100% of the total compensation for this Agreement, as stated in Section

2.1. (b) A payment bond, securing the payment of all persons furnishing labor and/or materials in connection with the work under this Agreement, in an amount not less than 100% of the total compensation for this Agreement, as stated in Section 2.1.

All bonds shall be on the applicable forms provided in Exhibit “D” and Exhibit “E” attached hereto and made part hereof. The bonds shall each contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his/her power of attorney. The bonds shall be unconditional and remain in force during the entire term of the Agreement until released pursuant to Section 5.7 hereof.

5.6 Sufficiency of Insurer or Surety.

Insurance and bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best’s Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better. If the City determines that the work to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the bonds may be changed accordingly upon receipt of written notice from the City’s Risk Manager.

5.7 Release of Securities.

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

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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 Project Manager to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Project Manager shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of 3 years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required.

In the event of dissolution of Contractor’s business, custody of the books and records may be given to City, and access shall be provided by Contractor’s successor in interest. Notwithstanding the above, the Contractor shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

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

6.3 Ownership of Documents.

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

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Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, Contractor with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

6.4 Confidentiality and Release of Information.
(a) Information gained or work product produced by Contractor in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Project Manager.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Project Manager or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Contractor gives City notice of such court order or subpoena. (c) If Contractor, or any officer, employee, agent or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any damages, costs and fees, including attorneys’ fees, caused by or incurred as a result of Contractor’s conduct. (d) Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for 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; DEFAULT, SUSPENSION AND

TERMINATION

7.1 California Law.

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

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7.2 Default of Contractor.

Contractor’s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate or suspend this Agreement immediately by written notice to Contractor. If the Project Manager determines that Contractor is in default in the performance of any of the terms or conditions of this Agreement, the Project Manager shall cause to be served upon Contractor a written notice of the default. Contractor shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

7.3 Suspension and Termination.
(a) The City may at any time, for any reason, with or without cause, suspend this Agreement, or any portion hereof, by serving upon Contractor at least ten (10) days prior written notice. Upon receipt of said notice, Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends a portion of this Agreement such suspension shall not make void or invalidate the remainder of this Agreement. (b) This Agreement may be terminated by either party for cause. The City may terminate this Agreement without cause upon thirty (30) days’ written notice of termination. Upon termination, Contractor shall be entitled to compensation for completion of any portion of the Project accepted by City up to the effective date of termination unless any portion of the Project is accepted by City after termination in which event Contractor shall be paid for such completed portion.

7.4 Dispute Resolution Process.

Section 20104 et seq. of the California Public Contract Code prescribes a process utilizing informal conferences, non-binding judicial-supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims.

The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.

For purposes of these procedures, “claim” means a separate demand by the Contractor, after the City has denied Contractor’s timely and duly made request for payment for extra work and/or a time extension, for (A) a time extension, (B) payment of money or damages arising from work done by or on behalf of the Contractor pursuant to the Agreement and payment of which is not otherwise expressly provided for or the Contractor is not otherwise entitled to, or (C) an amount the payment of which is disputed by the City.

The following requirements apply to all claims to which this section applies:

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(a) Claim Submittal. The claim shall be in writing and include the documents necessary to substantiate the claim. Claims governed by this procedure must be filed on or before the date of final payment. Nothing in this section is intended to extend the time limit or supersede notice requirements otherwise provided in the Agreement for the filing of claims, including all requirements pertaining to compensation or payment for extra work, disputed work, and/or changed conditions. Failure to follow such contractual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon. (b) Supporting Documentation. The Contractor shall submit all claims in the following format:
(i) Summary of the claim, including references to the specific Contract Document provisions upon which the claim is based.
(ii) List of documents relating to claim: (a) Specifications, (b) Drawings, (c) Clarifications (Requests for Information), (d) Schedules, and (e) Other. (iii) Chronology of events and correspondence related to the claim. (iv) Statement of grounds for the claim.
(v) Analysis of the claim’s cost, if any.
(vi) Analysis of the claim’s time/schedule impact, if any. (c) City’s Response. Upon receipt of a claim pursuant to this section, City shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the Contractor a written statement identifying what portion of the claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the claim will be processed and made within 60 days after the City issues its written statement. (i) If the City needs approval from the City Council to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the claim, and the City Council does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the City shall have up to three days following the next duly publicly noticed meeting of the City Council after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion. (ii) Within 30 days of receipt of a claim, the City may request in writing additional documentation supporting the claim or relating to defenses or claims the City may have against the Contractor. If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor. (iii) The City’s written response to the claim, as further documented, shall be submitted to the Contractor within 30 days (if the claim is less than $50,000, within 15 days) after receipt of the further documentation, or within a period of time no greater than that

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taken by the Contractor in producing the additional information or requested documentation, whichever is greater.
(d) Meet and Confer. If the Contractor disputes the City’s written response, or the City fails to respond within the time prescribed, the Contractor may so notify the City, in writing, either within 15 days of receipt of the City’s response or within 15 days of the City’s failure to respond within the time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand, the City shall schedule a meet and confer conference within 30 days for settlement of the dispute. (e) Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the City shall provide the Contractor a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the City issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the City and the Contractor sharing the associated costs equally. The City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing, unless the parties agree to select a mediator at a later time. (i) If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. (ii) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. (iii) Unless otherwise agreed to by the City and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Public Contract Code Section 20104.4 to mediate after litigation has been commenced. (iv) All unresolved claims shall be considered jointly in a single mediation, unless a new unrelated claim arises after mediation is completed. (f) City’s Responses. The City’s failure to respond to a claim from the Contractor within the time periods described in this section or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the City’s failure to have responded to a claim, or its failure to otherwise meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility of qualifications of the Contractor. City’s failure to respond shall not waive City’s rights to any subsequent procedures for the resolution of disputed claims.
(g) Government Code Claims. If following the mediation, the claim or any portion remains in dispute, the Contractor must comply with the claim procedures set forth in

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Government Code Section 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, construction claims, and/or changed conditions, including any required mediation, have been followed by Contractor. If no such Government Code claim is submitted, or if the prerequisite contractual requirements are not satisfied, no action against the City may be filed. A Government Code claim must be filed no earlier than the date that Contractor completes all contractual prerequisites to filing a Government Code claim, including any required mediation.

A Government Code claim shall be inclusive of all unresolved claims unless a new unrelated claim arises after the Government Code claim is submitted. For purposes of Government Code Section 900 et seq., the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written claim to the City until the time the claim is denied, including any period of time utilized by the meet and confer conference or mediation that does not result in a complete resolutions of all claims. (h) Civil Actions for Claims of $375,000 or Less. The following procedures are established for all civil actions filed to resolve claims totaling $375,000 or less:
(i) Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the procedures in this Section.

The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court or by stipulation of both parties.

If the parties fail to select a mediator within the 15-day period, either party may petition the court to appoint the mediator.
(ii) If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1141.11 of that code. The Civil Discovery Act (Title 4 (commencing with Section 2016.010) of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.
(iii) Upon stipulation of the parties, arbitrators appointed for these purposes shall be experienced in construction law, and, upon stipulation of the parties, mediators and arbitrators shall be paid necessary and reasonable hourly rates of pay not to exceed their customary rate, and such fees and expenses shall be paid equally by the parties, except in the case of arbitration where the arbitrator, for good cause, determines a different division. (iv) In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, any party who after receiving an arbitration award requests a trial de novo but does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, pay the attorney's fees of the other party arising out of the trial de novo.

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7.5 Waiver.

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

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

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

7.6 Rights and Remedies Are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the 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.

7.7 Unfair Business Practices Claims.

Pursuant to Public Contract Code section 7103.5, 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 tenders final payment to the Contractor without further acknowledgment by 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 Project Manager. Contractor agrees to at all times avoid

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conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

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

8.3 Covenant Against Discrimination.

Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class.

8.4 Unauthorized Aliens.

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

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Provisions Required By Law.

Each and every provision of law and clause required by law to be inserted in this Agreement shall be deemed to be inserted herein, and the Agreement shall be read and enforced as though it were included herein. If through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon application of either party, the contract shall forthwith be physically amended to make such insertion or correction.

9.2 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the Interim Director of Engineering/Building Official and to the attention of the Project Manager (with her/his name and City title), City of Irwindale, 5050 N. Irwindale Ave, Irwindale, California 91706 and in the case of the Contractor, to the person(s) at the address designated on the execution page of this

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Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

9.3 Interpretation.

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

9.4 Counterparts.

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

9.5 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Contractor and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.6 Severability.

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

9.7 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial 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

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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 _______
Contractor’s Authorized Initials _______

9.8 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this 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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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF IRWINDALE, a California
charter city
______________________________
Julian A. Miranda, City Manager
ATTEST:

Laura M. Nieto, Chief Deputy City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
_____________________________
Adrian Guerra, City Attorney
CONTRACTOR:

Sully-Miller Contracting Company
By: _____________________________
Name: _____________________________
Title: _____________________________
By: ______________________________
Name: ______________________________
Title: ______________________________
Address: Sully-Miller Contracting
Company
135 S. State College Blvd,
Suite 400
Brea, CA 92821
*Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S

SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE

INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

01005.0006/866943.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On __________, 2024 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

01005.0006/866943.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On __________, 2024 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

01005.0006/866943.1 A-1

EXHIBIT A

SCOPE OF SERVICES
I. Contractor will perform construction services related to the 2023-2024 Resurfacing Project, which is identified in the City’s Capital Improvement Program, including, but not limited to, the following (herein after referred to collectively as “Services”):

II. As part of the Construction Services, Contractor will deliver the following tangible work products to the City:

A. Resurface/reconstruct Peck Road, Meridian Street, Alice Rodriguez Circle, Ruelas Street and Park Rose Avenue.

B. Remove existing and construct new sidewalk panels on Meridian Street and Alice Rodriguez Circle.

III. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

01005.0006/866943.1 A-2

EXHIBIT B

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
If the Parties wish to revise provisions in the Agreement above (from page 1 through the signature page), then the revisions shall be presented in this Exhibit B, with deletions shown in strike through and additions shown in bold and italics.

01005.0006/866943.1

EXHIBIT C

SCHEDULE OF COMPENSATION
I. Contractor shall complete work for the Project in accordance with the following:

01005.0006/866943.1

01005.0006/866943.1

01005.0006/866943.1

01005.0006/866943.1
II. The City will compensate Contractor for work performed and expenses incurred toward completion of the Project upon submission of a valid invoice. In addition to what is required under Section 2.2 of the Agreement, each invoice is to include:

A. Line items for all personnel describing the work performed.

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

C. Line items for the price and quantity of all materials, equipment and work.

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

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

III. The total compensation for the Project shall not exceed $962,098.50 as provided in Section 2.1 of this Agreement.

01005.0006/866943.1

EXHIBIT D

PERFORMANCE BOND
PROJECT NO. ________
We, _________, as Principal, and ____________, as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Irwindale (“City”) for payment of the penal sum of Nine Hundred sixty-two thousand and ninety-eight U.S. Dollars and fifty Cents ($962,098.50). City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal.

THE CONDITION OF THIS OBLIGATION IS SUCH that if the Principal shall in all things stand to and abide by, and well and truly keep and perform all of the covenants, conditions, and provisions in said agreement, and any alteration thereof made as therein provided, on Principal's part to be kept and performed at the time and in the manner therein specified, and shall indemnify and save harmless the City, City’s engineer, and their consultants, and each of their officials, directors, officers, employees and agents, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect.

Surety agrees that should it fail to take over and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement, Surety will promptly on demand deposit with City such amount as City may reasonably estimate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall exist, notwithstanding any controversy between Principal and City regarding Principal's failure under the agreement, and payment by Surety should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligations herein and shall be deemed proper payment as between Principal and Surety.

Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder or the plans and specifications, or any matters unknown to Surety which may affect Surety's risk shall in any wise affect its obligation on this bond, and it does thereby waive notice thereof.

Principal and Surety agree that if the City is required to engage the services of an attorney in connection with the enforcement of this bond, each shall pay City's reasonable attorneys' fees incurred, with or without suit, in addition to the above sum.

01005.0006/866943.1
Executed this day of _________, ____.

Seal of Corporation _____________
By:____________________________________
Authorized Representative of Principal
Title: _____________
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one) Surety's agent for service
of process in California: ( ) _____________________
[name of surety company]
_________________________ ____________________________________ Name Street Number
_________________________ ____________________________________ Street Number City and State
_________________________ ____________________________________ City and State Telephone Number
_________________________
Telephone Number
By:____________________________________
Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.

Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amounts as would be acceptable to the Treasury Department), and otherwise meet the requirements of the agreement.

01005.0006/866943.1

EXHIBIT E

PAYMENT BOND
PROJECT NO. ________
We, ______, as Principal, and ____________, as Surety, jointly and severally, firmly bind ourselves, our heirs, representatives, successors and assigns, as set forth herein, to the City of Irwindale (“City”) and those for whose benefit this bond insures in the sum of Nine Hundred sixty-two thousand and ninety-eight U.S. Dollars and fifty Cents ($962,098.50). City and Principal have entered into an agreement, or are about to enter into the agreement attached hereto and incorporated by reference herein, for completion of public works for the property(ies) referenced in said agreement. Surety herein approves of the terms and conditions of said agreement and binds itself to faithfully perform the obligations of Principal therein if Principal fails to so perform. Surety acknowledges that the agreement herein referenced shall be that document as executed by City and Principal. If Principal or any of Principal's contractors or subcontractors, fails to pay any of the persons named in Section 9000 et seq. of the California Civil Code employed in the performance of the agreement for materials furnished or for labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, then Surety shall pay the same in an amount not exceeding the sum specified above, and also shall pay, in case suit is brought upon this bond, such reasonable attorneys' fees as shall be fixed by the court.

Surety agrees that it shall pay the amounts due the persons above named and diligently perform the agreement upon Principal's default after notice and within the time specified in the agreement.

If Surety fails to perform within the times specified in the agreement, Surety shall promptly on demand deposit with City such amount as City may reasonably estimate as the cost of completing all of Principal's obligations. Surety's obligation for payment herein shall extend, notwithstanding any controversy between Principal and City regarding Principal's failure under the agreement.

Principal and Surety agree that any payment by Surety pursuant to this paragraph should be conclusively presumed between the parties herein to relieve, as demanded, Surety's obligation herein and shall be deemed proper payment as between Principal and Surety.

This bond shall insure to the benefit of any and all of the persons named in Section 9000 et seq. of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this bond.

Surety agrees that no change, extension of time, alteration, or addition to the terms of the agreement, or the work to be performed thereunder, or the plans and specifications, or any matters unknown to Surety which might affect Surety's risk, shall in any way affect its obligation on this bond, and it does hereby waive notice thereof.

Principal and Surety agree that should City become a party to any action on this bond, that each will also pay City's reasonable attorneys' fees incurred therein in addition to the above sums.

01005.0006/866943.1
Executed this _____________ day of ___________, ______.

Seal of Corporation ______________
By:______________________________
Authorized Representative of Principal
Title: __________
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVES)
Any claims under this bond may be addressed to: (check one) Surety's agent for service
of process in California: ( ) ________________
[name of surety]

_________________________ _____________________________ Name Street Number
_________________________ _____________________________ Street Number City and State
_________________________ _____________________________ City and State Telephone Number
_________________________
Telephone Number
By:_____________________________
Attorney in Fact or other
Representative
(ATTACH ACKNOWLEDGEMENT OF AUTHORIZED REPRESENTATIVE)
Furnish the name, address and phone number of the company agent as well as the surety company.

Sureties must be authorized to do business in and have an agent for service of process in California and be on the accredited list of the United States Treasury Department (their bonds will be limited to such amounts as would be acceptable to the Treasury Department), and otherwise meet the requirements of the agreement.

01005.0006/901477.1 Resolution No. 2024-54-3531

RESOLUTION NO. 2024-54-3531

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE

APPROVING THE TRANSFER OF CAPITAL IMPROVEMENT FUNDS, AND APPROPRIATING $246,197.02 FROM THE GENERAL FUND RESERVES, FOR THE RESIDENTIAL RESURFACING PROJECT – PHASE III; P-1053
WHEREAS, the Residential Resurfacing Project – Phase III is identified in the City’s 2023-2024 Capital Improvement Program; and
WHEREAS, the Project will resurface the pavement on Peck Road, Meridian Street, Alice Rodriguez Circle, Ruelas Street and Park Rose Avenue, and replace damaged concrete sidewalks on Meridian Street and Alice Rodriguez Circle; and WHEREAS, the anticipated construction and all associated costs for this project are $1,097,008.50; and
WHEREAS, in the Fiscal Year 2022-2023 Adopted Budget, the City Council approved $750,000.00 for Capital Improvements Project (“CIP”) No. 8356 (Residential Resurfacing Project – Phase III) Also, the remaining balance of $100,811.48 from CIP No. 8355, (Residential Resurfacing Project – Phase II) will need to be transferred to CIP Project No. 8356 bringing the total available amount for the Residential Resurfacing Project – Phase III to $850,811.48. Additional funding of $246,197.02 from the General Fund Reserve is now being requested to start this project; and WHEREAS, the City Council desires to approve the above referenced CIP transfers, and an appropriation of $246,197.02 to cover the remaining costs for the construction and all associated costs for this project.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF IRWINDALE, DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

SECTION 1. The foregoing recitals are true and correct and incorporated herein by this reference.

SECTION 2. The City Council of the City of Irwindale hereby approves the transfer of $100,811.48 from CIP No. 8355 Residential Resurfacing Project – Phase II to Residential Resurfacing Project – Phase III; P1053.

SECTION 3.The City Council of the City of Irwindale hereby approves the appropriation of $246,197.02 from the General Fund Reserves to the Residential Resurfacing Project – Phase III; P1053.

Resolution No. 2024-54-3531

SECTION 4. That the Chief Deputy City Clerk shall attest to the adoption of this resolution, which shall, in turn, have immediate effect.

PASSED, APPROVED and ADOPTED this 10th day of July 2024. _______________________________
H. Manuel Ortiz, Mayor
ATTEST:
___________________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.

CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2024-54-3531 as duly adopted by the City Council of the City of Irwindale, at a regular meeting held on the 10th day of July 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
__________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk

Item #19.D.

Date: July 10, 2024
To: Honorable Mayor and Members of the City Council
From: Julian A. Miranda, City Manager
Issue: Adopt Resolution No. 2024-52-3529 entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE ADOPTING UPDATED “VEHICLE MILES TRAVELED” THRESHOLDS

OF SIGNIFICANCE FOR PURPOSES OF ANALYZING TRANSPORTATION IMPACTS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT”
City Manager's Recommendation:

That the City Council adopt Resolution No. 2024-52-3529 entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE ADOPTING UPDATED “VEHICLE MILES TRAVELED” THRESHOLDS

OF SIGNIFICANCE FOR PURPOSES OF ANALYZING TRANSPORTATION IMPACTS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT”.

Administrative Action:

Submitted by:

Eddie Chan, Director of Engineering/Building Official
Prepared by:

Luis Pimentel, Associate Engineer
Reviewed by:

Adrian R. Guerra, City Attorney
Kambiz Borhani, Finance Director / City Treasurer

Approved by:

Julian A. Miranda, City Manager
Background and Analysis:

In March 2020, the City entered into a Memorandum of Agreement with the San Gabriel Valley Council of Governments (SGVCOG) to participate in the San Gabriel Valley Regional Vehicle Miles of Travel (VMT) Analysis Model. The City of Irwindale is one of 26 SGVCOG member cities that opted into the SGVCOG SB 743 Implementation process.

On November 20, 2020, the City, with guidance provided by the SGVCOG, adopted Resolution No. 2020-53-3163 entitled, “A Resolution of the City Council of the City of Irwindale adopting “Vehicle Miles Traveled” thresholds of significance for purposes of analyzing transportation impacts under the California Environmental Quality Act ” adopting Vehicle Miles Traveled (VMT) significance thresholds for three different VMT metrics pursuant to guidance provided by the State’s Office of Planning and Research (OPR). This resolution modified how the City evaluates projects for transportation impacts for the purposes of CEQA. Specifically, the City requires the use VMT instead of Level of Service (LOS) as the metric to evaluate transportation impacts in CEQA documents pursuant to Senate Bill 743 (SB 743).

The current SGVCOG VMT Tool is based on VMT outputs from the Southern California Association of Governments (SCAG) 2016 Regional Transportation Plan/Sustainable Communities Strategy (RTP/SCS) trip-based model (TBM) and needs to be updated to be consistent with the 2024 RTP/SCS activity-based model (ABM). The change of both the model simulation platform (trip-based model to activity-based model) and the underlying data, such as traffic counts and socioeconomic data, resulted in changes to the VMT threshold numbers and low VMT areas.

The SGVCOG participating cities were aware that the model would be changing from TBM to ABM and had anticipated that the change may prompt them to change the adopted baseline for their VMT significance thresholds. However, the cities did not anticipate that the updated data would result in more significant changes to low VMT areas than the conversion to an activity-based model (refer to Attachment B, SGVCOG Technical Memorandum). The recommendation herein recognizes the following: 1) every four years the SCAG RTP/SCS will be updated prompting an update to the regional travel demand model, 2) the City’s low VMT areas are based on the SCAG model, 3) low VMT areas under each of the three geographic baselines are likely to change when the SCAG model is updated, and 4) the City intends to use the baselines that maximize the number of “low VMT” screening areas and to set the most achievable bar for reaching a given threshold.

Analysis:

Baseline Data Differences (2016 vs. 2020 RTP/SCS)
The SCAG 2016 RTP/SCS is based on traffic counts collected in 2012, the 2012 roadway network, 2012 transit network and ridership information, land use information, and other socioPage 70 of 306 economic inputs. The 2020 RTP/SCS is based on the same datapoints collected in 2016. This is the first update to the RTP since the SGVCOG participating cities adopted VMT thresholds of significance. The changes in the underlying data significantly altered the low, moderate, and high VMT-generating areas throughout the SGVCOG region for each of the three baseline alternatives (City, Central Subarea, and SGVCOG Region). In some cities under their adopted baseline, an area considered a low VMT area using the 2016 RTP model became a high VMT area using the 2024 RTP model. And under different baselines, the reverse occurred. This is important because the selection of baselines for determining VMT significance may impact a city’s ability to approve projects. For example, if a developer selected a location for a housing project based on the city’s low VMT areas for residential uses and compatibility with the city’s general plan but before they had submitted the development application the SCAG model was updated and the area became a high VMT area for housing, then the project would likely require the City to certify an environmental impact report (EIR) and adopt a statement of overriding considerations to move forward. Not only would this scenario delay project approval by up to two years, but it would delay construction of housing in an area designated for housing and result in higher priced housing units.

The City of Irwindale is located in the Central Subarea of the SGVCOG region. According to the City of Irwindale Transportation Study Guidelines for Vehicle Miles Traveled and Level of Service Assessment (September 2020), the City adopted the City of Irwindale baseline VMT as the benchmark to determine CEQA transportation impacts for all project types (residential, employment, and mixed-use/regional retail).

Pursuant to the OPR Guidance, cities can adopt different baselines based on project types and states that employment based VMT thresholds should use subregional or regional baselines.

For employment generated VMT (VMT/employee), the City currently uses “City” as the baseline counter to OPR recommendations to use a regional baseline for employmentgenerating uses. It is recommended that the City adopt the highest of two baselines (Central Subarea or SGVCOG) to set the most achievable bar for employment generating uses consistent with OPR guidance. The City’s current threshold (City) is appropriate for Total VMT per service population (OD VMT/SP) and for home-based VMT (VMT/capita), but it is recommended that the City adopt the “highest of the three baselines” (City, Central Subarea, or SGVCOG Region) to set the most achievable bar for reaching the given threshold. Adopting this change will allow the City to update baselines every four years when the SCAG RTP model is updated consistent with its general plan policies.

This Resolution has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the City. The adoption of new local CEQA thresholds of significance for transportation impacts and the adoption of new Local Transportation Assessment Guidelines will not have a significant environmental impact and are exempt from the CEQA pursuant to Section 15308 of Title 14 of the California Code of Regulations because the action is undertaken by the City for the protection of the environment. The revised CEQA thresholds will be compliant with a State mandate (SB 743) and will be used in a regulatory process (CEQA process) that involves procedures for the protection of the environment.

Accordingly, the City Council will consider the recommendation to find the Resolution exempt from the environmental review requirements of CEQA pursuant to Section 15308 of Title 14 of the California Code of Regulations.

Therefore, staff recommends to adopt the attached resolution recommending that the City Council find that the action is exempt from CEQA and adopt the proposed thresholds of significance.

Fiscal Impact:

None
Attachments:

1. Attachment A - Resolution No. 2024-52-3529 VMT Thresholds

2. Attachment B - SGVCOG Technical Memo

01005.0001/996094.2 Resolution No. 2024-52-3529

RESOLUTION NO. 2024-52-3529

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF IRWINDALE ADOPTING UPDATED “VEHICLE MILES TRAVELED” THRESHOLDS OF

SIGNIFICANCE FOR PURPOSES OF ANALYZING TRANSPORTATION

IMPACTS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT
WHEREAS, the California Environmental Quality Act Guidelines (“CEQA Guidelines”) encourage public agencies to develop and publish generally applicable “thresholds of significance” to be used in determining the significance of a project’s environmental effects; and
WHEREAS, CEQA Guidelines section 15064.7(a) defines a threshold of significance as “an identifiable quantitative, qualitative or performance level of a particular environmental effect, noncompliance with which means the effect will normally be determined to be significant by the agency and compliance with which means the effect normally will be determined to be less than significant”; and WHEREAS, CEQA Guidelines section 15064.7(b) requires that thresholds of significance must be adopted by ordinance, resolution, rule, or regulations, developed through a public review process, and be supported by substantial evidence; and WHEREAS, pursuant to CEQA Guidelines section 15064.7(c), when adopting thresholds of significance, a public agency may consider thresholds of significance adopted or recommended by other public agencies provided that the decision of the agency is supported by substantial evidence; and
WHEREAS, Senate Bill 743, enacted in 2013 and codified in Public Resources Code section 21099, required changes to the CEQA Guidelines regarding the criteria for determining the significance of transportation impacts of projects; and WHEREAS, in 2018, the Governor’s Office of Planning and Research (“OPR”) proposed, and the California Natural Resources Agency certified and adopted, new CEQA Guidelines section 15064.3 that identifies vehicle miles traveled (“VMT”) – meaning the amount and distance of automobile travel attributable to a project – as the most appropriate metric to evaluate a project’s transportation impacts; and WHEREAS, as a result, automobile delay, as measured by “level of service” and other similar metrics, generally no longer constitutes a significant environmental effect under CEQA; and
WHEREAS, the City’s project review process will retain “level of service” analysis to ensure consistency with the General Plan; and WHEREAS, CEQA Guidelines section 15064.3 went into effect on July 1, 2020, and the City of Irwindale adopted Resolution No. 2020-53-3163 entitled, “A Resolution

01005.0001/996094.2 Resolution No. 2024-52-3529

of the City Council of the City of Irwindale adopting “Vehicle Miles Traveled” thresholds of significance for purposes of analyzing transportation impacts under the California Environmental Quality Act” on November 20, 2020; and
WHEREAS, the City of Irwindale is one of 26 San Gabriel Valley Council of Governments (SGVCOG) member cities that opted into the SGVCOG SB 743 Implementation process; and
WHEREAS, at the conclusion of the process, the SGVCOG VMT Evaluation Tool was developed for the SGVCOG region, including VMT screening establishing a baseline threshold: and
WHEREAS, the current SGVCOG VMT Evaluation Tool is based on VMT outputs from the 2016 Regional Transportation Plan/Sustainable Communities Strategies (RTP/SCS) trip-based model and needs to be updated to be consistent with the 2024 RTP/SCS activity-based model. Additionally, changes in population, employment, and traffic counts have been updated in the 2024 RTP/SCS; and WHEREAS, both updates have resulted in changes to the VMT threshold numbers and low VMT areas throughout the SGVCOG region; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF IRWINDALE DOES RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

SECTION 1. The City Council of Irwindale finds that, pursuant to CEQA Guidelines section 15064.7(c), the 2024 VMT thresholds of significance recommended for adoption by the San Gabriel Valley Council of Governments, based on the Southern California Association of Governments 2020 Regional Transportation Plan/Sustainable Communities Strategies activity-based model for evaluating project transportation impacts under CEQA, are supported by substantial evidence as defined under CEQA Guidelines section 15384. The SGVCOG Technical Memorandum analyzing vehicle miles traveled differences between the SCAG 2016 and 2020 Regional Transportation Plan/Sustainable Communities models and how these differences affect the thresholds for VMT impact analyses in the City is attached hereto as Exhibit A.

SECTION 2. The City of Irwindale hereby amends the City of Irwindale VMT Baselines and Thresholds of Significance adopted via Resolution No. 2020-53-3163.

Except as expressly amended by this resolution, the City of Irwindale VMT Baselines and Thresholds of Significance continue in full force and effect. The baseline VMT for all projects shall be based on the most current and available Southern California Association of Governments Regional Transportation Plan travel demand model. As amended, VMT thresholds for each VMT type are based on 15 percent below the baseline VMT that sets the most achievable VMT target. The VMT per employee threshold for employment-generating projects shall be based on 15 percent below either the SGVCOG Central Subarea or SGVCOG Region, whichever results in the

01005.0001/996094.2 Resolution No. 2024-52-3529

largest numerical value. The VMT per capita thresholds for residential projects shall be based on the City, SGVCOG Central Subarea, or SGVCOG Region, whichever results in the largest numerical value. The VMT per service population baseline shall be based on the City, SGVCOG Central Subarea, or SGVCOG Region, whichever results in the largest numerical value.

SECTION 3. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution.

PASSED, APPROVED and ADOPTED this 10th day of July 2024. _______________________________
Albert F. Ambriz, Mayor
ATTEST:
___________________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES } ss.

CITY OF IRWINDALE }
I, Laura M. Nieto, Chief Deputy City Clerk of the City of Irwindale, do hereby certify that the foregoing Resolution No. 2024-52-3529 as duly adopted by the City Council of the City of Irwindale, at a regular meeting held on the 10th day of July 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
__________________________
Laura M. Nieto, MMC
Chief Deputy City Clerk

SGVCOG Technical Memorandum
Date: December 3, 2023
To: Turner Lott, SGVCOG
Steph Wong, SGVCOG
Roy Choi, SGVCOG
From: Katy Cole, Jolene Hayes, and Biling Liu
Subject: City of Irwindale
Analysis of the City’s VMT Thresholds (Deliverable 2.3) OC20- 0715.02
This technical memorandum summarizes the vehicle miles traveled (VMT) differences between the SCAG 2016 and 2020 Regional Transportation Plan/Sustainable Communities (RTP/SCS) models and how these differences may affect the thresholds for vehicle miles of travel (VMT) impact analyses in the City of Irwindale (City). The current SGVCOG VMT Tool is based on VMT outputs from the 2016 Regional Transportation Plan/Sustainable Communities Strategy (RTP/SCS) tripbased model (TBM) and needs to be updated to be consistent with the 2020 RTP/SCS activitybased model (ABM). The change of both the model simulation platform (trip-based model to activity-based model) and the underlying data, such as traffic counts and socio-economic data, results in changes to the VMT threshold numbers and low VMT areas. The following memorandum describes the changes in VMT, and more specifically, the change in the number of low VMT areas that meet the low VMT screening criterion.

VMT Calculations
For the purpose of updating the SGVCOG VMT Evaluation Tool, we first considered how the change in model platforms (trip-based to activity-based) would change the low VMT areas in the City. In addition to the model platform, the change in the underlying inputs to the model (e.g., population, employment, traffic counts, etc.) also resulted in changes to the low VMT areas as illustrated by the differences between the 2016 and 2020 Total VMT per total population and employment (OD VMT/SP). This calculation is the same for both model versions, therefore, the change in low VMT areas shown in Table 1 for OD VMT/SP reflects the effect of the new data inputs only, whereas the changes to home-based VMT per capita and work-based VMT per

SGVCOG VMT Tool Update
December 3, 2023

employee are combinations of data updates and the change in model methodologies (trips versus tours).

Model Methodology Comparisons
The SCAG 2016 RTP/SCS trip-based model (TBM) VMT methodology includes all trips within the SCAG model for each of the following variable formats:

1. Origin-Destination (OD) VMT per Service Population (all vehicles and all trip purposes): The total VMT to and from all traffic analysis zones (TAZ) in the geographic area are divided by the total service population to calculate the efficiency metric of VMT per service population. Service population is defined as all residents and employees of the zones being evaluated. The image shows a visual representation of OD VMT per Service Population for a single project. To calculate it for a set geography, an analyst determines the total VMT produced to or from the geography divided by the total population plus employment of that same geography.

2. Home-based VMT per capita (automobile only): All home-based trips are traced back to the residence of the trip-maker. Trips without an origin or destination from home are excluded. For example, if you leave home and stop for coffee, then for gas, and then at the store before returning home, the trip from coffee to the gas station and from the gas station to the store would be deemed an “other to other” trip and omitted from HB VMT. The image shows a visual
representation of Home-Based VMT per capita for a single home.

3. Home-based work VMT per employee: Captures only the segment of the trip to work that directly connects home to work. All stops along the way to or from work are defined as work to/from other and are not part of the HBW VMT calculation. The image shows a visual representation of Home-Based work VMT per employee for a single home.

OD VMT Per Service Population
Home-Based VMT per Capita
Home-Based Work VMT per
Employee

SGVCOG VMT Tool Update
December 3, 2023

The SCAG 2020/RTP/SCS model, an activity-based model (ABM), is quite different than the TBM because it considers the entire linked trip, or tour, that a person makes when leaving home or commuting to work. Whereas the calculation for total VMT per service population is the same under both models, the home-based and home-based work calculations are different.

1. OD VMT per Service Population (all vehicles and all trip purposes): The total VMT to and from all zones in the geographic area are divided by the total service population to calculate the efficiency metric of VMT per service population. This metric is the same as described above for the TBM.

2. VMT per capita (automobile only): Considers VMT for all tours embarked upon by residents, encompassing both Single Occupancy Vehicle (SOV) and High-Occupancy Vehicle (HOV) drivers (drivers only). The VMT is divided by the population within the geographic area. This method includes all trips made by the population of the geographic area, including those that do not directly start or end at home. For example, if you leave home and stop for coffee, then for gas, and then at the store before returning home, all of these legs of the trip together would be a “tour” and they are all included in the calculation. The image shows a visual representation of tour-based VMT per capita for a single home.

3. VMT per employee: Encompasses VMT for all work-related tours, encompassing both work and work-related business. The VMT is divided by the employees within the geographic area. For example, if a person commutes to work, then has a lunch meeting and runs a work errand mid-day, and then commutes home from work stopping at the gym on the way, all of these legs are summed together as work-related tours and are included in the calculation.

Baseline Data Differences (2016 vs. 2020 SCAG RTP/SCS)
The SCAG 2016 RTP/SCS was calibrated and validated based on traffic counts collected in 2012, the 2012 roadway network, 2012 transit network and ridership information, land use information, and other socio-economic inputs. The 2020 RTP/SCS was calibrated and validated based on the datapoints collected in 2016. The changes in the underlying data affected the low VMT areas within the SGVCOG region. To conduct comparative VMT results, the VMT from the SCAG 2016 RTP/SCS and 2020 RTP/SCS were both interpolated to a 2023 baseline in the next VMT Comparison section.

VMT per Capita (TourBased)
VMT per Employee (TourBased)

VMT Comparison
Irwindale is located in the Central Subarea of the SGVCOG region. According to the City of Irwindale Transportation Study Guidelines for Vehicle Miles Traveled and Level of Service Assessment (August 2020), the City adopted the City of Irwindale (City) baseline VMT as the benchmark to determine CEQA
transportation impacts for all project types (residential, employment, and mixed-use/regional retail). A comparison of the number of low VMT areas under the 2016 versus the 2020 RTP using the City’s adopted threshold (15% below the City Baseline) is shown in Table 1.

Table 1: Comparison of Low VMT Areas Using Irwindale’s Adopted VMT Baseline (2016 vs. 2020 RTP/SCS) Pursuant to the OPR Guidance, cities can adopt different baselines based on project types and states that employmentbased VMT thresholds should use subregional or regional baselines. The City’s current threshold (City) is appropriate for Total and home-based VMT types, but the City should consider using the Central or SGVCOG as the baseline for employmentbased VMT (VMT/Employee) consistent with OPR’s guidance. The threshold for Total VMT, since it is a mix of both residential and employment, can use any baseline.

Table 2 shows the comparison of the thresholds for the different baseline options (SGVCOG, Central Subarea, and City) using the 2020 RTP model. The higher thresholds result in the ability to screen out more projects, whereby more transportation analysis zones (TAZs) generate less miles of travel per person than the baseline. For example, for Total VMT per service population (OD VMT/SP), a project that generates 33 miles of travel per person would exceed the thresholds for the SGVCOG and the Central Subarea of 28.93 and 27.60 miles per person, respectively but would fall below the City threshold (35.35 miles). The numbers in bold in Table 2 are the basis for the comparisons in Table 3 and serve as the thresholds that would achieve the lowest VMT thresholds and that are consistent with OPR’s guidelines. As previously stated, the OPR Guidelines recommend a subregional 2023
VMT Type
TAZs that are
better than the
City's Baseline
TAZs 0 to 15%
above the
Baseline
TAZs more
than 15%
above
Baseline
TAZs that are
better than the
City's Baseline
TAZs 0 to
15% above
the Baseline
TAZs more
than 15%
above
Baseline
TAZs that are
better than the
City's Baseline
TAZs 0 to
15% above
the Baseline
TAZs more
than 15%
above
Baseline
OD VMT/SP 0 1 3 0 2 2 0 1 -1
VMT/Capita 1 3 2 0 2 4 -1 -1 2
VMT/Employee 0 4 3 0 4 3 0 0 0
Adopted Threshold (2016 RTP) Adopted Threshold (2020 RTP) Changes

SGVCOG VMT Tool Update
December 3, 2023

or regional VMT threshold for analyzing employment-generating projects. The City currently uses the City of Irwindale’s employment VMT rate as the threshold. Changing the threshold from City to SGVCOG would result in an improvement of less than quarter-mile of travel per person thereby resulting in no change to the number of low VMT screening areas. Using the SGVCOG baseline for residential projects would result in a conversion of two high VMT zones to two moderate VMT zones (red to yellow).

Table 2: Baseline VMT Rates
In Table 3 below, based on the 2020 RTP, the Adopted Threshold (City) is compared to an alternative threshold. The City threshold continues to maximize low VMT areas for OD VMT/SP, however, the SGVCOG baseline is both consistent with OPR Guidelines for work-based VMT and slightly improves it for home-based VMT.

The table below reflects the SGVCOG rather than the City threshold for employment and residential projects, which results in two fewer red areas and two more yellow areas for homebased VMT, as reflected in Table 3 and in the maps.

Table 3: Comparison of Low VMT Areas (Adopted VMT Baseline vs. Alternative Baseline Option) Region/City OD VMT/SP VMT/Capita VMT/Employment OD VMT/SP VMT/Capita VMT/Employment SGVCOG 34.03 24.10 39.23 28.93 20.49 33.34
Central 32.48 22.30 36.47 27.60 18.95 31.00
Irwindale 41.59 22.89 39.05 35.35 19.46 33.19
Baseline (Threshold) 15% Below Baseline (Threshold)
2023
VMT Type
TAZs that are
better than the
City's Baseline
TAZs 0 to 15%
above the
Baseline
TAZs more
than 15%
above
Baseline
TAZs that are
better than the
City's Baseline
TAZs 0 to
15% above
the Baseline
TAZs more
than 15%
above
Baseline
TAZs that are
better than the
City's Baseline
TAZs 0 to
15% above
the Baseline
TAZs more
than 15%
above
Baseline
OD VMT/SP 0 2 2 0 2 2 0 0 0
VMT/Capita 0 2 4 0 4 2 0 2 -2
VMT/Employee 0 4 3 0 4 3 0 0 0
Adopted Threshold (2020 RTP) Alternative Threshold (2020 RTP) Changes

The 2023 baseline VMT maps reflecting the City’s adopted VMT baseline under both the 2016 and 2020 RPT, as well as the alternative thresholds for consideration are shown in Attachments A-C.

Conclusion
This analysis compares the VMT metric options for CEQA VMT analysis purposes between the 2016 RTP/SCS and 2020 RTP/SCS SCAG regional travel demand model. The following provides takeaways based on this analysis:
• The SCAG regional model changed formats from a “trip-based” model to a “tour-based” activity-based model. This change, along with changes in traffic volumes, transportation behavior and socioeconomic conditions between the 2016 and 2020 RTP/SCS planning documents, resulted in changes to the way average VMT metrics are calculated and the actual VMT results throughout the region.
• A thorough comparison of VMT metrics and changes in the VMT was conducted to understand the implications for CEQA VMT analysis.
• To maximize the number of “low VMT” screening areas, set the most achievable bar for reaching a given threshold, and be consistent with OPR’s guidelines related to low VMT screening for work-based VMT, the following VMT metrics are suggested:
o Mixed Use/Retail/Other: Retain the threshold of 15% below the OD VMT/Service Population of the City.
o Residential Projects: Amend the threshold to 15% below the VMT/Capita for the SGVCOG.
o Employment Projects: Amend the threshold to 15% below the VMT/Employee for the SGVCOG.

Next Steps
The findings for each participating SGVCOG city will be evaluated by each city to determine if the thresholds should be changed. Changing the thresholds will require City Council approval.

Attachments
• Attachment A: 2023 Baseline OD/SP VMT Maps
• Attachment B: 2023 Baseline Home-Based Work VMT Maps
• Attachment C: 2023 Baseline Home-Based VMT Maps

SGVCOG VMT Tool Update
December 3, 2023

Attachment A
OD/SP VMT Maps

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 OD VMT per Service Population from
2016 RTP Model with Adopted Threshold
Irwindale
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
Irwindale

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 OD VMT per Service Population from
2020 RTP Model with Adopted Threshold
Irwindale
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
Irwindale

Attachment B
Home-Based VMT Maps

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 Home-based VMT per Capita from
2016 RTP Model with Adopted Threshold
Irwindale
No Population
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
Irwindale

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 VMT per Capita from
2020 RTP Model with Adopted Threshold
Irwindale
No Population
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
Irwindale

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 VMT per Capita from
2020 RTP Model with Alternative Threshold
Irwindale
No Population
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
Irwindale

Attachment C
Work-Based VMT Maps

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 Home-based Work VMT per Employee from
2016 RTP Model with Adopted Threshold
Irwindale
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
Irwindale

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 VMT per Employee from
2020 RTP Model with Adopted Threshold
Irwindale
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
,UZLQGDOH

Santa Fe Dam
Rec. Area
·210
∙39
%&605
2023 VMT per Employee from
2020 RTP Model with Alternative Threshold
Irwindale
Less than 15% below regional average
0 to 15% below regional average
Higher than regional average
,UZLQGDOH

Item #19.E.

Date: July 10, 2024
To: Honorable Mayor and Members of the City Council
From: Julian A. Miranda, City Manager
Issue: Award of Contract for On-Call As-Needed Geotechnical Engineering and Engineering Geology Services Associated with Remediation & Land Development of Mine Sites not subject to SMARA, and Review of Site-Specific Geotechnical Reports Prepared in the Context of Building Code Chapter 18 for Land Development Project City Manager's Recommendation:

That the City Council approve and authorize the City Manager to execute an agreement with Geo-Logic Associates, Inc. for On-Call As-Needed Geotechnical Engineering and Engineering Geology Services Associated with Remediation & Land Development of Mine Sites not subject to SMARA, and Review of Site-Specific Geotechnical Reports Prepared in the Context of Building Code Chapter 18 for Land Development Project in the amount not-to-exceed $350,000.

Administrative Action:

Submitted / Prepared by:

Eddie Chan, Director of Engineering/Building Official
Reviewed by:

Adrian R. Guerra, City Attorney
Kambiz Borhani, Finance Director / City Treasurer
Approved by:

Julian A. Miranda, City Manager

Background and Analysis:

Current and former open-pit sand and gravel mines encompass about thirty-nine percent (39) of the land area in Irwindale. Some of these mine sites are subject to the provisions of the Surface Mining and Reclamation Act (SMARA) while others are not. The City's vision for the future of Irwindale includes: 1) As mining is completed, converting existing and former mine sites into developable property, and 2) Redeveloping other former mine sites that currently have only basic land uses for higher and more productive land uses. To achieve this vision, these development and redevelopment projects must properly consider the difficult soil and geology issues at these sites. This in turn requires careful geotechnical engineering and engineering geology practices by the mining companies and land developers, along with thorough City regulatory review, approval, and permitting processes.

The scope of services for this on-call as-needed consultant service includes, but is not limited to the following:

A. For remediation and land development of former mine sites not subject to SMARA:
a. Provide geotechnical input to the CEQA and land use entitlement processes b. Review and comment on land use entitlements for future mining operations and prepare Conditions of Approval for such land use entitlements. c. Attend the City’s Planning Commission and the City Council meetings on an asneeded basis. d. Review geotechnical reports and other documents submitted as part of applications for grading permits
e. Monitor grading activities, including regular site visits f. Review quarterly and annual reports of grading
g. Assist the Director of Engineering with enforcement of the various Irwindale mining Guidelines, Bulletins, and Building Code Appendix J h. Review final reports for completed grading projects including settlement monument data and requests to close grading permits
i. Assist Los Angeles County Department of Public Works GMED with issues related to the enforcement of Irwindale Guidelines, Bulletins and Building Code provisions B. For site-specific geotechnical reports prepared in the context of the requirements outlined in Building Code Chapter 18 at all current and former mine sites regardless of SMARA status:
a. Review site-specific geotechnical reports prepared in the context of Building Code Chapter 18. These reports include those for proposed development as well as for mining-related structures at active mine sites.
b. Assist the Los Angeles County Department of Public Works GMED division with issues related to enforcement of the Irwindale Guidelines and Bulletins, and with the Building and Safety Division regarding implementation of geotechnical design recommendations into building and infrastructure permits
Services will be provided only for projects being reimbursed by the applicant, or paid for by a deposit from the applicant and will not be used for any other purpose.

On April 9, 2024, staff issued an RFP for the On-Call As-Need Geotechnical Engineering and Engineering Geology Services Associated with Remediation & Land Development of Mine Sites not subject to SMARA, and Review of Site-Specific Geotechnical Reports Prepared in the Context of Building Code Chapter 18 for Land Development Project. The RFP was advertised in the San Gabriel Valley Tribune on April 15, 2024. The final submission date for proposals on PlanetBids was April 30, 2024, at 5:00 pm. The City received three (3) proposals from qualified firms with the following results:

CONSULTANT RANKING
GLA 1
UES 2
SLR 3
Irwindale Municipal Code (IMC) 3.44.020. The Definition of “Services” exempts professional or other contractual services for which the procedure for procurement is specifically provided by law or approved city procedures or are in their nature unique and not subject to competition.

The City has adopted a Purchasing Policy, which sets forth the procurement process for Professional Services. City staff have complied with Irwindale Purchasing Policy Section 5 Professional Consultant Selection requirements such that the contract is exempt from the centralized purchasing requirements of IMC Chapter 3.44, per IMC sections 3.44.060 and

3.44.080(D).

Staff evaluated each proposal received by ranking each consultant based on technical competency, project understanding, experience, staff qualifications, and availability. GeoLogic Associates, Inc. (GLA) was determined to be the most qualified firm with extensive experience in Geotechnical engineering and Engineering Geology services provided to the City of Irwindale and by other public agencies. GLA’s qualification is based on their ability to consistently meet reporting deadlines; provide complete, technically credible, and defensible reports; and complete work within the contracted budget.

Staff recommends the City Council approve and authorize the City Manager to execute an agreement with Geo-Logic Associates, Inc. for On-Call As-needed Geotechnical Engineering and Engineering Geology Services Associated with Remediation & Land Development of Mine Sites not subject to SMARA, and Review of Site-Specific Geotechnical Reports Prepared in the Context of Building Code Chapter 18 for Land Development Project. The fee schedule and agreement will be reviewed as part of the City’s annual budget review process as necessary.

The attached contract agreement has been reviewed and approved as to form by the City Attorney’s office.

Fiscal Impact:

None. Funding for this Agreement will be deducted from deposits provided to the City from the respective current and/or future applicant(s) of private development projects.

Attachments:

1. Attachment B – Contract Agreement with Geo-Logic Associates, Inc.

AGREEMENT FOR CONTRACT SERVICES
By and Between

CITY OF IRWINDALE
and
GEO-LOGIC ASSOCIATES, INC.

01005.0001/762495.2 -1-

AGREEMENT FOR CONTRACT SERVICES BY AND
BETWEEN THE CITY OF IRWINDALE AND GEO-LOGIC ASSOCIATES, INC.

This AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this 10th day of June, 2024 by and between the CITY OF IRWINDALE, a California Charter city and municipal corporation (“City”) and Geo-Logic Associates, Inc., a California corporation, located at 2777 East Guasti Road, Suite 1 Ontario, California 91761 (herein “Consultant”). City and Consultant are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “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. Consultant, 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 City to perform those services.

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

D. The Parties desire to formalize the selection of Consultant 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. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, Consultant shall provide those services specified in the “Scope of Services” 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 City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant 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

01005.0001/762495.2 -2-
professional standards” shall mean those standards of practice recognized by one or more firstclass firms performing similar work under similar circumstances.

1.2 Consultant’s Proposal.

The Scope of Service shall include Consultant’s scope of work or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

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

1.4 Licenses, Permits, Fees and Assessments.

Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant 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 Consultant’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.

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services 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, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Contract Officer.

1.6 Care of Work.

Consultant shall adopt reasonable methods 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 may be caused by City’s own negligence.

01005.0001/762495.2 -3-

1.7 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.

1.8 Additional Services.

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 Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.9 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 Consultant 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 Three Hundred and Fifty Thousand and 00/100 Dollars ($350,000.00) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8.

01005.0001/762495.2 -4-

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 contract retention; (iii) payment for time and materials based upon Consultant’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 Consultant at all project meetings reasonably deemed necessary by City.

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

2.4 Invoices.

Each month Consultant 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, Consultant is certifying compliance with all provisions of the Agreement. The invoice 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. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by Consultant 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 Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.

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

01005.0001/762495.2 -5-
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.

Consultant 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 Consultant, 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 Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including City, if Consultant 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 Consultant be entitled to recover damages against City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section.

3.4 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 three (3) years 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 Consultant.

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

Brian Constant Principal Engineer, Geo-Logic Associates, Inc (Name) (Title)

01005.0001/762495.2 -6-
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 foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant’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 Consultant.

Consultant 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. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant’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. Consultant expressly waives any claim Consultant may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be the City Manager [or such person as may be designated by the Assistant City Manager]. It shall be Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and Consultant 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 City required hereunder to carry out the terms of this Agreement.

4.4 Independent Consultant.

Neither City nor any of its employees shall have any control over the manner, mode or means by which Consultant, 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 Consultant’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant 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. Consultant 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

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Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, 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 Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City:
(a) General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit.
(b) Worker’s Compensation Insurance. A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by Consultant in the course of carrying out the work or services contemplated in this Agreement.
(c) Automotive Insurance (Form CA 0001 (Ed 1/87) including “any auto” and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability insurance written on a per occurrence for bodily injury and property damage in an amount not less than $1,000,000. Said policy shall include coverage for owned, non-owned, leased, hired cars and any automobile.
(d) Professional Liability. Professional liability insurance appropriate to Consultant’s profession. This coverage may be written on a “claims made” basis, and must include

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coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least five (5) consecutive years following the completion of Consultant’s services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of City submit written evidence of this continuous coverage. (e) Subcontractors. Consultant 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”.
(g) Broader Coverages and Higher Limits. Notwithstanding anything else herein to the contrary, if Consultant maintains broader coverages and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverages and/or higher limits maintained by Consultant.

5.2 General Insurance Requirements.

All of the above policies of insurance shall be primary insurance and shall name City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant’s insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against City, its officers, employees and agents and their respective insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self-insured retention, any additional insured may satisfy the self-insured retention.

All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any Party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to City. In the event any of said policies of insurance are cancelled, Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

No work or services under this Agreement shall commence until Consultant has provided City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name City as additional insured (providing the appropriate endorsement) and shall conform to the following “cancellation” notice:

CANCELLATION:

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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY (30)-DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
[to be initialed] ______________
Consultant’s Initials
City, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant’s activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.3.

In the event Consultant subcontracts any portion of the work in compliance with Section

4.5 of this Agreement, the contract between Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless 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 Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance

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of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Consultant 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) Consultant will promptly pay any judgment rendered against 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 Consultant hereunder; and Consultant agrees to save and hold City, its officers, agents, and employees harmless therefrom;
(c) In the event City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant 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 Consultant hereunder, Consultant agrees to pay to City, its officers, agents or employees, any and all costs and expenses incurred by City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant 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 Consultant in the performance of professional services 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 Consultant and shall survive termination of this Agreement.

5.4 Sufficiency of Insurer.

Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (“Risk Manager”) due to unique circumstances. If this Agreement continues for more than three (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 City, Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the Risk Manager.

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ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies 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 three (3) years following completion of the services hereunder, and City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the books and records may be given to City, and access shall be provided by Consultant’s successor in interest. Notwithstanding the above, Consultant shall fully cooperate with City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Consultant 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. Consultant hereby acknowledges that City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant 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 Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant 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 Consultant, 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 Consultant 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 Consultant will be at City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to

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City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. 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 City.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant 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) Consultant, 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 Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, 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 Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. 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 Consultant 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.

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7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant 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 Consultant is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of City to give notice of Consultant’s default shall not be deemed to result in a waiver of City’s legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant (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 Consultant’s acts or omissions in performing or failing to perform Consultant’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 Consultant, 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 Consultant 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 Consultant 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

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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, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

7.7 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. City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, Consultant 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 City, the period of notice may be such shorter time as Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where Consultant has initiated termination, Consultant 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 Consultant has initiated termination, Consultant 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.

7.8 Termination for Default of Consultant.

If termination is due to the failure of Consultant 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 Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of set-off or partial payment of the amounts owed City as previously stated.

7.9 Attorneys’ Fees.

If either Party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing Party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any

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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.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

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

8.2 Conflict of Interest.

Consultant 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 Consultant’s performance of services under this Agreement. Consultant 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. Consultant 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 City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. Consultant 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.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant 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.

Consultant 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 Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement,

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and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant 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 City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Irwindale, 5050 N Irwindale Ave, Irwindale, CA 91706 and in the case of Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 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 and Electronic Signatures.

This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument. The words “execution,” “signed,” “signature,” and words of like import in this Agreement or in any other certificate, agreement or document related to this Agreement, shall include images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures (including, without limitation, DocuSign and AdobeSign). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paperbased record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the California Uniform Electronic Transactions Act and any other applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code.

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

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of this Agreement shall be valid unless made in writing and approved by Consultant 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 “non-interests” pursuant to Government Code Sections 1091 or 1091.5. Consultant 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.

Consultant 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. Consultant 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.

Consultant’s Authorized Initials _______

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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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY IRWINDALE, a municipal corporation
Julian Miranda, City Manager
ATTEST:

Laura Nieto, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Adrian R. Guerra, City Attorney
CONSULTANT:

GEO-LOGIC ASSOCIATES, INC., a California
corporation
By:

Name:

Title:

By:

Name:

Title:

Address: 2777 East Guasti Road, Suite 1
Ontario, California, 91761
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

01005.0001/762495.2

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On __________, 2024 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

01005.0001/762495.2

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On __________, 2024 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

01005.0001/762495.2 A-1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant will perform the following Services:

A. For remediation and land development of former mine sites not subject to SMARA:
i. Provide geotechnical input to the CEQA and land use entitlement processes.
ii. Review and comment on land use entitlements for future mining operations and prepare Conditions of Approval for such land use entitlements.
iii. Attend the City’s Planning Commission and the City Council meetings on an as-needed basis.
iv. Review geotechnical reports and other documents submitted as part of applications for grading permits.
v. Monitor grading activities, including regular site visits. vi. Review quarterly and annual reports of grading.
vii. Assist the Director of Engineering with enforcement of the various Irwindale mining Guidelines, Bulletins, and Building Code Appendix J. viii. Review final reports for completed grading projects including settlement monument data and requests to close grading permits.
ix. Assist Los Angeles County Department of Public Works GMED with issues related to the enforcement of Irwindale Guidelines, Bulletins and Building Code provision.s
B. For site-specific geotechnical reports prepared in the context of the requirements outlined in Building Code Chapter 18 at all current and former mine sites regardless of SMARA status:
i. Review site-specific geotechnical reports prepared in the context of Building Code Chapter 18. These reports include those for proposed development as well as for mining-related structures at active mine sites. ii. Assist the Los Angeles County Department of Public Works GMED division with issues related to enforcement of the Irwindale Guidelines and Bulletins, and with the Building and Safety Division regarding implementation of geotechnical design recommendations into building and infrastructure permits.

01005.0001/762495.2 A-2
II. As part of the Services, Consultant will prepare and deliver the following tangible work products to City:

A. Reports as determined by City.

III. All work product is subject to review and acceptance by City, and must be revised by Consultant without additional charge to City until found satisfactory and accepted by City.

IV. Consultant will utilize the following personnel to accomplish the Services:

A. Brian Constant, PE, GE, as Principal in Charge and lead Technical Reviewer B. Mark Vincent, PG, CEG, in charge of office operations C. Luis Mariscal, PE, in charge of field operations
D. Jason Hefner, PE, additional office support
E. Neven Matasovic, PHD, PE, GE., additional support for technical review

01005.0001/762495.2 B-1
EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
[Not Applicable]

01005.0001/762495.2
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall perform the Services at the billing rates for Consultant’s personnel, attached hereto as Exhibit “C-1”.

II. On-Call Services:

Consultant will assist the City in performing on-call private development review and plan check services. Services will be provided only for projects being reimbursed by the applicant, or paid for by a deposit from the applicant and will not be used for any other purpose. Mr. John M. Hower is hereby designated as being the principal and representative of Consultant authorized to act in his behalf with respect to the work and services specified herein and make all decisions in connection therewith.

For the services rendered pursuant to this Agreement, GEO-LOGIC ASSOCIATES, INC. shall be compensated at a not-to-exceed total Contract Sum of Three Hundred and Fifty Thousand and 00/100 Dollars ($350,000.00) as provided in Section 2.1 of this Agreement. The fee schedule and Agreement will be reviewed as part of the City’s annual budget review process as necessary.

The Contract Sum is inclusive of all costs and expenses, unless pre-approved by the City in writing.

Payments for services shall be made within forty-five (45) days of receipt of GEO-LOGIC ASSOCIATES’ invoice.

III. City will compensate Consultant 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.

IV. The total compensation for the Services shall not exceed $350,000 as provided in Section 2.1 of this Agreement.

C-2
01005.0001/762495.2
EXHIBIT C-1
CONSULTANT’S BILLING RATES

C-2
01005.0001/762495.2

01005.0001/762495.2 D-1
EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all Services timely in accordance with the schedule to be developed by Consultant and subject to the written approval of the Contract Officer and the City Attorney’s office.

II. 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 three (3) years. At the City’s sole election, the term of this Agreement may be extended by one (1) additional twelve-month (12) period following written notice issued by the City Engineer. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.

Item #19.F.

Date: July 10, 2024
To: Honorable Mayor and Members of the City Council
From: Julian A. Miranda, City Manager
Issue: Award of Contract for Street Light Relocations on Irwindale Road City Manager's Recommendation:

That the City Council approve and authorize the City Manager to enter into a public works maintenance contract agreement to relocate the street lights on Irwindale Road.

Administrative Action:

Submitted/Prepared by:

Elizabeth Rodriguez, Public Services Director
Reviewed by:

Adrian R. Guerra, City Attorney
Kambiz Borhani, Finance Director / City Treasurer
Approved by:

Julian A. Miranda, City Manager
Background and Analysis:

As part of the Metro Gold Line Foothill Expansion Project from Pasadena to Azusa and the construction requirements for the Irwindale Gold Line Station, Foothill Transit Constructors were required to install

street lights along the west side of Irwindale Road, which provides a path of travel to Irwindale Avenue.

The installation of these street lights were based on the approved construction plans which called for the light poles to be installed on the easterly portion of the sidewalk, closest to the curb. The construction was completed at the end of September 2015 and passenger service for the Irwindale Gold Line Station began on March 5, 2016. Since the operation of the Irwindale Gold Line, these street lights have been hit and knocked down by unknown vehicles numerous times. The damage to these street light poles was so significant that completely new poles were required to be ordered. These new poles and repairs have been costly to the City. Ordering, installing, and making repairs to the electrical is a time-consuming process, and it will take a few months for the City to even receive the new poles.

As such, staff recommends these poles be relocated to the westerly portion of the sidewalk to provide more space and protection from further damage.

The Public Works Services Department issued a Request for Quotations (RFQ) for Street Light Relocations on Irwindale Road on Wednesday, May 15, 2024. A notice was posted at City Hall, the Library, at the Post Office, and in the San Gabriel Valley Tribune on May 17, 2024. The RFQ was uploaded to both the City’s website and PlanetBids. Both sites distributed the Notice of RFQ to vendors registered on each website. The RFQ required companies to submit a letter of introduction, how they would provide scope of services, past record of performance, capacity of firm, list of licenses, description of their quality assurance/control program, ability to meet insurance and bonding requirements, and their proposed project budget and pricing.

The Public Services Department accepted questions until Tuesday, June 4, 2024, at 5 p.m. There was one addendum issued on Thursday, June 6, 2024.

RFQs were due on Thursday, June 13, 2024, at 5:00 p.m. in person or via PlanetBids. There were a total five (5) bids submitted. The RFQs were evaluated based on experience, capacity of firm, and pricing.

The results of the RFQ evaluations are outlined below.

Contractors Bid (Lump Sum)
1 Metrocell Construction, Inc. $45,168
2 California Professional Engineering,
Inc.
$95,200
3 Crosstown Electrical & Data, Inc. $98,924
4 MC Electric $111,300
5 Skervitek Electric, Inc. $349,071

Metrocell Construction was deemed the most qualified and experienced contractor for this project.

Staff reached out to Metrocell Construction’s references, and they received great reviews. Therefore, staff recommends the award of contract to Metrocell Construction.

Fiscal Impact:

Sufficient funds are available in the Fiscal Year 2024/2025 Budget under Public Works Contract Account Number 01-57-570-42360-0000.

Attachments:

1. 07-01-2024 Award of Contract for Street Lights Relocations for Irwindale Road - CONTRACT

CITY OF IRWINDALE

PUBLIC WORKS AGREEMENT FOR
STREET LIGHT RELOCATIONS ON IRWINDALE ROAD; L-320

PUBLIC WORKS CONSTRUCTION CONTRACT AGREEMENT
BETWEEN THE CITY OF IRWINDALE AND METROCELL CONSTRUCTION, INC.

THIS PUBLIC WORKS AGREEMENT (“Agreement”) is made and entered into this 10TH day of July, 2024, by and between the City of Irwindale, a California charter city (“City”) and Metrocell Construction, Inc., a California corporation (“Contractor”). City and Contractor may be referred to, sometimes individually or collectively, as “Party” or “Parties.”

RECITALS
A. The City desires to retain Contractor, on an independent contractor basis, to perform services for public works, as more particularly described below.

B. Contractor represents that it is fully qualified to perform such services by virtue of its experience and the training, education and expertise of its principals and employees.

C. Pursuant to the City of Irwindale Municipal Code and California state law, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Contractor for performance of the services and desire that the terms of that performance be as particularly defined and described herein.

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

AGREEMENT
ARTICLE 1. CONTRACTOR SERVICES

1.1 Scope of Work.

The Contractor shall perform all of the work, furnish all labor, materials, equipment, tools, utility services, and transportation, and comply with all of the specifications and requirements in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference.

The Scope of Services shall include Contractor’s Proposal or Bid Documents submitted for the project entitled Street Light Relocations on Irwindale Road (“Project”). All such work shall be performed in a good and workmanlike manner, as reasonably determined by the City, and shall be performed in compliance with all local, state, and federal laws and regulations. As used herein, “Proposal” or “Bid Documents” refers to all of the documents included in the solicitation of bids for the Project, including but not limited to, the Invitation for Bids, Instructions to Bidders, Bid or

Bid Proposal, Contract Documents, Special Provisions, Technical Provisions, Construction Plans, Standard Plans, Drawings, Reference Specifications, all applicable permit requirements, any addenda, and any other documents included, referenced, or incorporated therein. The Bid Documents are incorporated into this Agreement and made part hereof. In the event of any conflict between the terms of the Bid Documents and this Agreement, the terms of this Agreement shall govern.

1.2 Incorporation of Green Book.

The provisions of the 2021 Edition of the Standard Specifications for Public Works Construction, as updated by errata, (“Greenbook”) are incorporated herein, except as explicitly modified by the Bid Documents. In the event of any conflict between the provisions of the Greenbook and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Labor and Wage Laws.
(a) Public Work. The Parties acknowledge that the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation. (b) Registration with DIR. Pursuant to Labor Code section 1771.1, Contractor and all subcontractors must be registered with, and pay an annual fee to, the DIR prior to and during the performance of any work under this Agreement. (c) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the DIR determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement. If this Agreement is subject to the payment of federal prevailing wages under the Davis-Bacon Act (40 U.S.C. § 3141 et seq.), then Contractor shall pay the higher of either the state for federal prevailing wage applicable to each laborer.
(d) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor.
(e) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep

accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (f) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable 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.
(g) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day’s work. Contractor shall comply with and be bound by Labor Code Section 1810.
(h) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(i) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”
(j) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor’s compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor’s compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a

periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.4 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.

1.5 Familiarity with Work.

By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the scope of work to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder.

1.6 Discovery of Unknown Conditions.
(a) Pursuant to Public Contract Code section 7104, Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface or latent physical conditions at the site, materially different from those indicated by information about the site made available to bidders prior to the deadline for submitting bids on the project; or (iii) unknown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement.
(b) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ, or do involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the work, shall issue a change order in accordance with this Agreement.
(c) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor’s cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by

contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.

1.7 Unidentified Utilities.

To the extent required by Government Code section 4215, City will compensate Contractor for the cost of locating, repairing damage not due to the failure of Contractor to exercise reasonable care, and removing or relocating utility facilities not identified by City in the Bid Documents with reasonable accuracy, and for equipment on the project necessarily idled during such work. Nothing herein shall be deemed to require City to indicate the presence of existing service laterals or appurtenances whenever the presence of such utilities on the project site can be inferred from the presence of other visible facilities, such as buildings, meters, and junction boxes, on or adjacent to the site of the construction; provided, however, nothing herein shall relieve City from identifying main or trunklines in the plans and specifications. If Contractor, while performing the work, discovers utility facilities not identified by City in the plans or specifications, Contractor shall immediately notify City and the utility in writing. This Agreement is subject to Government Code sections 4126 through 4216.9. Contractor must notify utilities and obtain an identification number before excavation or be subject to liability for damages to subsurface installations.

1.8 Trench Excavation.

Pursuant to Labor Code section 6705, if this Agreement is for more than $25,000 and requires the excavation of any trench or trenches five feet or more in depth, Contractor shall submit, in advance of such excavation, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. The plan shall be reviewed and accepted by the City, or a registered civil or structural engineer employed by the City to whom authority has been delegated, prior to the excavation. If the plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. This section shall not be deemed to allow the use of a shoring, sloping, or protective system less effective than that required by the Construction Safety Orders. This subsection shall not be construed to impose tort liability on the City or any of its employees. Full compensation for sheeting, shoring, bracing, sloping, and all other provisions required for worker protection shall be considered as included in the contract price shown in the appropriate Bid Item, and no additional compensation will be allowed therefor.

1.9 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.

1.10 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.

1.11 Additional Work and Change Orders.
(a) City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the City’s Director of Public Works Engineering or City Engineer, or either of their designees, to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor (“Change Order”).

All Change Orders must be signed by the Contractor and City’s Director of Public Works Engineering or City Engineer, or either of their designees, prior to commencing the extra work thereunder.
(b) Any increase in compensation of up to twenty percent (20%) of the Contract Sum or any increase in the time to perform of up to one hundred eighty (180) working days and

which are not detrimental to the Work or to the interest of the City, may be approved by the City’s Director of Public Works Engineering or City Engineer, or either of their designees. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Contractor’s Bid. If the rates in the Contractor’s Bid do not cover the type of work in the Change Order, the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and City’s Director of Public Works Engineering or City Engineer, or either of their designees. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed, to the satisfaction of the City, as follows:
(i) Labor: The cost of labor shall be the actual cost for wages of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted.
(ii) Materials and Equipment: The cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done, whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order. The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation, if applicable; description of other City authorized services and expenditures in such detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City’s sole and absolute discretion, waive the Contractor’s rights for that day. (d) It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Work. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors.
(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.

1.12 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.