Livingston City Council
July 16, 2024

CITY COUNCIL SPECIAL AND REGULAR MEETING
AGENDA
JULY 16, 2024
SPECIAL MEETING: 6:00 P.M. – 7:00 P.M
REGULAR MEETING: 7:00 P.M.

WE ENCOURAGE ALL MEMBERS OF THE PUBLIC TO PARTICIPATE IN THE MEETING VIA TELECONFERENCE BY CALLING (520) 525-8911. ANY MEMBER OF THE PUBLIC

PARTICIPATING VIA TELECONFERENCE WILL BE GIVEN THE OPPORTUNITY TO PROVIDE PUBLIC COMMENT.

ADDITIONALLY, THE REGULAR MEETING WILL BE STREAMED ON YOUTUBE LIVE https://www.youtube.com/channel/UCB_ZmQZIHELh-ECEPZ2VwZg Notice is hereby given that the City Council will hold a Special and Regular Meeting on July 16, 2024, at the City Council Chambers, 663 Main Street, Livingston, California. Assistance will be provided to those requiring accommodations for disabilities in compliance with the Americans with Disabilities Act of 1990. Persons requesting accommodation should contact the Deputy City Clerk at least 24 hours prior to this meeting at (209) 394-8041, Ext. 121. Any writings or documents pertaining to an Open Session item provided to a majority of the members of the legislative body less than 72 hours prior to the meeting shall be made available for public inspection by email if requested. Public comments can be submitted via emailed at [email protected]. Comments must be received by 2:00 p.m. on the day of the City Council meeting in order for them to be distributed to the Council prior to consideration of the matter. You will need to provide: Meeting date, item number, name, email and comment (please limit to 300 words or 3 minutes). Please include: PUBLIC COMMENT in the subject for the email.

Written comments will not be read aloud at the meeting, but will be reported as received for the record.

If you do not receive an acknowledgement of receipt by 4:00 p.m., please call the City Clerk’s Office at (209) 394-8041, Ext. 121 (Note: This technology is not a guaranteed method).

SPECIAL MEETING

1. Call to Order

2. Roll Call

3. Pledge of Allegiance.

4. Moment of Silence – First Responders and Military Members.

5. Citizen Comments

CLOSED SESSION
A “Closed” or “Executive” Session of the City Council or the Successor Agency to the Redevelopment Agency of the City of Livingston may be held in accordance with state law which may include, but is not limited to, the following types of items: personnel matters, labor negotiations, security matters, providing instructions to real property negotiators, conference with legal counsel regarding pending litigation. The Closed Session will be held in the City Council Chambers located at 663 Main Street, Livingston, California. Any public comment on Closed Session items will be taken before the Closed Session. Any required announcements or discussion of Closed Session items or actions following the Closed Session will be made in the City Council Chambers, 633 Main Street, Livingston, California.

6. Conference with Labor Negotiator
(Government Code Section 54957.6)
Labor Negotiator: Christopher Lopez, Interim City Manager Employee Organizations:

OE3- Clerical Bargaining Unit
OE3 - Police Supervisory Employees Association.

OE3 - Management/Confidential Bargaining Unit
OE3 - Livingston Police Officer Association
AFSCME- Public Works and Park Unit

REGULAR MEETING
CALL TO ORDER Next Resolution No.: 2024-43
Next Ordinance No.: 656
Pledge of Allegiance.

Moment of Silence – First Responders and Military Members.

Roll Call.

Closed Session Announcement.

Changes to the Agenda.

CITIZEN COMMENTS
This section of the agenda allows members of the public to address the City Council on any item NOT on the agenda.

Members of the public, when recognized by the Mayor, should come forward to the lectern, and identify themselves.

Comments are normally limited to three (3) minutes. In accordance with State Open Meeting Laws, no action will be taken by the City Council this evening.

ANNOUNCEMENTS AND REPORTS
Supervisor Rodrigo Espinoza Announcements and Reports.

City Staff Announcements and Reports.

City Manager Announcements and Reports.

City Council Members’ Announcements and Reports.

Mayor’s Announcements and Reports.

Robert Wallis
• City Council Alternate Liaison - Parks, Recreation and Arts Commission – Vacant • Merced Integrated Regional Water Management Plan (MIRWMA) – Vacant, Representative and Jason Roth, Alternate Representative.
• Central Valley Division League of California Cities – Maria Soto, Representative and Vacant, Alternate.

Jason Roth
• City Council Liaison - Livingston Planning Commission – Jason Roth • Special City Selection Committee of the San Joaquin Valley Air Pollution Control Board – Jason Roth, Representative and Gurpal Samra, Alternative.
• Merced Integrated Regional Water Management Plan (MIRWMA) – Vacant, Representative and Jason Roth, Alternate Representative.

Maria Soto
• Merced County Local Agency Formation Commission (LAFCO) – Maria Soto, Representative. • Central Valley Division League of California Cities – Maria Soto, Representative and Jason Roth, Alternate.

Gurpal Samra
• Merced County Mosquito Abatement District Board of Directors – Gurpal Samra, Representative and Jason Roth, Alternate.

Jose Moran
• Merced County Association of Governments (MCAG) Governing Board – Jose Moran, Representative and Gurpal Samra, Alternate.
• City Council Liaison - Parks, Recreation and Arts Commission – Jose Moran. • Utility Stakeholders Committee – Jose Moran and Gurpal Samra.

CONSENT AGENDA
Items on the Consent Calendar are considered routine or non-controversial and will be enacted by one vote, unless separate action is requested by a member of the public, the City Manager or City Council Member. There will be no separate discussion of these items unless members of the public, City Council or City Manager request that specific items be removed. Public comment on consent agenda items shall be limited to three (3) minutes per-person regardless of the number of items contained within the consent agenda.

1. RATIFY CHECK WARRANTS
Ratify Warrant Register Dated July 11, 2024.

2. Consideration of a Resolution Ratifying Emergency Equipment Procurement and Repairs to Well 13; 1) Approve the Emergency Procurement of a New Variable Frequency Drive from Telstar Instruments in the Amount of $25,280.00; 2) Approve Emergency Service Call to Tesco Controls in the Amount of $7,906.25; 3) Authorize the Interim City Manager to Execute All Required Documents. Staff Recommendation: Approve Resolution.

3. Consideration of a Resolution to Accept BID and Award a Contract to Resource Development Company for the Sludge Thickener Installation Project at the Wastewater Treatment Plant and Authorizing the Interim City Manager to Execute the Agreement. Staff Recommendation: Approve Resolution.

4. Consideration of a Resolution Approving Amendment Number One to an Employment Agreement Between the City of Livingston and Anthony Chavarria. Staff Recommendation: Approve Resolution.

5. Consideration of a Resolution Authorizing Interim City Manager to Execute a Professional Services Agreement with Bob Murray & Associates for City Manager Recruitment Services. Staff Recommendation: Approve Resolution.

DISCUSSION AND POTENTIAL ACTION ITEMS

6. Discussion and Direction Regarding Economic Development.

7. Discussion and Direction Regarding Main Street Banner Permits and Installation.

8. Consideration of a Resolution Authorizing the Interim City Manager to Execute a Memorandum of Understanding (MOU) with Merced County for Stop Gap Funding in an Amount Not to Exceed $90,000. Staff Recommendation: Approve Resolution.

9. Discussion and Make City Council Appointments to City Boards, Commissions and Committees:
a. City Council Liaison – Parks, Recreation and Arts Commission (Currently: Vacant). b. Merced Integrated Regional Water Management Plan (MIRWMA) (Currently: Vacant, Representative and Jason Roth, Alternate Representative).

COUNCIL DIRECTION ON FUTURE AGENDA ITEMS

ADJOURNMENT

AGENDA ITEM:

MEETING DATE:

STAFF REPORT
Warrant Register July 11, 2024
July 16, 2024
PREPARED BY:

REVIEWED BY:

Nancy Fuentes, Accounting Technician
Christopher Lopez, Interim City Manager
RECOMMENDATION:

Ratify the warrant register dated July 16, 2024
DISCUSSION:

Government Code sections 37208(b) and 37209 provide that accounts payable warrants or checks drawn in payment of demands certified or approved by the finance director as conforming to a budget approved by ordinance or resolution of the legislative body need not be audited by the legislative body prior to payment.

In addition, Government Code section 37208(a) provides that payroll warrants or checks need not be audited by the legislative body prior to payment. Payrolls shall be presented to the legislative body for ratification and approval at the first meeting after delivery of the payroll warrants or checks. The sum total of any payroll checks issued within the week prior to the date of the check register is also noted on the accompanying check register.

The following checks have been certified to be in accordance with the City's approved budget.

The checks have been issued and the check register is presented to the City Council for ratification:

May 31, 2024- July 11, 2024
GENERAL WARRANTS ......................... $ 1,359,709.24 11322-11547 PAYROLL/WIRE WARRANTS ................. $ 696,876.54 3199-3268 TOTAL WARRANTS .............................. $ 2,056,585.78 ATTACHMENTS:

Warrant Register (detailed by date and check number)
1

Accounts Payable
Checks by Date - Summary by Check Date
User: nfuentes
Printed: 7/12/2024 8:48 AM
Check No Vendor No Vendor Name
11322 422 U.S. Bank Corporate Payment Systems
11323 1166 Irma Aguilar
11324 1485 Marcela Aguilar
11325 250 Alhambra
11 326 678 Allstar Fire Equipment, Inc.
11327 253 AT&T
11328 566 Barton Overhead Door, Inc.
11 329 193 BSK Associates
11330 1489 California Association of Code Enforcemen
11 331 272 Charter Communications Holdings, LLC
11332 1488 City of Atwater
11 333 29 1 City of Livingston c/o L &L District lrrigati 11334 1239 Clark Pest Control of Stockton, Inc.

I 1335 1375 Arcelia Cruz
11336 1308 CSG Consultants, Inc.
11337 1486 Celia Del Toro
11 338 1481 Viviana Diaz
11339 3 19 Division o f The State Architect
11 340 163 EZ Auto Supply
11 341 641 Ferguson Enterprises LCC #686
11342 1479 Ferguson Waterworks #2777
11343 1410 FFP Fund Vil TEI Partnership I, LLC
11344 188 Frontier
11345 387 Frontier Communications Corp Frontier Co
11346 164 Garza Tire & Wheel, Inc
11347 262 Gilton Solid Waste
11348 1482 Gustavo Gomez
11 349 795 Maria G. Guillen
11350 811 Pete Hulse, DVM, Pa Hilmar Animal Hospi
11 35 1 358 Hilmar Ready Mix Rockery Nursery, LLC
11352 267 Hoffman Security
11 353 501 Hunt & Sons, LLC
11354 149 1 Oscar Ibarra Rosas
11 355 52 1 Jim Brisco Enterprises, Inc.
11356 3 18 La Rue Communications
I 1357 675 Lance, Soll & Lunghard, LLP
11 358 268 Language Line Services, Inc.
11 359 46 1 LEAF
11 360 1487 Rosa Lopez
11 361 1484 Gricelda Mendoza
11 362 269 Merced Pest Control
11 363 389 Mid Valley IT
11 364 952 Liberato Millan
11 365 180 Mission Linen Service
AP Checks by Date - Summary by Check Date (7/12/2024 8:48 AM) Check Date
06/ 10/2024
City of Livingston
1416 C Street
Livingstonl CA 95334
Total for 6/10/2024:
06/14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/14/2024
06/14/2024
06/ 14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/14/2024
06/ 14/2024
06/ 14/2024
06/ 14/2024
06/1 4/2024
06/ 14/2024
06/ 14/2024
06/14/2024
06/14/2024
06/ 14/2024
Check Amount
30,25 1.60
30,251.60
300.00
150.00
6 15.54
5,787.49
236.89
1,539.87
6,324.25
520.00
221.39

70.00 12,666.07
12300

14.29 1, 160.26
150.00
165.00

12.80 45. 10

60.11 584.96
16,183.84
4,446.58
165.59
210.04
188,305.35
150.00
150.00
666.00
969.75
265.90
8,302.26
1,000.00
400.00
2,796.33
10,725.00
402.32
74 1.59
150.00
132.50

80.00 69.00
150.00
561.77
Page I

Check No Vendor No Vendor Name Check Date Check Amount
11366 270 Modern Air Mechanical 06/14/2024 403.00
11367 899 Jose A. Moran 06/14/2024 203.40
11368 459 Municipal Maintenance Equipment 06/14/2024 1,311.04 11369 199 Northstar Chemical 06/14/2024 3,654.28
11370 302 Office Depot, lnc./ODP Business Solutions. 06/14/2024 104.00 11371 UB*02052 PAVEMENT COATl:'.'JGS CO 06/14/2024 718.04 11372 203 PG&E 06/14/2024 49,837.55
11373 303 Price Ford of Turlock 06/14/2024 259.74
11374 1415 Public Opinion Strategies, LLC 06/14/2024 13,000 00 11375 1483 Cristina Quiroz 06/14/2024 150.00
11376 265 Resourceability 06/14/2024 1,552.02
11377 450 S & A Manufacturing 06/14/2024 700.00
11378 407 San Joaquin Valley Air Pollution Control D 06/14/2024 429.00 11379 1330 .lames D Sanders 06/14/2024 400.00
11380 408 Sapien Family Trust 06/14/2024 1,00000
11 381 271 State Water Resources Control Board 06/14/2024 11 6,299.38 11382 1405 Taylor Backhoe Service, Inc. 06/14/2024 1,702.07 11383 1175 UBEO West, LLC 06/14/2024 467.71
11384 366 USABlueBook 06/14/2024 863.88
11385 704 Cindy Valencia 06/14/2024 150.00
11386 1150 Valley 29 Electric, LLC 06/14/2024 1,219.88
11387 314 Valley Coffee & Water 06/14/2024 72. 15
11388 296 Visual Edge IT, Inc 06/14/2024 921.16
11389 287 West Coast Code Consultants, Inc. 06/14/2024 750.00 11390 210 WGR Southwest, Inc. 06/14/2024 555.00
11391 860 Witmer Public Safety Group 06/14/2024 4,069.20 Total for 6/14/2024: 468,563.34
11392 434 AFSCME District Council 57 06/20/2024 1,626.24 11393 397 American Fidelity Assurance Company 06/20/2024 1,10332 11394 393 California State Disbursement Unit 06/20/2024 2,544.88 11 395 612 Livingston Peace Officers Association 06/20/2024 3,930.00 11396 437 Operating Engineers Local 3 06/20/2024 848.00 11397 438 Operating Engineers Local Union No.3 06/20/2024 1,242.00 11398 405 Premier Access Insurance Company 06/20/2024 1,445.70 11399 598 Standard Insurance Company RB 06/20/2024 2,853.22 11400 1284 State of California 06/20/2024 130.16
11401 564 Texas Life Insurance 06/20/2024 275.28
I 1402 608 Vision Service Plan- CA 06/20/2024 568.47
Total for 6/20/2024: 16,567.27
11403 251 ABS Direct, Inc. 06/26/2024 1,261.10
11404 472 Aqua-Metric Sales Company 06/26/2024 4,484.99 11405 282 AT&T Mobility 06/26/2024 2,046.21
11406 928 Atwater Electric 06/26/2024 3,975.00
11407 162 Steve Bassi 06/26/2024 25.00
11408 272 Charter Communications Holdings, LLC 06/26/2024 129.98 11409 1488 City of Atwater 06/26/2024 175.00
11410 1239 Clark Pest Control of Stockton, Inc. 06/26/2024 16300 11411 1495 Gerald Conte 06/26/2024 667.95
11412 283 CoreLogic Solutions, LLC 06/26/2024 200.00
1141 3 1308 CSG Consultants, Inc. 06/26/2024 37,605.75
114 14 293 Department of Justice Accounting Office 06/26/2024 228.00 11415 258 Ewing Irrigation Products, Inc. 06/26/2024 618.72 11416 295 Ferguson Waterworks # 1423 06/26/2024 662.45
AP Checks by Date - Summary by Check Date (7/12/2024 8:48 AM) Page 2

Check No Vendor No Vendor Name Check Date Check Amount
11417 1479 Ferguson Waterworks_ #2777 06/26/2024 2,112.65 11418 449 Fineline Striping 06/26/2024 4,955.00
11419 1151 Jose Flores 06/26/2024 25.00
11420 164 Garza Tire & Wheel, Inc 06/26/2024 2,169.36
11421 356 Gouveia Engineering, Inc. 06/26/2024 42,700.54 11422 501 Hunt & Sons, LLC 06/26/2024 2,304.90
I 1423 1404 Lozano Smith 06/26/2024 12,972.97
11424 615 McClatchy Company LLC 06/26/2024 626.28
11425 278 Merced Irrigation District 06/26/2024 62,450.60 11426 269 Merced Pest Control 06/26/2024 80.00
11427 389 Mid Valley IT 06/26/2024 69.00
11428 180 Mission Linen Service 06/26/2024 72.39
11429 194 Modesto Welding Products 06/26/2024 24.00
11430 635 Normac- Modesto Q6/26/2024 1,3 1136
11431 1147 PAC Machine Company, INC. 06/26/2024 35,536.84 11432 1493 Jose Padilla Martinez 06/26/2024 5,932.50
11433 203 PG&E 06/26/2024 141.95
11434 1437 Precision Emprise LLC 06/26/2024 4,000.00
11435 430 Quadient Finance USA, Inc. 06/26/2024 1,000.00 11436 433 Razzari Ford 06/26/2024 451.89
11437 12 15 Rexel USA, Inc. 06/26/2024 7,664.50
11438 1496 RJMS Corporation 06/26/2024 1,691.50
11439 208 Saenz Pest Control, Inc. 06/26/2024 129.00
11440 1494 Santa Fe Mercados, Inc. 06/26/2024 2,182.50
11441 307 Shred-It, C/0 Stericycle, Inc. 06/26/2024 595.30 11442 671 Natalie Sobalvarro 06/26/2024 150.00
11443 835 Solar Reflections Window Tinting 06/26/2024 259.80 I 1444 323 Springbrook Holding Company LLC 06/26/2024 2,122.00 11445 309 St. Francis Electric 06/26/2024 525.00
11446 1490 The Sherwin-Williams Company 06/26/2024 267.71 11447 1268 Totally Delicious Catering 06/26/2024 875.00 11448 3 10 Totlcom, Inc. 06/26/2024 427.71
11449 284 Trans Union LLC 06/26/2024 263.93
11450 3 13 U.S. Bank Equipment Finance 06/26/2024 366.66 I 145 1 3 14 Valley Coffee & Water 06/26/2024 56.85
11452 1447 Velocity Triple Automotive, Inc 06/26/2024 63,499.36 11453 367 Verizon Wireless 06/26/2024 1,702.36
11454 504 VIP Audio Visual Company, Inc 06/26/2024 1,000.00 11455 818 Renee Waite-Mendonca 06/26/2024 25.00
11456 536 Robert Wallis 06/26/2024 25.00
11457 597 Work Wellness 06/26/2024 162.00
Total for 6/26/2024: 315,1 71.56
I 1458 548 Doras Fashion 07/03/2024 2,237.50
11459 1015 Pyro Spectac 07/03/2024 12,750.00
11460 1504 Radio Merced SMG 07/03/2024 2,500.00
11461 1503 Sounds Remedy, Marcos Flores 07/03/2024 1,000.00 11462 1502 Top Notch Talent, Kelly Allred 07/03/2024 3,000.00 Total for 7/3/2024: 21,487.50
11463 934 Howard Gentry 07/08/2024 1,200.00
Total for 7/8/2024: 1,200.00
AP Checks by Date - Summary by Check Date (7/12/2024 8 48 AM) Page 3

Check No Vendor No Vendor Name Check Date Check Amount
11464 395 Administrative Solution, Inc. 07/09/2024 105.00 11465 434 AFSCME District Council 57 07/09/2024 762.30
11466 396 American Fidelity Assurance 07/09/2024 6,464.92 11467 397 American Fidelity Assurance Company 07/09/2024 1,103.32 11468 393 California State Disbursement Unit 07/09/2024 1,272.44 11469 612 Livingston Peace Officers Association 07/09/2024 1,888.00 11470 438 Operating Engineers Local Union No.3 07/09/2024 1,098.00 11471 405 Premier Access Insurance Company 07/09/2024 3,166.40 11472 1284 State of California 07/09/2024 65.08
11473 564 Texas Life Insurance 07/09/2024 275.28
Total for 7/9/2024: 16,200.74
11474 1442 Absolute Solutions 07/11/2024 5,000.00
11475 1510 Dolores Aguilar 07/11/2024 150.00
11476 1509 Sandra Aguilar 07/ 11 /2024 132.50
11477 1309 Aleshire & Wynder LLP 07/11/2024 82,617.97
11478 250 Alhambra 07/11/2024 501.21
11479 UB*02079 BRANDY ANDRADE 07/11/2024 33938
11480 472 Aqua-Metric Sales Company 07/11/2024 9,314.70 11481 446 Belkorp Ag, LLC 07/11/2024 221.06
11482 1381 Brink's Incorporated 07/11/2024 346. 17
11483 193 BSK Associates 07/11/2024 3,897.00
11484 192 Cal Traffic 07/11/2024 1,809.86
11485 1511 Katia Carrillo-Zapata 07/11/2024 35.00
11486 1287 CED Merced 07/11/2024 3,45339
11487 291 City of Livingston c/o L &L District lrrigati 07/11/2024 18, 109.82 11488 1239 Clark Pest Control of Stockton, Inc. 07/ 11/2024 51.00 11489 787 Custom Weed Control Inc. 07/11/2024 400.00
11490 293 Department of Justice Accounting Office 07/11/2024 1,876.98 11491 455 Ernest Packaging Solutions 07/11/2024 1,854.93 11492 1497 Elisa Estrada 07/11/2024 15000
11493 163 EZ Auto Supply 07/ 11 /2024 13.90
11494 1479 Ferguson Waterworks #2777 07/11/2024 550.97
11495 260 First Communications, LLC 07/11/2024 13.51
11496 188 Frontier 07/11/2024 2,721.73
11497 1508 Chantelle Fuentes 07/11/2024 150.00
11498 726 Tina Garcia 07/11/2024 150.00
11499 164 Garza Tire & Wheel, Inc 07/11/2024 435.42
11500 262 Gilton Solid Waste 07/11/2024 191 ,763.75
11501 61 Teresa Gonzalez 07/11/2024 70.00
11502 811 Pete Hulse, DVM, Pa Hilmar Animal Hospi 07/11/2024 356.00 11503 482 Hi-Tech EVS, Inc, 07/11/2024 3,095.08
11504 1014 Hunt Equipment DBA Donlee Pump Comp: 07/11/2024 571.37 11505 878 Laura Hurtado 07/11/2024 150.00
11506 388 Interstate Battery System of Fresno 07/11/2024 613.18 11507 165 J L Analytical Services, Inc. 07/11/2024 35.00 11508 786 .J.B, Anderson Land Use Planning 07/11/2024 2,137.50 11509 123 1 Fidencio .Jimenez 07/11/2024 150.00
11510 I 130 Kellogg Supply 07/11/2024 17.85
11511 268 Language Line Services, Inc. 07/11 /2024 346.86 1151 2 610 Lehr 07/ 11/2024 2,513.55
1151 3 1088 Carolyn Marshall 07/ 11 /2024 850.00
I 1514 1170 Martin Marietta Materials, Inc. 07/11/2024 114 99 11515 389 Mid Valley IT 07/11/2024 10,991.40
11516 170 MintierHarnish Planning Consulants 07/11/2024 8,592.50 11517 180 Mission Linen Service 07/11/2024 1,562.75
AP Checks by Date - Summary by Check Date (7/12/2024 8:48 AM) Page 4

Check No Vendor No Vendor Name Check Date Check Amount
11518 899 Jose A. Moran 07/11/2024 1,040.66
11519 635 Normac- Modesto 07/11/2024 586.79
11520 199 Northstar Chemical 07/11/2024 9,724.66
11521 949 Nova Heating and Air Conditioning 07/11/2024 630.00 11522 302 Office Depot, Inc./ODP Business Solutions. 07/11/2024 801.73 11523 695 Old Hickory Sheds, LLC 07/11/2024 9,632.85
11524 1147 PAC Machine Company, INC. 07/11/2024 5,238.62 11525 1498 Maria Guadalupe Padilla De Mota 07/11/2024 165.00 11526 1499 Orlando Padron 07/11/2024 150.00
11527 203 PG&E 07/11 /2024 63,576.08
11528 1507 Monica Ponce 07/11/2024 935.00
11529 303 Price Ford of Turlock 07/11/2024 26.66
11530 948 Pump Pros Inc. 07/11 /2024 2,696.35
11531 1397 Jose Ramirez 07/11/2024 150.00
11532 1500 Maria Ramirez 07/11/2024 82.50
11533 433 Razzari Ford 07/11/2024 172.68
11534 265 Resourceability 07/11/2024 676.37
11535 UB*02080 SILVIA RUELAS & RODOLFO CORTES 07/11 /2024 75.15 11536 439 Sharpening Shop 07/11/2024 126.00
11537 1501 Lucrecia Sicairos 07/11/2024 205.00
11538 UB*02078 GURVINDER SINGH 07/11/2024 198.21
11539 1068 Steele Public Safety Systems 07/11/2024 1,090.00 11540 1436 Sustainable Supply LLC 07/ 11/2024 8,285.94
11541 609 T & T Valve and Instrument 07/11 /2024 7,774.85 11542 440 Target Specialty Products 07/11/2024 2,515.37 11543 1117 The Sherwin Williams Co. Store 708616 07/11/2024 661.78 11544 366 USABlueBook 07/11/2024 512.48
11545 1150 Valley 29 Electric, LLC 07/11/2024 9,346.34
11546 296 Visual Edge IT, Inc 07/ 11/2024 3,434.80
11547 1480 Woody's Poultry Supply, Inc 07/11/2024 1,527.08 Total for 7/11 /2024: 490,267.23
Report Total (226 checks): 1,359,709.24
AP Checks by Date - Summary by Check Date (7/12/2024 8:48 AM) Page 5

AGENDA ITEM:

MEETING DATE:

PREPARED BY:

REVIEWED BY:

STAFF REPORT

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON

RATIFYING EMERGENCY EQUIPMENT PROCUREMENT AND REPAIRS TO WELL 13; 1) APPROVE THE EMERGENCY PROCUREMENT OF A NEW

VARIABLE FREQUENCY DRIVE FROM TELSTAR INSTRUMENTS IN THE AMOUNT OF $25,280.00; 2) APPROVE EMERGENCY SERVICE CALL TO TESCO CONTROLS IN THE AMOUNT OF $8,101.94; 3) AUTHORIZE THE INTERIM CITY MANAGER TO EXECUTE ALL REQUIRED DOCUMENTS.

July 16, 2024
Jesus Jr. Chavez, Water/Wastewater Manager
Christopher Lopez, Interim City Manager
RECOMMENDATION:

Staff recommends that the City Council adopt a Resolution of the City Council of the City of Livingston approving the resolution ratify emergency procurement and repairs to Well 13; 1) Approve the emergency procurement of a new variable frequency drive (VFD) from Telstar Instruments, in the amount of $25,280.00; 2) Approve emergency service call to Tesco Controls in the amount of $8,101 .94; 3) Authorize the Interim City Manager to execute all required documents.

BACKGROUND:

On June 4, 2024, staff reported well 13 failed to operate, multiple issues were found, overheating VFD and water well failed to stay running. Staff immediately called Telstar Instruments, who is an automation control company, to schedule an emergency service call. Telstar identified a couple of issues. One issue was a failed internal hardware within the variable frequency drive. The failed hardware does not allow for heat displacement and causes variable frequency drive failure which results in well shutdown.

Given the nature of the emergency, staff confirmed with the City Attorney that this constituted an emergency. A new variable frequency drive was ordered from Telstar on June 4, 2024, and installed on June 5, 2024, on an emergency basis due to the variable frequency drive being an older unit and now obsolete with parts no longer being made for it.

The second problem that emerged was the well would not stay running due to high pressure in the water well system and caused the well to shut down. After hours of diagnosing the issue, Telstar and City staff found that the well pressure transmitter was misinterpreting the PSI in the main water pipe to the Tesco control panel.

The Tesco control panel (L2000) is a proprietary system and for that reason Tesco needed to be called out for an emergency repair. Tesco found that their systems were working as designed and that the interference was coming from the psi transmitter. Staff authorized the replacement of the transmitter, and the well is now working as designed.

DISCUSSION:

The Livingston Municipal Code requires formal bidding procedures for all purchases over $10,000 unless the formal bidding process is undesirable, impossible, unavailing or incongruous as determined by the City Manager. Section 1-11-6 waiver of formal bid procedures of the Municipal Code states that formal bid procedure of items over $10,000 can only be waived if the purchase is (A) Of urgent necessity for the preservation of life, health or property, (B) Waived by Council resolution passed by at least four affirmative votes; and/or (C) Available from only one source. Sole source must be adequately justified.

An emergency was enacted due to the high demand of water, extreme heat and programming issues with Well 17 at the time, it was critical to order and install the new variable frequency drive and replace the transmitter to maintain consistent water pressure to meet demand. The city cannot maintain adequate water system pressure for too long if any of our city water wells are inoperable. The City of Livingston owns and operates a one-million-gallon water storage tank. The water storage tank will only last about 12 hours if two out of the three water booster pumps are activated.

FISCAL IMPACT:
$25,280.00 Expended from FY2023-2024 approved budget from the Water Enterprise Fund $8,101 .94 Expended from FY2023-2024 approved budget from the Water Enterprise Fund ATTACHMENTS:

1. Resolution No. 2024-_

2. Exhibit A Tesco Controls Invoice and Customer Service Report

3. Exhibit B Telstar Instruments Invoice

RESOLUTION NO. 2024-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON RATIFYING EMERGENCY EQUIPMENT PROCUREMENT AND REPAIRS TO WELL 13; 1)

APPROVE THE EMERGENCY PROCUREMENT OF A NEW VARIABLE FREQUENCY DRIVE FROM TELSTAR INSTRUMENTS IN THE AMOUNT OF $25,280.00; 2)

APPROVE EMERGENCY SERVICE CALL TO TESCO CONTROLS IN THE AMOUNT OF $8,101.94; 3) AUTHORIZE THE INTERIM CITY MANAGER TO EXECUTE ALL

REQUIRED DOCUMENTS
WHEREAS, on June 4, 2024, staff reported well 13 failed to operate, multiple issues were where found, over heating of VFD and failing to stay running, staff immediately called Telstar Instruments, who is an automation control company, to schedule an emergency service call; and WHEREAS, Telstar identified a couple of issues. One issue was a failed internal hardware within the variable frequency drive and the failed hardware does not allow for heat displacement and causes variable frequency drive failure which results in well shutdown; and WHEREAS, given the nature of the emergency, staff confirmed with the City Attorney that this constituted an emergency; and
WHEREAS, a new variable frequency drive was ordered from Telstar on June 4, 2024, and installed on June 5, 2024, on an emergency basis due to the variable frequency drive being an older unit and now obsolete with parts no longer being made for it; and WHEREAS, the second problem that emerged was the well would not stay running due to high pressure in the water well system and caused the well to shut down; and WHEREAS, after hours of diagnosing the issue, Telstar and City staff found that the well pressure transmitter was misinterpreting the PSI in the main water pipe to the Tesco control panel; and
WHEREAS, the Tesco control panel (L2000) is a proprietary system and for that reason Tesco also needed to be called out for an emergency repair and Tesco found that their systems were working as designed and that the interference was coming from the psi transmitter.

WHEREAS, staff authorized the replacement of the transmitter and the well is now working as designed; and
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Livingston as follows:

Section 1. Adopt a Resolution of the City Council of the City of Livingston approving the purchase of a new variable frequency drive from Telstar Instruments, in the amount of $25,280.00 and emergency call out for Tesco Controls, in the amount of $8,101.94.

Section 2. Authorize the Interim City Manager to execute all required documents.

Section 3. This Resolution will become effective immediately. 01424.0001/910135. l

Resolution No.

I hereby certify that the foregoing Resolution No. 2024-_ is a full, true and correct copy of a resolution duly passed and adopted by the City Council of the City of Livingston at a regular meeting thereof duly held on the 16th day of July 2024, by the vote recorded as follows:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST
Monica Cisneros, Deputy City Clerk

APPROVED AS TO LEGAL FORM
Roy C. Santos, City Attorney
By: __________ _

Jose A. Moran, Mayor
Of City of Livingston

TESCO CONTROLS, LLC
8440 Florin Road
Sacramento, CA 95828
(916) 395-8800
AR<rutcscocontrols,com
Sold To:

CITY OF LIVINGSTON
1416CSTREET
LIVINGSTON, CA 9533-1
30209R/T&M SERVICES/REPAIRS
Invoice
Customer P.O. Ship VIA Ship Date
Item Number Ordered Shipped
TIME&MATERIAL SERVICES/REPAIRS; STANDARD RATES APPLY
73LBR EACH mo
375 MILES TRAVELED @$.85/MI
73LBR EACH 1.00
6HRS TIME TRAVELED @$225/HR
73LBR EACH 1.00

16.SHRS JOB SITE TIME @$225/HR
73MISC EACH 1,00

MATERIAL FOXBORO PT
Remittance Detalls
ACH: Tesco Controls, LLC
Account#: 796152905
Routing#: 322271627
Bank: JPMorgan Chase
Chock: Tesco Controls, LLC
PO Box 103214
Pasadena, CA
91189-3214

1.00 1.00

1.00 1.00

THANKYOU
Invoice Number:

Invoice Date:

Customer Number:

Ship To:

CITY OF LIVINGSTON
!416 C STREET
LIVINGSTON, CA 95334
TONY AV!A; 2099-394-8041
Terms
NET30DAYS
Back Ordered

0.00 0.00

0.00 0.00
Job Number:

Order Date
Salesperson:

Price
318.75
1,350.00
3,712.50
2,525.00
Net Invoice:

Less Discount:

Freight:

Sales Tax:

Invoice Total:

Exhibit A
0083175-IN
6/21/2024
LIVI/Cl
30209R
6(21/2024
RM
Amount
318.75
1,350.00
3,712.50
2,525.00
7,906.25

0.00 0.00
195.69
8,101.94

Exhibit A
Corporate Office
ESf: ~ w.TescoControls.com
CONTROLS If w~
8440 Florin Road, Sacramento, CA 95828
P.O. Box 299007, Sacramento, CA 95829
PH: 916.395.8800 FJ<: 916.429.2817

CUSTOMER SERVICE REPORT
June 11, 2024
Tony Avina
Livingston, City of
Livingston, CA 9S334
Phone: 209-394-8041
Mobile; -209-564-7S10
Type of Service Performed:

D Routine start-up
12] Equipment repair
D Installation
D Warranty repair
12] Time & Material (Ref. customer P.O.#:
□ Field -order/ directive#:

RE:City of Livingston-Repair
Project Ref. II T-30209R
CSR/1:S
------ ---
Current Status of Project:

D Waiting for parts
D Acceptance testing
D Training required
D Re-schedule future visit
D Punchlist in progress
12] Project complete D Change-order#:

D Customer Service contract Ref.#:
12] Other (see comments below)
D Other (see comments below)
• Miles traveled (RT): 375 @ $ 0.85 Rate/ Mile $ 318,75 • Travel time (RT): 6 @ $ 225.00 Rate/ Hour $ 1,350.00
• Job site time: 16.5 @ s 225.00 Rate/ Hour $ 3.712.50
• In-House/Shop time: 0 @ s 225.00 Rate/ Hour $ 0.00
• Material: Foxboro PIT Lot $ 2,525.00 $ 2,525.00
• Expenses: 0 Lot
TOTAL: $ 7,906.25
QUOTE: $ 0.00
Date(s) of Service: 6/6/2024- 6/7/2024
Comments: Emergency Call out to Well site 13
Nick Fiddler and I (Fernando Blanco) received an emergency call from City of Livingston for troubleshooting and repairing a Rosemont PIT on well site 13. The time was calculated for two technicians on 6/6/2024. Our total man-hours for June 5,h were 12 hours. With our round-trip drive time being 6 hours. (l.5hrs one way). The miles traveled were also calculated for two technicians on June 5th for a total of 372 miles round trip.

We left the office June Gth• 2024, at 0930am and arrived onsite to meet with the well site manager (Jesus). We arrived on-site at 1130am. The issue with the well is describe as follows:
(Prior to Well 13 PIT not properly transmitting, The VFD was recently replaced by a different company because the old VFD ventilation fans became inoperable and the VFD replacement parts became obsolete.) There was an analog pressure gauge mounted on the top of the main water line, with a Rosemont PIT mounted slightly below horizontally to the main water line. In a separate room was the Tesco PLC that would receive the signal from the PIT and display the pressure using LED indication. The analog pressure gauge was used to verify that the PIT was reading correc~ly_ because_th_~ tlN_o wou!d. ~oncu_r with ea~h ~ther. ~hen the Well_pu,:np_~as ~ailed tt> start the J)ress~re drops to 4psi N:\Company\Docs\30209R\30209R_6.doc Paqe 1 of 3

Customer Service Report TESCO CONTROLS
Comments: Emergency Call out to Well site 13 . . . . .. and is correctly tracking on the analog gauge, PIT, and PLC. A 10 second timer (Pre-lube time delay) would change state and while the pressure was still at 4psi until the dump to waste valve closed the PLC would immediately start reading a pressure range of 45psi-65psi. The analog and PIT would track correctly during the evolution keeping up with the pressure changes.

This led us to believe the analog out put for the Pressure transmitter was going bad, but when we tied into the loop using (Fluke 87) in series we were able to simulate to the PLC a full range of 4-20mA. Even with another meter at the PLC and one at the transmitter the simulation would pass. We left both meters in series with t he loop and started the pump.

When the Pump ran with our meters in line at the PLC and transmitter, we heard the 10 second timer change states and watched the mA output increase from near 4.000mA to around 9-10 mA. During this time, the transmitter and analog gauge would read 4psi upon start up.

This led to more troubleshooting and checking the signal wiring back to the PLC. I simulated using the Fluke 87 with the transmitter disconnected from the loop. Simulating a full 4-20mA this test passed.

We then inspected the 1/0 card to the PLC for any burned resistors and blown fuses but did not find any faulty fuse or resistor.

After talking over the potential issues, we finally ran a ground wire from the control cabinet to the transmitter. With the transmitter grounded now we ran a test by starting the pump. The PLC, Analog gauge, and PIT would all track the pressure correctly through its cycle. Nick and I were confident in this solution and recommended Jesus have an electrician run a ground wire with the Transmitter. Although there wasn't an obvious issue at hand with the equipment, we suspected that the new VFD that was installed was inducing electromagnetic interference on the signal cable back to the PLC.

We then left the site at 1630.

On 6-7-20241 (Fernando Blanco) received an emergency phone call from the well site manager (Jesus) at 0600 stating the same problem as before had came back. It would seem the ground connection we left the day before was not efficient enough to remedy the issue. The time calculated for 6-7-2024 is for one tech as follows: 186 miles traveled round trip. Drive time was a total of 3 hours round trip (1.Shrs one way) and total site time was 4.5 hours.

I left the office at 0900 with spare Foxboro pressure transmitter that we had on hand. Details listed below:
• Model IGP10-T22D1F-Ll,
• Voltage rating: 12.5 - 42vdc,
• Range: 0-300psi.
• Attached to this transmitter was a diaphragm seal, sealed with silicon.

I would arrive on site at 1030 to meet with Jesus. I was able to attach the transmitter using a PVC 90-degree elbow at the bleed valve to isolate the transmitter from the piping. For this test I wanted to see if isolating the transmitter from the piping would help reduce the electromagnet interference that may have been induced onto the main water piping. I then used _ twisted pair jumper from the old transmitter to connect the new one and re-attached the ground. I scaled the Foxboro transmitter and was able to correct ly display pressure on It and the PLC. Upon starting the well the transmitter was able to correctly track pressure reading and output a correct signal to the PLC. I also removed the PVC elbow and re-connected the transmitter without it and ran another test to see if the problem would arise again. Although the problem did not follow, I recommended to Jesus (Well site manager) that the Rosemont transmitter should be replaced as well as running a ground wire and adding a PVC connection to isolate the transmitter.

After discussion, Jesus had me stand by while his operator did a wire pull with a new pair of signal wire and a ground to replace the current Rosemont PIT. His operator was able to install the new Foxboro PIT with a new isolating valve and PVC connection before the Transmitter. With the new installation of the Foxboro, we ran the well ag~in and verified it was working properly. After some tests were ran, we agreed it was a successful solution. There was no "smoking gun" as to why the Rosemont PIT was not correctly outputting mA when the well was running because when testing t he output of the transmitter it seemed to have passed. The interference from the new VFD may have just been too overbearing for the transmitters output.

I left the Jobsite at 1500 leaving the Foxboro Transmitter.

Exhibit A
N:\Company\Docs\30209R\30209R_ 6.doc Paye 2 of 3

Customer Service Report TESCO CONTROLS
Comments: Emergency Call out to Well site 13
Fernando Blanco, Nick Fiddler June 13, 2024
EMASS Technicians Date
N:1Company\Docs\30209R\30209R_6.doc "' l<JI' 3 Of3

TELSTAR,*r

INSTRUMENTS
4017 Vista Park Court
Sacramento, CA 95834
916-646-1999
Bill To

LIVINGSTON WATER, CITY OF
1416 C STREET
LIVINGSTON, CA 95334
I Description
WELL 13 VFD REPLACEMENT
LABOR
VFD
REFERENCE: CHARGES FOR EMERGENCY SERVICES
PERFORMED FOR LIVINGSTON WATER.

TELSTAR JOB NO. 20-43169

PLEASE MAKE CHECKS PAYABLE TO
Telstar Instruments

THANK YOU FOR YOUR BUSINESS
Date
06/19/2024
Invoice#
122038
Due Date
7/19/2024
Cust Id
LIVWT
Job Address 2370 WALNUT AVE
LIVINGSTON, CA 95334
PO No.

APPROVAL

ANTHONY

CHAVARRIA
Quantity
Terms
NET30
U/M
Sales Tax
Retention
I Rate

DUE THIS INVOICE
Project
20-43169
Amount
6,500.00
18,780.00
25,280.00

0.00 0.00
25,280,00
TERMS: If payment is not received by the invoice due date, a .05% daily service charge (18.75% per annum) will be charged on all accounts past due.

We accept all major credit cards. A 2% administration fee will be added to the credit card charge.

Exhibit B

AGENDA ITEM:

MEETING DATE:

PREPARED BY:

REVIEWED BY:

STAFF REPORT
Resolution of the City Council of the City of Livingston to accept Bid and Award a Contract to Resource Development Company for the Sludge Thickener Installation Project at the Wastewater Treatment Plant and authorizing the Interim City Manager to execute the Agreement.

July 16, 2024
Mario Gouveia, City Engineer
Christoper Lopez, Interim City Manager
RECOMMENDATION:

Staff recommends that the City Council adopt Resolution No. 2024-_, accepting the low bid from Resource Development Company in the amount of $793,400.00 and authorize the Interim City Manager to execute the Agreement.

BACKGROUND:

The City of Livingston's Wastewater Treatment Plant (WWTP) consists of an extended aeration treatment process. Extended aeration treatment is a biological treatment process. Biosolids (sludge) must be periodically purged from the system to maintain a healthy population of organisms in the aeration tank. Biosolids, in the form of waste activated sludge, are purged from the system and conveyed to one of four lined sludge drying beds. At the sludge drying beds water evaporates and the sludge becomes thicker. Eventually the sludge is thick enough and it is transported to a dewatered sludge storage area until it is hauled away.

The City's WWTP lacks adequate sludge dewatering capacity. The sludge drying beds are insufficient to handle the current production of sludge on a year-round basis. The pace at which the sludge drying beds can dewater sludge is closely related to the weather. During hot summer months sludge dries faster than during cold and rainy months.

In the last few years, the City's WWTP four sludge drying beds fill up during the winter months and biosolids cannot be removed until late spring or early summer. In order to purge biosolids from the system, the City's WWTP has used several interim sludge dewatering methods to supplement the capacity of the sludge drying beds.

In April of 2021 , City Council of the City of Livingston awarded a contract to Process Wastewater Technologies, LLC to supply a skid mounted sludge thickener thicken waste activated sludge from a solids concentration of approximately 1 percent to approximately 6 percent. The thickening process will reduce the volume of sludge by approximately 5 times. The thickened sludge will be conveyed to the sludge drying beds and further dewatered until it can be removed and hauled away.

In June of 2022, City Council issued a purchase order to Process Wastewater Technologies, LLC to supply a sludge feed pump in order to provide adequate pressure to feed the skid mounted sludge thickener.

Page lof 2

The City had originally planned to have this work performed in-house by City forces, but in 2022 the City to bid it out and have the work performed by a Contractor.

DISCUSSION:

Following a public bidding process, the project was advertised in the Merced Sun Star on May 21, 2024, May 28, 2024, and June 4, 2024. The City received a total of three (3) bids that were opened and read aloud at 2:00 p.m. on June 11, 2024, at the City of Livingston City Hall, this being the advertised bid opening date and time. The City Attorney determined that the bid submitted by GSE Construction Company, Inc. was considered nonresponsive due to the Contractor's failure to acknowledge the addendum in writing. The lowest responsible and responsive bid was submitted by Resource Development Company. The bid results were as listed below:

GSE Construction Company, Inc.

Resource Development Company
Rolfe Construction, Inc.

Engineer's Estimate
$ 757,800.00
$ 793,400.00
$ 823,623.00
$ 850,000.00
It is recommended that a Contract be awarded to Resource Development Company in the amount of seven hundred ninety-three thousand four hundred dollars and zero cents ($793,400.00).

FISCAL IMPACT:

The funding for this project was approved for Fiscal Year 2024/2025 Budget. The Sludge Thickener Installation Project will be funded using Sewer Enterprise Funds.

ATTACHMENTS:

1. Resolution

2. Abstract of Bids

3. Agreement

4. Contractor's Bid

5. Return of Non-Responsive Bid Letter to GSE Construction Company, Inc.

6. Response Letter by GSE Construction Company, Inc.

7. Notice of City Intent to Reject Bid and Award the Bid to the Next Lowest Monetary Bidder

RESOLUTION NO. 2024-

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON TO ACCEPT

BID AND AWARD A CONTRACT TO RESOURCE DEVELOPMENT COMPANY FOR

THE SLUDGE THICKENER INSTALLATION PROJECT AT THE WASTEWATER

TREATMENT PLANT AND AUTHORIZING THE INTERIM CITY MANAGER TO

EXECUTE THE AGREEMENT
WHEREAS, the City of Livingston's Wastewater Treatment Plant (WWTP) has insufficient sludge dewatering capacity, especially during the winter months; and WHEREAS, the City of Livingston has identified the need to install an Owner furnished skid mounted sludge thickener at the WWTP to reduce the volume of waste activate sludge; and WHEREAS, the Invitation to Bid for the Installation of the Sludge Thickener Project was advertised in the Merced Sun Star on May 21, 2024; and
WHEREAS, on June 5, 2024, the City issued Addendum No. 1 (Addendum) as part of the Invitation to Bid, which included material changes and clarifications to the scope of the Project, including work related to instrumentation and control for process systems, and PLC base control system software requirements; and
WHEREAS, a total of three (3) bids were received and read aloud at 2:00 p.m. on June 11, 2024 at the City of Livingston City Hall, this being the advertised bid opening date and time.

The bid results were as listed below:

Contractor
GSE Construction Company, Inc.

Resource Development Company
Rolfe Construction, Inc.

Engineer's Estimate
WHEREAS, the City's Engineer has reviewed
compliance with the Invitation to Bid Specifications;
$
$
$
$
the
Bid Amount
757,800.00
793,400.00
823,623.00
850,000.00
bids, and examined them for
WHEREAS, The City Attorney determined that the bid submitted by GSE Construction Company, Inc. was deemed nonresponsive due to the Contractor's failure to acknowledge the addendum in writing.

WHEREAS, the Invitation to Bid requires bidders to submit a complete bid. The Invitation to Bid requires that a "signed Addendum, if issued, must also be submitted with the sealed bid." In the alternative, the "receipt of Addendum must be acknowledged in the appropriate area of the proposal. Failure to acknowledge receipt of the Addendum may cause a bid to be deemed nonresponsive." This may not occur if a signed Addendum is otherwise submitted with the bid packet.

However, if a signed Addendum is provided, then a failure to also acknowledge receipt of the Addendum is not required; and
WHEREAS, the lowest monetary bidder, GSE Construction Company, lnc.'s bid did not include the signed Addendum as part of its sealed bid; and

Resolution No.

WHEREAS, in the alternative, GSE Construction Company, lnc.'s bid also did not acknowledge receipt of the Addendum, and instead expressly stated that such an acknowledgement was "N/A" (aka "not applicable"), which is effectively a rejection of the same; and
WHEREAS, this refusal to acknowledge the Addendum is not inconsequential, and (among others) affect the ability to make bid comparisons regarding material issues as to bidders who will comply with the requirements of the Addendum verses those who may not or who have otherwise affirmatively disregarded the Addendum; and
WHEREAS, when reviewing bids, the City of Livingston has discretion to determine responsiveness and may demand strict compliance with the bid specifications; and WHEREAS, on June 13, 2024, the City send a "Return of Non-Responsive Bid Livingston Sludge Thickener Installation" to GSE Construction Company, Inc., providing notice that the bid was not responsive; and
WHEREAS, on July 1, 2024, the City sent a notice to GSE Construction Company, Inc., of its intent to reject its bid and award the bid to the next lowest monetary bidder, and providing an opportunity to protest the same; and
WHEREAS, the bids have been reviewed and Resource Development Company submitted the lowest responsive and responsible bid.

WHEREAS, the City Council now desires to award the bid to Resource Development Company and enter into an agreement with it to construct the Project.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Livingston hereby:

Section 1. Rejects the bid by GSE Construction Company, Inc., as non-responsive for all the reasons stated herein and included in the record.

Section 2.. Finds that Resource Development Company is the lowest responsive and responsible bidder.

Section 3. Adopt a Resolution to award a contract to Resource Development Company in the amount of seven hundred ninety-three thousand four hundred dollars and zero cents ($793,400.00).

Section 4. Authorize the Interim City Manager to execute an agreement with Resource Development Company on behalf of the City of Livingston.

Section 5. This Resolution will become effective immediately.

I hereby certify that the foregoing Resolution No. 2024- __ is a full, true and correct copy of a resolution duly passed and adopted by the City Council of the City of Livingston at a regular meeting thereof duly held on the 16th day of July 2024, by the vote recorded as follows:

AYES:

NOES:

ABSENT:

Resolution No.

ABSTAIN:

ATTEST
Monica Cisneros, Deputy City Clerk

APPROVED AS TO LEGAL FORM
Roy C. Santos, City Attorney
By: __________ _

Jose A. Moran, Mayor
of City of Livingston

Item Quantity
No. Item Description and Unit
I Mobilization I LS
2 WAS/TWAS Piping, Valves, and Connections I LS
3 Drainage Piping, Connections, and Drop
Manhole I LS
4 Water Supply and Appurtenances I LS
5 Sheeting, Shoring, and Bracing I LS
6 Construct Equipment Foundation I LS
7 Install Skid Mounted Sludge Thickener l LS
8 Install Sludge Feed Pump I LS
9 Polymer Feed System I LS
IO Metal Shade Structure I LS
11 Electrical and Instrumentation I LS
12 Startup I LS

BID TOTAL
630.09

ABSTRACT OF BIDS FOR

CITY OF LIVINGSTON
Sludge Thickener Installation
Bid Opening: June 11, 2024 at 2:00 p.m.

Resource Development Co.

Engineer's Estimate 1050 Linda Way
Sparks, NV 89431
Unit Price Amount Unit Price Amount
30,000.00 30,000.00 29,500.00 29,500.00
140,000.00 140,000.00 99,500.00 99,500.00
115,000.00 115,000.00 158,500.00 158,500.00
35,000.00 35,000.00 27,500.00 27,500.00
30,000.00 30,000.00 25,000.00 25,000.00
60,000.00 60,000.00 64,500.00 64,500.00
15,000.00 15,000.00 29,200.00 29,200.00
5,000.00 5,000.00 22,400.00 22,400.00
85,000.00 85,000.00 82,300.00 82,300.00
20,000.00 20,000.00 39,500.00 39,500.00
300,000.00 300,000.00 208,500.00 208,500.00
15,000.00 15,000.00 7,000.00 7,000.00
$850,000.00 $793,400.00
Subcontractors Listed: Lighthouse Electrical
Rolfe Construction
3573 Southern Pacific Ave.

Atwater, CA 9530 I
Unit Price Amount
30,000.00 30,000.00
165,000.00 165,000.00
41,759.00 41,759.00
28,294.00 28,294.00
16,952.00 16,952.00
32,812.00 32,812.00
20,930.00 20,930.00
22,880.00 22,880.00
56,366.00 56,366.00
19,630.00 19,630.00
340,000.00 340,000.00
49,000.00 49,000.00
$823,623.00
Strategic Mechanical
GSE Construction Co. Inc.
7633 Southfront Rd. Ste 160
Livermore, CA 94551
Unit Price Amount
30,000.00 30,000.00
163,600.00 163,600.00
88,200.00 88,200.00
31,500.00 31,500.00
8,800.00 8,800.00
145,800.00 145,800.00
14,800.00 14,800.00
2,200.00 2,200.00
63,500.00 63,500.00
21,600.00 21,600.00
170,600.00 170,600.00
17,200.00 17,200.00
* $757,800.00
* Non-responsive
S.D. Electric Inc.

Mason Painting Inc.

Project Name/No.: Sludge Thickener Installation Contract No.: 630.09-2024 Project Manager: Christopher Lopez, Interim City Manager Approved:

PUBLIC WORKS AGREEMENT

BETWEEN CITY OF LIVINGSTON AND

RESOURCE DEVELOPMENT COMPANY
THIS PUBLIC WORKS AGREEMENT ("Agreement") is made and entered into this I 2th day of July, 2024 by and between the CITY OF LIVINGSTON, a municipal corporation, ("City") and RESOURCE DEVELOPMENT COMPANY, a 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 authority of the City of Livingston 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 Bid Documents for the project entitled Sludge Thickener Installation ("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, "Bid Documents" refers to all of the documents included in the solicitation of bids for the Project to the extent applicable or appropriate (it being understood that one or more of such documents may not be applicable in the event a competitive bidding process is not utilized due to existence of emergency or exigent circumstances), including but not limited to, the Notice Inviting Bids, Summary of Work, Instructions to Bidders, Bid or Bid Proposal, General Provisions, Special Provisions, Plans, Drawings, and Addenda, and any other documents included, referenced, 01424.0001/923138. l

or incorporated therein. The Bid Documents are incorporated into this Agreement. 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 ofGreenbook.

The provisions 2018 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 D JR. 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 with the City at 1416 C Street, Livingston, CA 95334 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. -2-
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(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 fo11y (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 (1 ½) 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 ifit has employees. ln 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 unde1take 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."
G) 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.
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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 Ill 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.
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1.7 Unidentified Utilities.

To the extent required by Government Code section 4215, City will compensate Contractor for the cost oflocating, 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 $25,000.00 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 th is Section shall be deemed to include unauthorized work which has not been removed and any non-conforming -5-
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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 (I 0) 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 Project Manager 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 Project Manager prior to commencing the extra work thereunder.
(b) Any increase in compensation of up to ten percent (I 0%) of the Contract Sum or $25,000.00, whichever is less; or any increase in the time to perform of up to one hundred eighty (180) days; and does not materially affect the Work and which are not detrimental to the Work orto the interest of the City, may be approved by the Project Manager. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. -6-
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(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 Project Manager. 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.

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 Contractor's Bid, attached hereto as Exhibit A and incorporated herein by this -7-
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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 of SEVEN HUNDRED NINETY-THREE THOUSAND FOUR HUNDRED DOLLARS AND NO CENTS ($793,400.00) for completion of the work.

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.

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 within thirty (30) days of receipt of Contractor's correct and undisputed invoice; however, Contractor acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event that City does not cause Contractor to be paid within thirty (30) days of receipt of an undisputed and properly submitted invoice, Contractor shall be entitled to the payment of interest to the extent allowed under Public Contract Code section 20 I 04.50. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor, not later than seven (7) days after receipt by the City, for correction and resubmission. Returned invoices shall be accompanied by a document setting forth in writing the reasons why the payment request was rejected. Review and payment by the City of any invoice provided by the Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.4 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 Substitution of Securities.
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(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 (I 0) 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.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Schedule of Performance.

Contractor shall begin work within fifteen (15) calendar days after receiving a Notice to Proceed from the City and the work shall be completed within seventy-five (75) consecutive working days from the date on which the work was started and in accordance with any schedule contained in or required to be provided by the 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.

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 Eight Hundred Dollars ($800.00) 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 Inspection and Fiual Acceptance.

City may inspect and accept or reject any of Contractor's work under this Agreement, either during performance or when completed. If City finds that Contractor's work does not meet the requirements and standards provided in the Bid Document, Contractor shall remedy any defects in the work at Contractor's sole expense following notice by the City. City shall accept work by a timely written acceptance, otherwise work shall be deemed to have been rejected. City's acceptance shall be cone! usive as to such work except with respect to latent defects, fraud and such -9-
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gross mistakes as to amount to fraud. Acceptance of any work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Articles I and 5, pertaining to warranty and indemnification and insurance, respectively.

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 Farr President
(Name) (Title)
Christopher Erb Vice President
(Name) (Title)
(Name) (Title)
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 Christopher Lopez, Interim City Manager or any other person as may be designated by the Project Manager. It shall be the Contractor's responsibility to assure -10-
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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 General Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Contractor's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. 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 -11-
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an amount not less than $2,000,000.00 per occurrence, $4,000,000.00 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted.
(b) Automobile liability insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000.00 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: (I) 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. (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 $1,000,000.00 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 three (3) years 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.
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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. (t) 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.
(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 -13-
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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 (I 0) day notice is required) or nonrenewal of coverage for each required coverage.

U) Additional Insured Status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (I) 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.
(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 -14-
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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.
(r) Endorsements.

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 "lndemnitee") from and against all liability, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees oflitigation) of every nature arising out of or in connection with Contractor's negligence, recklessness or willful misconduct in the performance of work hereunder 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, Labor, and Warranty Bonds.

Concurrently with execution of this Agreement, Contractor shall deliver to the City the following bonds:
(a) A performance bond securing the faithful performance of this Agreement, in an amount not less than I 00% of the total compensation for this Agreement, as stated in Section 2.1.
(b) A labor and materials 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 I 00% of the total compensation for this Agreement, as stated in Section 2.1. (c) A warranty bond, guaranteeing the Contractor's warranty under Section 1.9 of this Agreement, in an amount not less than 20% of the total compensation for this Agreement, as stated in Section 2.1.

All bonds shall be on a form approved by the City Clerk. 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.

5.6 Sufficiency oflnsurer 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 ofloss to the City, the Contractor agrees that the minimum limits of the insurance policies and the bonds required in Section 5.5 may be changed accordingly upon receipt of written notice from the City.

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 -16-
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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 ofDocnments.

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 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. § IO I, such documents and materials are hereby deemed "works made for hire" for the City.

6.4 Confidentiality and Release oflnformation.
(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, -17-
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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 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 Merced, 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 Northern District of California, in the County of Merced, State of California.

7.2 Termination.

This Agreement may be terminated in accordance with Section 6-7 and 6-8 of the 2018 Edition of the Standard Specifications for Public Works Construction (the Greenbook).

7.3 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 -18-
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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:
(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)
following format:

Supporting Documentation. The Contractor shall submit all claims in the (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 -19-
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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 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 IO 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 and adverse finding with regard to -20-
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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 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 $375,000.00 or Less. The following procedures are established for all civil actions filed to resolve claims totaling $375,000.00 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 patties 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. -21-
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(iv) In addition to Chapter 2.5 (commencing with Section I 141.10) 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.

7.4 Waiver.

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

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

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

7.5 Rights and Remedies Are Cnmnlative.

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

7.6 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.
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8.2 Conflict oflnterest.

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 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 oflaw 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.
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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 City Manager and to the attention of the Project Manager (with her/his name and City title), City of Livingston 1416 C Street, Livingston, CA 95334 and in the case of the Contractor, 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.

9.3 Interpretation.

The tehns 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 -24-
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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 I 091 or I 091.5. Contractor warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement.

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

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.

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

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01424.0001/923138.1
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CITY:

CITY OF LIVINGSTON, a California
Municipal Corporation.

Christopher Lopez, Interim City Manager
ATTEST:

Monica Cisneros, Deputy City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Roy C. Santos, City Attorney
CONTRACTOR:

Resource Development Company
*By:-------------
Name: Jeff Farr
Title: President
*By: _____________ _
Name: Christopher Erb
Title: Vice-President
Address:
1050 Linda Way
Sparks. Nevada 89431
*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. -26-
0\424.0001/923138.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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.

STA TE OF CALIFORNIA

COUNTY OF MERCED
On , 2023 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 OR TYPE OF DOCUMENT

TITLE(S)
□ PARTNER(S) □ LIMITED
□
□ ATTORNEY-IN-FACT

GENERAL NUMBER OF PAGES
□ TRUSTEE(S)
□ GUARDIAN/CONSERVATOR
□ OTHER DA TE OF DOCUMENT
SIGNER JS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES)) SIGNER(S) OTHER THAN NAMED ABOVE 01424.0001/923138.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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.

STATE OF CALIFORNIA

COUNTY OF MERCED
On , 2023 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 PENAL TY 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 OR TYPE OF DOCUMENT

TITLE(S)
□ PARTNER(S) □ LIMITED
□ GENERAL NUMBER OF PAGES □ ATTORNEY-IN-FACT
□ TRUSTEE(S)
□ GUARD!AN/CONSERV A TOR
□ OTHER DA TE OF DOCUMENT
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES)) SIGNER(S) OTHER THAN NAMED ABOVE 01424.0001/923138.1

01424.000 I /923138.1

EXHIBIT A

CONTRACTOR'S BID
A-1

CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS

BID BOOK
FOR

FOR CONSTRUCTION OF

SLUDGE THICKENER INSTALLATION
Bid Opening Date: June 11, 2024@ 2:00 P .M. PDT
I \

GOUVEIA ENGINEERING
456 Sixth Street, Gustine, California 95322

BID BOOK

TABLE OF CONTENTS
PROPOSAL TO CITY ..................................................................................................................................... 1-13 BID SCHEDULE .............................................................................................................................................. 3-13 REQUIRED LISTING OF PROPOSED SUBCONTRACTORS ...................................................................... 4-13 STATEMENT OF QUALIFICATIONS ............................................................................................................. 5-13 EQUAL OPPORTUNITY CERTIFICATION .................................................................................................... 6-13 PUBLIC CONTRACT CODE STATEMENTS ................................................................................................. 7-13 PUBLIC CONTRACT CODE QUESTIONAIRE .............................................................................................. 7-13 CONTRACTOR'S CERTIFICATION REGARDING WORKER'S COMPENSATION INSURANCE ............... 8-13 NONCOLLUSION AFFIDAVIT ........................................................................................................................ 9-13 DEBARMENT AND SUSPENSION CERTIFICATION ................................................................................... 10-13 NPDES/MS4 COMPLIANCE CERTIFICATION .............................................................................................. 10-13 SIGNATURE PAGE ........................................................................................................................................ 11-13 BID BOND ....................................................................................................................................................... 12-13 - TABLE OF CONTENTS I -

PROPOSAL TO THE CITY OF CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS
NAME OF BIDDER Farr Construction Corporation dba. Resource Development Company BUSINESS P.O. BOx_N_/A __________________ _
CITY, STATE, ZIP Sparks, NV 89431
( Please include even if P. 0. Box used)
BUSINESS STREET ADDRESS -'-'10'""5"'0~L=in""d""a""'W""a~y ___________ _ CITY, STATE, ZIP Sparks, NV 89431
TELEPHONE NO.: AREA CODE ( 775 ) -""35e,6:....,-8""0"'04-'------------ FAX NO.: AREA CODE ( ) N
CONTRACTOR LICENSE NO.: --'-1 "'05.,,0,.,,6,,,4""6'---------------- The work for which this proposal is submitted is for construction in accordance with the special provisions (including the payment of not less than the State general prevailing wage rates), the project plans described below, including any addenda thereto, the contract annexed hereto, and also in accordance with the Current California Department of Transportation Standard Plans, Standard Specifications, and the Labor Surcharge and Equipment Rental Rates in effect on the date the work is accomplished.

The special provisions and plans for the work to be done are dated MAY 2024 and are entitled:
630.09

CITY OF CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS

CONTRACT DOCUMENTS

FOR CONSTRUCTION OF

SLUDGE THICKENER INSTALLATION
BID 1 of 13

, c:1ca
~rwltflfC .... NIIWM

CONTRACTORS

STATE LICENSE BOARD

ACTIVE LICENSE
'-" ......... 1050646 , .. .,CORP
·- .. H- FARR CONST~UCTION

CORPORATION DBA RESOURCE

DEVELOPMENT COMPANY
,_.,A C33 C61/D12 B C61/038 jg •--02/28/2025 www.cslb.ca.gov • ~. '

Bids are to be submitted for the entire work. The amount of the bid for comparison purposes will be the total of all items.

The bidder shall set forth for each unit basis item of work a unit price and a total for the item, and for each lump sum item a total for the item, all in clearly legible figures in the respective spaces provided for that purpose. In the case of unit basis items, the amount set forth under the "Item Total" column shall be the product of the unit price bid and the estimated quantity for the item.

In case of discrepancy between the unit price and the total set forth for a unit basis item, the unit price shall prevail, except as provided in (a) or (b), as follows; (a) If the amount set forth as a unit price is unreadable or otherwise unclear, or is omitted, or is the same as the amount of the entry in the item total column, then the amount set forth in the item total column for the item shall prevail and shall be divided by the estimated quantity for the item and the price thus obtained shall be the unit price;
(b) (Decimal Errors) If the product of the entered unit price and the estimated quantity is exactly off by a factor of ten, one hundred, etc., or one-tenth, or one-hundredth, etc. from the entered total, the discrepancy will be resolved by using the entered unit price or item total, whichever most closely approximates percentage-wise the unit price or item total in the CITY of LIVINGSTON's Final Estimate of cost.

If both the unit price and the item total are unreadable or otherwise unclear, or are omitted, the bid may be deemed irregular. Likewise, if the item total for a lump sum item is unreadable or otherwise unclear, or is omitted, the bid may be deemed irregular unless the project being bid has only a single item and a clear, readable total bid is provided.

Symbols such as commas and dollar signs will be ignored and have no mathematical significance in establishing any unit price or item total or lump sums. Written unit prices, item totals and lump sums will be interpreted according to the number of digits and, if applicable, decimal placement. Cents symbols also have no significance in establishing any unit price or item total since all figures are assumed to be expressed in dollars and/or decimal fractions of a dollar. Bids on lump sum items shall be item totals only; if any unit price for a lump sum item is included in a bid and it differs from the item total, the items total shall prevail.

The foregoing provisions for the resolution of specific irregularities cannot be so comprehensive as to cover every omission, inconsistency, error or other irregularity which may occur in a bid. Any situation not specifically provided for will be determined in the discretion of the CITY of LIVINGSTON, and that discretion will be exercised in the manner deemed by the CITY of LIVINGSTON to best protect the public interest in the prompt and economical completion of the work. The decision of the CITY of LIVINGSTON respecting the amount of a bid, or the existence or treatment of an irregularity in a bid, shall be final.

If this proposal shall be accepted and the undersigned shall fail to enter into the contract and furnish the 2 bonds in the sums required by the State Contract Act, with surety satisfactory to the CITY of LIVINGSTON, within 8 days, not including Saturdays, Sundays and legal holidays, after the bidder has received notice from the CITY of LIVINGSTON that the contract has been awarded, the CITY of LIVINGSTON may, at its option, determine that the bidder has abandoned the contract, and thereupon this proposal and the acceptance thereof shall be null and void and the forfeiture of the security accompanying this proposal shall operate and the same shall be the property of the CITY of LIVINGSTON.

The undersigned, as bidder, declares that the only persons or parties interested in this proposal as principals are those named herein; that this proposal is made without collusion with any other person, firm, or corporation; that he has carefully examined the location of the proposed work, the annexed proposed form of contract, and the plans therein referred lo; and he proposes, and agrees if this proposal 630.09
BID 2-13

is accepted, that he will contract with the CITY of LIVINGSTON, in the form of the copy of the contract annexed hereto, to provide all necessary machinery, tools, apparatus and other means of construction, and to do all the work and furnish all the materials specified in the contract, in the manner and time therein prescribed, and according to the requirements of the Engineer as therein set forth, and that he will take in full payment therefore the following prices, to wit:

CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS

BID SCHEDULE

SLUDGE THICKENER INSTALLATION
ITEM
NO. BID ITEM DESCRIPTION
2 3
4 5
6 7
Mobilization
*(Item 1 not to exceed $30,000)
WAS Piping, Valves, and Connections
Drainage Piping, Connections, and Drop
Manhole
Water Supply and Appurtenances
Sheet, Shoring, and Bracing
Construct Equipment Foundation
Install Skid Mounted Sludge Thickener
8 Install Sludge Feed Pump
9 Polymer Feed System
10 Metal Shade Structure
11 Electrical and Instrumentation
12 Startup

ESTIMATED

QUANTITY
UNIT
PRICE
ITEM
TOTAL
1 Ls $ 7..'J, ,;oo, oc $ Z°/, S"DC>. oc, T > *(See Note) LS $_/..5:l,, . 500-"" $ IS:~- s::oo . 00
LS
1 LS
1 LS
$ Z-5,,0()0.0t!> $
$ '"' S"oc,, C>O $
$ l.4'J "2.CIO , ~o $
Z-Sjot::10.0e!)
Cr'zt S"OC',00

2. ~ 1 "Zoo , C, C ,
LS $ 'Z'Z-, 'foe,, C>O $ :Z, 2, '-ft,O, o t> r I
LS $ 77..:300. oc $ '(2 . '300, cPc' r I
LS $ :!>9_, $"00. <'<9 $ ~4 20<2, 00
1 LS $ 2o~SQ0. ct:> $ '?.Aft ~(YO." <!J
1 LS $ 4ooei.cn> $ =zooo. e:,c,
TOTAL BID $ 7GJ '3, L/00,, 0 o ,
NOTE: "TOTAL BID" is only on the last page of the Bid Schedule List 63009
BID 3-13

INFORMATION REQUIRED OF BIDDER
List of Subcontractors
As of March 1,2015, Contractors (and sub-contractors) wishing to bid on public works contracts shall be registered with the State Division of Industrial Relations and certified to bid on Public Works contracts. Please register at: https://www.dir.ca.gov/Public-Works/ContractorRe.9.istration. html In accordance with Title 49, Section 26.11 of the Code of Federal Regulations, and Section 4104 of the Public Contract Code of the State of California, as amended, the following information is required for each sub-contractor who will perform work amounting to more than one half of one percent (0.5%) of the Total Base Bid or $10,000 (whichever is greater). Photocopy this form for additional firms.

Percent Dept. of Bid Item Description of Work to be Performed of Total Subcontractor's Industrial No. Subcontractor's Name and Address Contract License No. Relations (DIR) Registration No.

AIJ --l4u All work but what Farr Construction Corporation dba. loit:/,'lu, 74% Resource Development Company is listed below. 1050646 1000064750 1050 Linda Wav Sparks. NV 89431 Electrical. ui 871256 1000024650 Lighthouse Electrical Inc )J 520 Park Creek Avenue Clovis 93611 f\/OtvE630.09
BID 4-13

fb. CONTRACTORS STATE LICENSE BOARI
O Contractor's License Detail for License #
871256
DISCLAIMER: A license status check provides information taken from the CSLB license database. Before re lying on this Information, you should be aware of the following limitations.

CSlB complaint discl01llrl" is ,,~1,ic.1ed bi/ law {BbP 7124 61 If this entity Is subje<t to public complaif\t disdosure cUck on 1-'k thn wnt appear below fo, mol'c M"lfonnation Clkk htre for a dtrinlllon or dlsdosablc utioru Only construction relntt'd clvil judgmenu rl!potted to CSLB are disclosed fO~P 7071,17) , Arblt,-attons art' not listl'd 1.1nkn Uw:c.011trJ<tor folb to comptywi1h thc ltrms, > ou, to wo,-kloild, there may be relevant lnformation that has not yet been mtered into the boJnl's lkcnse database Data current as of 6/11/2024 7:26:46 AM

LIGHTHOUSE ELECTRICAL INC
520 PARK CREEK OR
CLOVIS, CA 93611
Business Phone Nurnbcr:(559) 498-0WO
Thls llc• nse is current and active.

Entity Corporation
Issue D•t• Ol/20/2006
EKpirc Date 01/31/2026
L-Gf'lS& S:nlliS
All Information below .should be reviewed.

Classif1c&tiom
CIO • ELECTRICAL
Contractor's Bond
This lkense fo\ed a Contractor's Bond with AMERICAN CONTRACTORS INDEMNITY COMPANY.

Bond Number: 10132891
Bond Amount: S25,000
Effective Date: 01/01/2023
Contrac.tor's Bond History
Bond of Qualifying Individual
The qualifying individual JOEL ANTHONY RATTO certlliet.1 that he/she owns 10 p!::!rCtnt or more of the votini stock/membership interest of this company; therefore, the Bond of Qualifying Individual is not required.

Effectiv• Dato: 03/25/2015
This license has workers compensation insurance with the OAK RIVER INSURANCE COMPANY Policy Number:INWC5l2656
Effectlv• Date: Ol/OJ/2024
Expire Date: Ol/Ol/2075
Workers' Compensation History
► Personnel Usted on this license 1current or disassociated) arc listed on other licenses.

Copyright (i,) 2024 State or California

6/11/24, 7:28 AM
Contractor Information
Legal Entity Name

LIGHTHOUSE ELECTRICAL INC
Legal Entity Type
Corporation
Status
Active
Registration Number
1000024650
Registration effective date
07 /01/24
Registration expiration date
06/30/27
Mailing Address
520 Park Creek Avenue Clovis 93611 CA United Stat...

Physical Address
520 Park Creek Avenue Clovis 93611 CA United Stat...

Email Address
[email protected]
Trade Name/DBA

LIGHTHOUSE ELECTRICAL INC
License Number (s)
CSLB:871256
CSLB:871256
Legal Entity Information
Corporation Entity Number:

President Name:

Vice President Name:

Treasurer Name:

Secretary Name:

CEO Name:

Agency for Service:

Agent of Service Name:

Registrations
Regis~ration History
Effective Date
06/19/18
06/15/17
06/22/) 6
07/01/15
07/01/19
07/01/f0
07 /01/21
07/01/22
07 /01/23
07/01/24
C2818147
Vicki Ratte
Joel Ratte
Joel Ratte
Lawvex
Expiration Date
06/30/19
06/30/18
06/30/17
06/30/16
06/30/20
06/30/21
06/30/22
06/30/23
06/30/24
06/30/27
Agent of Service Mailing Address: 2565 Alluvial Ave #202 Clovis 93611 CA Worker's Compensation
Do you lease employees through Professional Employer Organization (PEO)?: No Please provide your current worker's compensation insurance information below:

PEO Name Kerr PayrollPEO Phone (559) 405-97<?.EO
PEO Information Email
https://cadir.my, satcsf orce•silcs .com! Contractors ct1 rch/registrationSearch Deta ils?ld=a 1 RBy00000 1 yyciEAA 1/2

6/11/24, 7:28AM
Insured by Carrier
Policy Holder Name:

Insurance Carrier:

Policy Number:

Inception date:

Expiration Date:

Registrations
https://cadir.my.salesforce~sites.com/ContractorSearch/registrationSearchDetalls?id=a1R8y000001yyciEAA Lighthous
Oak River
INWC5121
01/01/24
01/01/25
212

6/6/24, 10:19AM
Contractor Information
Legal Entity Name

FARR CONSTRUCTION CORPORATION
Legal Entity Type
Corporation
Status
Active
Registration Number
1000064750
Registration effective date
07/01/21
Registration expiration date
06/30/24
Mailing Address
1050 LINDA WAY SPARKS 89431 NV United States of A ...

Physical Address
1050 LINDA WAY SPARKS 89431 NV United States of A ...

Email Address
[email protected]
Trade Name/OBA

RESOURCE DEVELOPMENT COMPANY
License Number (s)
CSLB:1050646
Other.1050646
CSLB:1050646
CSLB:1050646
Legal Entity Information
Corporation Entity Number:

President Name:

Vice President Name:

Treasurer Name:

Secretary Name:

CEO Name:

Registrations
Registration History
Effective Date Expiration Date
03/14/19 06/30/19
07/31/19 06/30/20
07/01/20 06/30/21
07/01/21 06/30/24
(4219400

JEFF FARR
https:l/cadir.my.salesforce-sites.com/ContractorSearch/registrationSearchDetails?id=a1Rto000003rgV0EAI 1/2

6/6/24, 10:19AM Registrations
AgenCY. for Service:

Agent of Service Name: JEFF FARR
Agent of Service Mailing Address: 1050 LINDA WAY SPARKS 89431 NV Un(ted States of America Worker's Compensation
Do you lease employees through Professional Employer Organization (PEO)?:

Please provide your current worker's compensation insurance information below:

PEO PEO PEO
PEO lnformationName
Insured by Carrier
Policy Holder Name:

Insurance Carrier:

Policy Number:

Inception date:

Expiration Date:

Phone Email
https:f/cadlr.my.salesforce-sites.com/ContractorSearch/registrationSearchDetails?id=a1Rto000003rgV0EAI No

FARR CONSTRUCTION CORPORATION
Old Repu01ic Insurance
MWC31827624
05/31/24 !
05/31/25
2/2

STATEMENT OF QUALIFICATIONS
Experience
Bidder shall identify three (3) most recently completed projects similar to Work described in these Contract Documents.
1 2 3
Chalk Bluff WTP (7&8) Chalk Bluff WTP Filer Edison Way& Project Title 11 & 12 Underdrains University Lift Station Truckee Meadows Truckee Meadows
Public Agency Water Authority Water Authority City of Reno (TMWA) (TMWA)
1355 Capital Blvd, 1355 Capital Blvd, 1 E. First Street Address Reno, NV 89502 Reno, NV 89502 PO Box 1900
Reno, NV 89505
(775) 834-8080 (775) 834-8080 (775) 334-4636 Telephone No.

Juan Esparza Juan Esparza Marc Belanger Shaw
Engineer in Charge Engineering
Project Value ($) $905,500 $874,240 $3,912,546
Date Acee pied 2/11/2021 4/15/2022 10/16/2023
Claims Filed? None. None. None.
ff yes explain
below:

N/A
630.09
BID 5-13

(THE BIDDER'S EXECUTION ON THE SIGNATURE PORTION OF THIS PROPOSAL SHALL ALSO

CONSTITUTE AN ENDORSEMENT AND EXECUTION OF THOSE CERTIFICATIONS WHICH ARE A

PART OF THIS PROPOSAL)

EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION
The bidder Farr Construction Corporation dba. Resource Development Company, proposed subcontractor(s) L t!Jl,,-.J-1, t?tJ5c- €k d-c, 'c.q.f . :Z::-11 C
I (list Subcontractor(s) above)
hereby certifies that he
g'has
D has not
participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, he has filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filling requirements.

Note: The above certification is part of the bid. Signing this bid on the signature portion thereof shall also constitute signature of these certifications. 630.09
BID 6-13

PUBLIC CONTRACT CODE
Public Contract Code Section 10285.1 Statement
In conformance with Public Contract Code Section 10285.1 (Chapter 376, Stats. 1985), the bidder hereby declares under penalty of perjury under the laws of the State of California that the bidder has
1iZf' has not
been convicted within the preceding three years of any offenses referred to in that section, including any charge of fraud, bribery, collusion, conspiracy, or any other act in violation of any state or Federal antitrust law in connection with the bidding upon, award of, or performance of, any public works contract, as defined in Public Contract Code Section 1101, with any public entity, as defined in Public Contract Code Section 1100, including the Regents of the University of California or the Trustees of the California State University. The term "bidder" is understood to include any partner, member, officer, director, responsible managing officer, or responsible managing employee thereof, as referred to in Section 10285.1.

Note: The bidder must place a check mark after "has" or "has not" in one of the blank spaces provided. The above Statement is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution.

Farr Construction Corporation dba. Resource Development Company Public Contract Code Section 10162 Questionnaire
In conformance with Public Contract Code Section 10162, the Bidder shall complete, under penalty of perjury, the following questionnaire:

Has the bidder, any officer of the bidder, or any employee of the bidder who has a proprietary interest in the bidder, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes
@No
If the answer is yes, explain the circumstances in the following space.

Farr Construction Corporation dba. Resource Development Company 630.09
BID 7-13

Public Contract Code 10232 Statement
In conformance with Public Contract Code Section 10232, the Contractor, hereby states under penalty of perjury, that no more than one final unappealable finding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two-year period because of the Contractor's failure to comply with an order of a federal court which orders the Contractor to comply with an order of the National Labor Relations Board.

Note: The above Statement and Questionnaire are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement and Questionnaire.

Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution.

Farr Construction Corporation dba. Resource Development Company

CONTRACTOR'S CERTIFICATION REGARDING WORKERS'

COMPENSATION INSURANCE
Nevada
State of Oe11'il'i:,,, ,ia
County of _W_a_s_ho_e ________ _
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 commending the performance of the work of this Contract.

Farr Construction Corporation dba.

Resource Development Company
(Name of Contractor)
Date: 6/1 1/24
630.09
BID 8-13

630.09
Noncollusion Affidavit
(Title 23 United States Code Section 112 and
Public Contract Code Section 7106)
To the CITY of LIVINGSTON DEPARTMENT OF PUBLIC WORKS.

In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the bidder declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

Note: The above Noncollusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Noncollusion Affidavit.

Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution.

Farr Construction Corporation dba. Resource Development Company BID 9-13

DEBARMENT AND SUSPENSION CERTIFICATION
TITLE 49, CODE OF FEDERAL REGULATIONS, PART 29
The bidder, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, manager:
is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any Federal agency;
has not been suspended, debarred, voluntarily excluded or determined ineligible by any Federal agency within the past 3 years;
does not have a proposed debarment pending; and
has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years.

If there are any exceptions to this certification, insert the exceptions to an additional sheet of paper and include with the bid.

Exceptions will not necessarily result in denial of award, but will be considered in determining bidder responsibility. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.

Farr Construction Corporation dba. Resource Development Company NPDES/MS4 Compliance Certification
All construction projects within the Ctty limits must comply with the National Pollutant Discharge Elimination System (NPDES) storm water regulation adopted by the EPA, and as applicable, and the Phase II Small Municipal Separate Storm Sewer System (MS4) General Permit requirements, regardless of size.

The City is required under these permtts to provide information to Contractors performing work within City limits about training opportunities to assist in managing potential pollutants from construction -related activities, selection, installation, implementation, and maintenance of Best Management Practices (BMPs), as well as overall program compliance.

The Bidder acknowledges that they are aware of the necessity to be in compliance with the NPDES and MS4 permits while working within City limits.

Note: Providing false information may result in criminal prosecution or administrative sanctions. 630.09
The above certifications are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of these Certifications.

BID 10-13

Accompanying this proposal is _.....;;;. B.;.;; id;_;; d..;;. e"-r's~ B...;;. o_n_d ________________ _ (NOTICE: INSERT THE WORDS "CASH($ ____ ," "CASHIER'S CHECK," "CERTIFIED CHECK," OR "BIDDER'S BOND," AS THE CASE MAY BE.) in amount equal to at least ten percent of the total of the bid.

The names of all persons interested in the foregoing proposal as principals are as follows:

IMPORTANT NOTICE
If bidder or other interested person is a corporation, state legal name of corporation, also names of the president, secretary, treasurer, and manager thereof; if a copartnership, state true name affirm, also names of all individual copartners composing firm; if bidder or other interested person is an individual, state first and last names in full.

Farr Construction Corporation dba. Resource Development Company Jeff Farr- President, Secretary, Treasurer, Manager
Christopher Erb- Vice President
Licensed in conformance with an act providing for the registration of Contractors, License No. 1050646
----------- Classification(s) A C33 C61/D12 B C61/D38
Department of Industrial Relations (DIR) Registration No. _1_00_0_0_6_4_7_50 ________ _

ADDENDA
This Proposal is submitted with respect to the changes to the contract included in Addenda Number/s 1, 6/5/24
(Fill in addenda numbers if addenda have been received and insert, in this Proposal, any Engineers Estimate sheets that were received as part of the addenda.) By my signature on this proposal I certify, under penalty of perjury under the laws of the State of California, that the foregoing questionnaire and statements of Public Contract Code Sections 10162, 10232 and 10285.1 are true and correct and that the bidder has complied with the requirements of Section 8103 of the Fair Employment and Housing Commission Regulations (Chapter 5, Title 2 of the California Administrative Code).

Date: 6/11 /24
Jeff Farr
Sian
,~
r tere
ture and Title of Bidder
Business Address 1050 Linda Way Sparks, NV 89431
Place of Business 1050 Linda Way Sparks, NV 89431
Place of Residence 1050 Linda Way Sparks, NV 89431
630.09
BID 11-13

ADDENDUM NO. 01
Project:

Date of Addendum: June 5, 2024
Sludge Thickener Installation
Owner: City of Livingston
Bid Date: June 11, 2024 at 2:00 p.m.

Prospective Bidders
Gouveia Engineering
To:

From:
456 Sixth Street
Gustine, CA 95322

1. This Addendum forms a part of the Bidding Documents and will be incorporated into the Contract Documents, as applicable. All other conditions of the Contract Documents remain unchanged. TI1e following changes, additions, or deletions as set forth herein shall apply to the Contract Documents and· shall be made a part thereof and shall be subject to all the requirements thereof as though originally shown and/or specified.

2. The Technical Specifications are hereby modified to effect the following changes:
a. Section 409100 Instrumentation and Control for Process Systems i. Remove paragraph 1.01.D. l.
b. Section 409520 PLC-Base Control System Software
i. Paragraph 1.0 ! .C, replace with the following:
"C. The SCADA System modifications required for monitoring, control and information systems implementing +l~">GG-lrnHed PLC controls for existing and new system processes."
ii. Paragraph 1.09.B.1, replace with the following:
"The CONTRACTOR shall coordinate with the System Supplier fhe TBSCO) and the Sludge Thickening System Supplier (i.e. PWTECH) to provide a complete and fully functional system. Coordination requirements include scheduling meetings between the two system providers, request additional information as required to complete installation, and schedule testing requirements p1-ior to system start-up."
iii. Paragraph 3.02.A, replace with the following:
630.09

"The PLC programming software shall be provided for the existing +6SGO PLC."

3. Bids shall be submitted in accordance with this Addendum. All Bidders MUST acknowledge receipt of this Addendum by signing and returning this Addendum with your Bid.

Farr Construction Corporation dba. Resource
Gouveia Engineering Finn Name: Develop ten
By:
-Jeff Farr
Title: President
Date: 06/11/24
----------------
630.09

STATE OF NEV ADA
BARBARA [(. CEGA VSKE
Secl'etary of State
KIMBERLEY PERONDI 8 '
.

Commercial Recordings Division
202 N. Carson Street
Carson City, NV 89701
Telephone (775) 684-5708
Fax (775) 684-7138
Nor/(1 !As Vegas City Hall
Deputy Secretary for
Commel'cial Recordings OFFICE OF THE

SECRETARY OF STATE
2250 Las Vegas Blvd North, Suite 400
North Las Vegas, NV 89030
Telephone (702} 486-2880
Work Order
Number:

Reference Number:

Through Date:

Corporate Name:

Certified Copy
W2021062501371 - 1418133
20211562836
06/25/2021 14:26:56 PM

FARR CONSTRUCTION

CORPORATION
Fax (702) 486-2888
06/25/202114:26:56 PM
The undersigned filing officer hereby certifies that the attached copies are trne and exact copies of all requested statements and related subsequent documentation filed with the Secretary of State's Office, Commercial Recordings Division listed on the attached report. r:=D=o=c=u~m_e=nt=N=u=m=b..,e_r===H=D•_cs.,,c.., ri,..Pl_io_n_==----~-~==========-~l mber of Pages 00000334560-41 Articles of Incorporation - 08/04/2005 1ri= Certified By: Electronically Certified
Certificate Number: B202106281785238
You may verify this certificate
online at http://www.nvsos.gov
Respectfully,
~K.~
BARBARA K. CEGA VSKE
Nevada Secretary of State

DEAN HELLER
Secretary of Slate
206 North Carson Street
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secrefaryofstate.blz
Articles of Incorporation (PURSUANT TO NRS 78)
Important: Read attached Instructions before completing form.

1. Nameof
comarat}on:

2. Resldnnt Agent
Nome and Street
Address:

CtmmlmPN&varf{I od.fmu W!Yffowrn:ra:mnvhtt
Mill!s!
Cf,
Filed in the office of Document Number
-2,,._ j;(I,,. 00000334560-41
Filiog:Date aJJd TIDM! Dean Heller
Secretary 08/04/2005 7:59 AM of State
State Entity Number of Nevada EO538802OO5-4
ABOVE SP AC£ 1$ FOR OFFICE USE ONLY
4,, NEVADA 1"l'=P7 City Zlp Code
Cl Slate • Code
Numbor of !.hares
Par value: S~ wllhoul par valtre:

4. Addre,ssost
Names&
---
of Board of
Dlrectors/Trosfees:
-/hPl1J 'I mqp Wan iJ
!iiIJ.lw~
6, Names, Addrqss
and §{gnatu,n of
lncorporator:
(tf/lttdt Dl(d{Uqqp/ P.10FJ /I
/NOW Is WP1C thPO 1 mcpmqrotorJ

7. Certlf[cate of
Acceptance of
Appointment of
Ros/dent Agent:

E'½i ,JJ)' "?1 .&:, 7
Clly Sta!o Zip Code
2 .. ___________________________ _
Name
Street Address Clly Stale Zip Code
3 .. ______________________________ _
Name
Streat Mdress CJ]y State Zlp Code
State Zip ode 1
or On Behalf of RA Company Da
Thie fom, mu-51 t,e accomp:mfed by appropriate fees. Seo alfach9d fee scheduf~. NPV'J:lll Zo<:;ra:ml' ctlll~U' h:,,nr Tl\MHV.:lll"S.~O(r.f R~vl\,Qtl on 11:Z1/0J

BID BOND
Any singular reference to Contractor, Surety, Owner, or other party shall be considered plural where applicable.

BIDDER (Name and Address) Farr Construction Corporation dba Resource Development Company
1050 Linda Way
Sparks, NV 89431
OWNER (Name and Address):

City of Livingston
1416 C Street
Livingston, CA 95334
BID
Bid Due Date: June 11, 2024
Description: (Project Name and
SURETY (Name, and Address of Principal Place
of Business):

Old Republic Surety Company
P.O. Box 1635
Milwaukee, WI 53201
Location) Sludge Thickener Installation, Gallo Rd., Livingston, California BOND
Bond
Number: Bid Bond
Date: June 6, 2024
Penal
Sum: Ten 00%) Percent OfTotal Amount Bid
(Words)
$
JO% OfTotaJ Bid
(Figures)
Surety and Bidder, intending to be legally bound hereby, subject to the terms set forth below, do each cause this Bid Bond to be duly executed by an authorized officer, agent, or representative.

BIDDER
Farr Construction Corporation dba
_ R;;sourcc Dcvclo en om an (Seal)
Bidder's Name d C r orate Seal
By:

Print Name
Title
SURETY
Old Repu • any (Seal)
Surety's
By:

Attest:

Roger Kaltenbach (CA License 6006876)
Print Name
Attorney-in-fact
Signature
~~ ~~L
Witness
Title
Note: Addresses are to be used for giving any required notice.

Provide execution by any additional parties, such as joint venturers, if necessary. 630.09
BID 12-13

1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to pay to Owner upon default of Bidder the penal sum set forth on the face of this Bond. Payment of the penal sum is the extent of Bidder's and Surety's liability. Recovery of such penal sum under the terms of this Bond shall be Owner's sole and exclusive remedy upon default of Bidder.

2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents.

3. This obligation shall be null and void if:

3.1 Owner accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents, or

3.2 All Bids are rejected by Owner, or

3.3 Owner fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension thereof agreed to in writing by Bidder and, if applicable, consented to by Surety when required by Paragraph 5 hereof).

4. Payment under this Bond will be due and payable upon default of Bidder and within 30 calendar days after receipt by Bidder and Surety of written notice of default from Owner, which notice will be given with reasonable promptness, identifying this Bond and the Project and including a statement of the amount due.

5. Surety waives notice of any and all defenses based on or arising out of any time extension to issue Notice of Award agreed to in writing by Owner and Bidder, provided that the total time for issuing Notice of Award including extensions shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent.

6. No suit or action shall be commenced under this Bond prior to 30 calendar days after the notice of default required in Paragraph 4 above is received by Bidder and Surety and in no case later than one year after Bid due date.

7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the state in which the Project is located.

8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier, or by United States Registered or Certified Mail, return receipt requested, postage pre-paid, and shall be deemed to be effective upon receipt by the party concerned.

9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent, or representative who executed this Bond on behalf of Surety to execute, seal, and deliver such Bond and bind the Surety thereby.

10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect.

11. The term "Bid" as used herein includes a Bid, offer, or proposal as applicable. 630.09
BID 13-13

**** * * ! OLD REPUBLIC SURETY COMPANY
*****

POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS; That OLD REPUBLIC SURETY COMPANY, a Wisconsin stock insurance corpora!Jon, does make, constitute and appoint John R Claeys, Ronald J. Lange, Guy P. Amf!eld, Scott C. McGilvray, Susan B. Larson, Deanna M. Frend,, Srolt Fisher, Bizabelh R Hahn, Jana M. Roy, Min dee L. Rankin, Roger Kaltenbach, Nicholas A Fredrickson, Scott A Garcia, Wlliam M. Snith, Charla M. Boad/e, Derek D. Sabo, Andrmv Kerslake, Katelyn Cooper, Alec Gumpfer, Gregory C. Ryerson, Andrew P. Larsen of Bellevue, WA its true and !awful Attorney(s)•in-Fact, with full power and authority for and on behalf of the company as surety, to execute and deliver and affix lhe seal of the company thereto (if a seal is required), bonds, undertakings, recognizances or other wrillen obligations in lhe nature thereof, (other than bail bonds, bank depository bonds, morlgaga deficiency bonds, mortgage guaranty bonds, guarantees of installment paper and note guaranty bonds, self-insurance workers compensation bonds guaranteeing payment of benefits, or black lung bonds), as follows:

ALL WRITTEN INSTRUMENTS
and to b[nd OLD REPUBLIC SURETY COMPANY thereby, and all of the acts of said Attorneys-in-Facl, pursuant to these presents, are ratified and confirmed.

This appointment Is made under and by authority of the board of directors at a special meeting held on February 18, 1982.

This Power of Attorney is signed and sealed by facsimile under and by the authority of the following resolutions adopted by the board of directors of the OLD REPUBLIC SURETY COMPANY on February 18,1982.

RESOLVED !hat, the president, any vice-president or assistant vier. J'lrfl!',irlP.:nt, in r.nnj11ni:tirJn wlth lh'i IHilcretary or ony aoolo!ont occretery, may appoint attorneys-in-fact or agents with authority as defined or limited in the Instrument ev!denclng the appointment in each case, for and on behalf of the company to execute and deliver and affix the seal of the company to bonds, undertakings, recognizances, and suretyshlp ob!igatiuns of all kinds; and said officers may remove any such attorney-in-fact or agent and mvoke any Power of Attorney previously granted to such person.

RESOLVED FURTHER, that any bond, undertaking, recognizance, or suretyshlp obligation shall be val!d and binding upon the Company (i) when signed by the president, any vice president or assistant vice president, and attested and sealed (if a seat be required) by any secretary or assistanl secretary; or
(ii) when signed by the president. any vice president or a\;sistanl vice president, secretary or assistant secretary, and countersigned and sealed {if a seal be required) by a duly authorized attorney-in-fact or agent; or (Iii) when duly execuled and sealed (if a seal be required) by one or more attorneys~Jn-fact or agents pursuant to and within the limits of the authority evidenced by the Power of Attorney issued by the company lo such person or persons.

RESOLVED FURTHER !hat the signature of any authorized officer and !he seal of the company may be affixed by facsimile to any Power of Attorney or certification thereof authorizing the execulion and delivery of any bond, undertaking, recognizance, or other surelyship obligations of the company; and such signature and seat when so used shall have the same force and effect as though manually amxed.

IN WITNESS WHEREOF,
affixed this 4th
OLD REPUBLIC SURETY COMPANY has caused these presents to be signed by Its proper officer, and Hs corporate seal to be day or Augusl 2023

OLD REPUBLIC SURETY COMPANY
/414 Pros/dent

STATE OF WISCONSIN, COUNTY OF WAUKESHA- SS
On this 4th day of August , ~. personally came before me, !a □ PaVliC and Karen J Haffner , to me known ta be the individuals and officers of the OLD REPUBLIC SURETY COMPANY who executed the above Instrument, and they each acknowledged the execution of the same, and being by me duly sworn, did severally depose and say: that they are the sald officers of the corporation aforesaid, and that the seal affixed to the above inslrumenl is the seal of the corporation, and that said corporate seal and lbeir signatures as such officers were duly affixed and subscribed to the said inslrument by lhe authority of the board of directors of said corporation, My Commission Expires: September 28 2026
CERTIFICATE (Expiration of notarv's commission does not invalldote this instrument} I, the undersigned, assistant secretary of the OLD REPUBLIC SURETY COMPANY, a Wisconsin corporation, CERTIFY U1al the foregoing and attached Power o( Attorney remains in full force and has not been revoked; and furthermore, that the Resolutions of the board of directors set forth in the Power of At!ornc~y. ;:sro naw m force.
788820
ORSC 222/i2 (J,(16)
~ "\t ~-~~;'>, •' ;
-d~ ,o • ..., •• ,. "o \,
i"' SEAL 1; -~i ""' $_.:
'
Parker, Smith & Feek Ins LLC
Signed and sealed at the City of Brookfield, WI this ___!i_th.,__ day of ---~J~u~n~e ___ , ..2.QM. --~au.ff~'----

ACKNOWLEDGMENT
State of Washington)
County of King)
On this 6th day of June, 2024, before me, Nicholas Fredrickson notary public in and for the State of Washington, with principal office in the County of King, residing therein, duly commissioned and sworn, personally appeared Roger Kaltenbach, known to me to be the person whose name is subscribed to the within instrument as the attorney-in-fact of Old Republic Surety Company as surety in said instrument, and acknowledged to me that he/ she subscribed the name of said corporation thereto as surety, and his/her own name as attorney-in-fact.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, at my office in the aforesaid County, the day and year in this certificate first above written.

Notary Public
State of Washington

NICHOLAS FREDRICKSON
COMM. EXPIRES APRIL 20, 2027
COMM. #205307
~

NOTARY PUBLIC
Commission Expires: April 20, 2027

EXHIBITB

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
If the Parties wish to revise provisions in the Agreement above (from page I through the signature page), then the revisions shall be presented in this Exhibit B, with deletions shown in strike threugl, and additions shown in bold and italics.
01424.0001/923 I 38.1

,

CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS

BID BOOK
FOR

FOR CONSTRUCTION OF

SLUDGE THICKENER INSTALLATION
Bid Opening Date: June 11, 2024@ 2:00 P .M. PDT

GOUVEIA ENGINEERING
456 Sixth Street, Gustine, California 95322

BID BOOK

TABLE OF CONTENTS
PROPOSAL TO CITY ..................................................................................................................................... 1-13 BID SCHEDULE ............. : ................................................................................................................................ 3-13 REQUIRED LISTING OF PROPOSED SUBCONTRACTORS ...................................................................... 4-13 STATEMENT OF QUALIFICATIONS ............................................................................................................. 5-13 EQUAL OPPORTUNITY CERTIFICATION ................................................................................................... 6-13 PUBLIC CONTRACT CODE STATEMENTS ................................................................................................. 7-13 PUBLIC CONTRACT CODE QUESTIONAIRE .............................................................................................. 7-13 CONTRACTOR'S CERTIFICATION REGARDING WORKER'S COMPENSATION INSURANCE ............... 8-13 NONCOLLUSION AFFIDAVIT ........................................................................................................................ 9-13 DEBARMENT AND SUSPENSION CERTIFICATION ................................................................................... 10-13 NPDES/MS4 COMPLIANCE CERTIFICATION .............................................................................................. 10-13 SIGNATURE PAGE ........................................................................................................................................ 11-13 BID BOND ....................................................................................................................................................... 12-13 - TABLE OF CONTENTS I -

PROPOSAL TO THE CITY OF CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS
NAME OF BIDDER GSE Construction Company Inc.

BUSINESS P.O. BOX __,__, N,.,_,_ /A__,__ _________________ _ CITY, STATE, ZIP --=-N=/A:....:...._ __________________ _ ( Please include even if P. 0. Box used)
BUSINESS STREET ADDRESS 7633 Southfront Rd., Ste, 160
CITY, STATE, ZIP Livermore CA 94551
TELEPHONE NO.: AREA CODE ( 925 ) ...:4,;;c4LL7_- ..,. 02....,9..,..2 __________ _ FAX NO.: AREA CODE ( 925 ) _4_,_4,_,_7_- =09,,,_,6=2,__ _____ ___ _ CONTRACTOR LICENSE NO.: 401498
------------------- The work for which this proposal is submitted is for construction in accordance with the special provisions (including the payment of not less than the State general prevailing wage rates), the project plans described below, including any addenda thereto, the contract annexed hereto, and also in accordance with the Current California Department of Transportation Standard Plans, Standard Specifications, and the Labor Surcharge and Equipment Rental Rates in effect on the date the work is accomplished.

The special provisions and plans for the work to be done are dated MAY 2024 and are entitled:
630.09

CITY OF CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS

CONTRACT DOCUMENTS

FOR CONSTRUCTION OF

SLUDGE THICKENER INSTALLATION
BID 1 of 13

Bids are to be submitted for the entire work. The amount of the bid for comparison purposes will be the total of all items.

The bidder shall set forth for each unit basis item of work a unit price and a total for the item, and for each lump sum item a total for the item, all in clearly legible figures in the respective spaces provided for that purpose. In the case of unit basis items, the amount set forth under the "Item Total" column shall be the product of the unit price bid and the estimated quantity for the item.

In case of discrepancy between the unit price and the total set forth for a unit basis item, the unit price shall prevail, except as provided in (a) or (b), as follows:
(a) If the amount set forth as a unit price is unreadable or otherw·1se unclear, or is omitted, or is the same as the amount of the entry in the item total column, then the amount set forth in the item total column for the item shall prevail and shall be divided by the estimated quantity for the item and the price thus obtained shall be the unit price; (b) (Decimal Errors) If the product of the entered unit price and the estimated quantity is exactly off by a factor of ten, one hundred, etc., or one-tenth, or one-hundredth, etc. from the entered total, the discrepancy will be resolved by using the entered unit price or item total, whichever most closely approximates percentage-wise the unit price or item total in the CITY of LIV/NGSTONs Final Estimate of cost.

If both the unit price and the item total are unreadable or otherwise unclear, or are omitted, the bid may be deemed irregular. Likewise, if the item total for a lump sum item is unreadable or otherwise unclear, or is omitted, the bid may be deemed irregular unless the project being bid has only a single item and a clear, readable total bid is provided.

Symbols such as commas and dollar signs will be ignored and have no mathematical significance in establishing any unit price or item total or lump sums. Written unit prices, item totals and lump sums will be interpreted according to the number of digits and, if applicable, decimal placement. Cents symbols also have no significance in establishing any unit price or item total since all figures are assumed to be expressed in dollars and/or decimal fractions of a dollar. Bids on lump sum items shall be item totals only; if any unit price for a lump sum item is included in a bid and it differs from the item total, the items total shall prevail.

The foregoing provisions for the resolution of specific irregularities cannot be so comprehensive as to cover every omission, inconsistency, error or other irregularity which may occur in a bid. Any situation not specifically provided for will be determined in the discretion of the CITY of LIVINGSTON, and that discretion will be exercised in the manner deemed by the CITY of LIVINGSTON to best protect the public interest in the prompt and economical completion of the work. The decision of the CITY of LIVINGSTON respecting the amount of a bid, or the existence or treatment of an irregularity in a bid, shall be final.

If this proposal shall be accepted and the undersigned shall fail to enter into the contract and furnish the 2 bonds in the sums required by the State Contract Act, with surety satisfactory to the CITY of LIVINGSTON, within 8 days, not including Saturdays, Sundays and legal holidays, after the bidder has received notice from the CITY of LIVINGSTON that the contract has been awarded, the CITY of LIVINGSTON may, at its option, determine that the bidder has abandoned the contract, and thereupon this proposal and the acceptance thereof shall be null and void and the forfeiture of the security accompanying this proposal shall operate and the same shall be the property of the CITY of LIVINGSTON.

The undersigned, as bidder, declares that the only persons or parties interested in this proposal as principals are those named herein; that this proposal is made without collusion with any other person, firm, or corporation; that he has carefully examined the location of the proposed work, the annexed proposed form of contract, and the plans therein referred to; and he proposes, and agrees if this proposal 630.09
BID 2-13

is accepted, that he will contract with the CITY of LIVINGSTON, in the form of the copy of the contract annexed hereto, to provide all necessary machinery, tools, apparatus and other means of construction, and to do all the work and furnish all the materials specified in the contract, in the manner and time therein prescribed, and according to the requirements of the Engineer as therein set forth, and that he will take in full payment therefore the following prices, to wit:

ITEM

CITY OF LIVINGSTON

DEPARTMENT OF PUBLIC WORKS

BID SCHEDULE

SLUDGE THICKENER INSTALLATION
ESTIMATED UNIT ITEM NO. BID ITEM DESCRIPTION QUANTITY PRICE TOTAL Mobilization
'(Item 1 not to exceed $30,000)
2 WAS Piping, Valves, and Connections
3 4
5 6
7 8
9 10
11 12
Drainage Piping, Connections, and Drop
Manhole
Water Supply and Appurtenances
Sheet, Shoring, and Bracing
Construct Equipment Foundation
Install Skid Mounted Sludge Thickener
Install Sludge Feed Pump
Polymer Feed System
Metal Shade Structure
Electrical and Instrumentation
Startup
1 Ls $ 00,000 $ ao, ooo
'(See Note)
1 LS $ \fa~. ~DO $ I ~3)tJ0O
1 LS
1 LS
1 LS
1 LS
1 LS
1 LS
1 LS
1 LS
1 LS
1 LS
$ ig)20()
$ :,1.500
$ i,~00
$ \£/S, SOD
$ 14,~00
$ ?;\,600
$ Z,2.00 $ 2,200
~6(/J ~ ~~. 600 $ 39~ $ ~ P!,
$ 2.1, (o(X) $ 2.,\,~00
$ no, loOD $ l]0,\DOO
$ \1,2.00 $ l7 , 2.DO
TOTAL BID $ =]7\,6t0D· 751, ~Co s:::r;,,
NOTE: "TOTAL BID" is only on the last page of the Bid Schedule List 630.09
BID 3-13

INFORMATION REQUIRED OF BIDDER
List of Subcontractors
As of March 1,2015, Contractors (and sub-contractors) wishing to bid on public works contracts shall be registered with the State Division of Industrial Relations and certified to bid on Public Works contracts. Please register at: https://www.dir.ca.gov/Public-Works/Contractor- Re.9.is_tration. htm I In accordance with Title 49, Section 26.11 of the Code of Federal Regulations, and Section 4104 of the Public Contract Code of the State of California, as amended, the following information is required for each sub-contractor who will perform work amounting to more than one half of one percent (0.5%) of the Total Base Bid or $10,000 (whichever is greater). Photocopy this form for additional firms.

Percent Dept. of Bid Item Description of Work to be Performed of Total Subcontractor's Industrial No. Contract License No Subcontractor's Name and Address . Relations (DIR) Registration No. 1:L.cr t, \tt,'ffilll.\ t \nS-\ilAn\emt\t\01' I tq ·,. <fi? ()l\ \ L\ S .1) · E::. lelil')C. \ r\.C.· 12 \ODDOOS(oi~ \S52 W- \\1i'IS-t.1t32..1 -rr~,cA ~5;,ro 2 lOllt\~S \. i· I. t)\9 9i1 j_ooooo ~lf' t--4AS.01'\ Kl.inti~ \nc. l'O. fJox Ill oranaeva\t Ot q15r,c,2 V
630.09
B1D4-13 Page 90

STATEMENT OF QUALIFICATIONS
Experience
Bidder shall identify three (3) most recently completed projects similar to Work described in these Contract Documents. 739 760 779
1 2 3
San Clemente Gravity FSSD Digester Redlands MBR & Digestie Project Title Belt Thickeners Reliability Improvement Improvements Project, Replacement Project 521006 - Phase 1 B
Fairfield Suisun Sewer
City of Redlands Public Agency City of San Clemente District 910 Calle Negocio 1010 Chadbourne Rd.

Address 35 Cajon St., Suite 15A
Suite 100 Fairfield, CA 94534 Redlands, CA 92373
San Clemente, CA 926, 3
Telephone No. (949) 361 -6140 (707) 429-8930 (909) 798-7584 Engineer in Charge Pace Engineering Stantec Parsons
Project Value ($) $1,581 ,158 $3,144,638 $7,557,634
Date Accepted 02/12/2021 07/01/2021 12/30/2022
Claims Filed? No No No
If yes explain
below:

N/A
630.09
BID 5-13
r

(THE BIDDER'S EXECUTION ON THE SIGNATURE PORTION OF THIS PROPOSAL SHALL ALSO

CONSTITUTE AN ENDORSEMENT AND EXECUTION OF THOSE CERT/FICA TIONS WHICH ARE A

PART OF THIS PROPOSAL)

EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION
The bidder GSE Construction Company Inc. , proposed subcontractor(s) Mason Vv\\n-\in~ )n,. anti CS)). t.\ecmc, \N:,. (list Subcontractor(s) above) hereby certifies that he
129 has
0 has not
participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, he has filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filling requirements.

Note: The above certification is part of the bid. Signing this bid on the signature portion thereof shall also constitute signature of these certifications. 630.09
BID 6-13

PUBLIC CONTRACT CODE
Public Contract Code Section 10285.1 Statement
In conformance with Public Contract Code Section 10285.1 (Chapter 376, Stats. 1985), the bidder hereby declares under penalty of perjury under the laws of the State of California that the bidder has
[ZI has not
been convicted within the preceding three years of any offenses referred to in that section, including any charge of fraud, bribery, collusion, conspiracy, or any other act in violation of any state or Federal antitrust law in connection
Contract
with the bidding upon, award of, or performance of, any public works contract, as defined in Public Code Section 1101, with any public entity, as defined in Public Contract Code Section 1100, including the Regents of the University of California or the Trustees of the California State University. The term "bidder" managing
is understood to include any partner, member, officer, director, responsible managing officer, or responsible employee thereof, as referred to in Section 10285.1.

Note: The bidder must place a check mark after "has" or "has not" in one of the blank spaces provided. The above Statement is part of the Proposal. Signing th·Is Proposal on the signature portion thereof shall also constitute signature of this Statement. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution.

Public Contract Code Section 10162 Questionnaire
In conformance with Public Contract Code Section 10162, the Bidder shall complete, under penalty of perjury, the following questionnaire·.

Has the bidder, any officer of the bidder, or any employee of the bidder who has a proprietary interest in the bidder, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes
Kl No
If the answer is yes, explain the circumstances in the following space.

NIA
630.09
BID 7-13

Public Contract Code 10232 Statement
In conformance with Public Contract Code Section 10232, the Contractor, hereby states under penalty of perjury, that no more than one final unappealable finding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two-year period because of the Contractor's failure to comply with an order of a federal court which orders the Contractor to comply with an order of the National Labor Relations Board.

Note: The above Statement and Questionnaire are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement and Questionnaire.

Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution.

CONTRACTOR'S CERTIFICATION REGARDING WORKERS'

COMPENSATION INSURANCE
State of California
County of _A_la_m_ e_d_a _______ _
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 commending the performance of the work of this Contract.

GSE Construction Company Inc. (Name of Contractor)
By: ~Gulier:z, President
(Signature of Contractor}
Date: Qlg\ \ \ \101H
630.09
BID 8-13

630.09
Noncollusion Affidavit
(Title 23 United States Code Section 112 and
Public Contract Code Section 7106)
To the CITY of LIVINGSTON DEPARTMENT OF PUBLIC WORKS.

In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the bidder declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

Note: The above Noncollusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Noncollusion Affidavit.

Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution.

BID 9-13

DEBARMENT AND SUSPENSION CERTIFICATION
TITLE 49, CODE OF FEDERAL REGULATIONS, PART 29
The bidder, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, manager:
is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any Federal agency;
has not been suspended, debarred, voluntarily excluded or determined ineligible by any Federal agency within the past 3 years;
does not have a proposed debarment pending; and
has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years.
with
If there are any exceptions to this certification, insert the exceptions to an additional sheet of paper and include the bid.

Exceptions will not necessarily result in denial of award, but will be considered in determining bidder responsibility. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.

NPDES/MS4 Compliance Certification
All
System
construction projects wtthin the City limits must comply with the National Pollutant Discharge Elimination Municipal
(NPDES) storm water regulation adopted by the EPA, and as applicable, and the Phase II Small Separate Storm Sewer System (MS4) General Permit requirements, regardless of size.

The
about
City is required under these permits to provide information to Contractors performing work within City limits selection,
training opportunities to assist in managing potential pollutants from construction -related activities, overall program
installation, implementation, and maintenance of Best Management Practices (BMPs), as well as compliance.

The
permtts
Bidder
while
acknowledges that they are aware of the necessity to be in compliance with the NPDES and MS4 working within City limits.

Note: Providing false information may result in criminal prosecution or administrative sanctions. 630.09
The above certifications are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of these Certifications.

BID 10-13

Accompanying this proposal is _B_id_d_e_r_'s_B_o_n_d ___________ _ ____ _ (NOTICE: INSERT THE WORDS "CASH($ __ ~ ," "CASHIER'S CHECK," "CERTIFIED CHECK,• OR "BIDDER'S BOND,• AS THE CASE MAY BE) in amount equal to at least ten percent of the total of the bid.

The names of all persons interested in the foregoing proposal as principals are as follows:

IMPORTANT NOTICE
If bidder or other interested person is a corporation, state legal name of corporation, also names of the president, secretary, treasurer, and manager thereof; if a coparlnership, state true name of firm, also names of all individual coparlners composing firm; if bidder or other interested person is an individual, state first and last names in full.

GSE Construction Company Inc.

Dennis Gutierrez, President Steve Mazza, Chief Operating Officer Nate Jones & Richard Harte, Vice President Iris Sosa, Secretary Licensed in conformance with an act providing for the registration of Contractors, License No. _ 4"'"0.._1.._4...,9...,8....._ _____ _ Classification(s) A. B, C16. C36, C61/021 Department of Industrial Relations (DIR) Registration No. _1~0_0_0_0_0_0_0~Z~7 _ _ _____ _

ADDENDA
This Proposal is submitted with respect to the changes to the contract included in Addenda Number/s N If\ as
(Fill
part
in addenda
of
numbers if addenda have been received and insert, in this Proposal, any Engineer's Estimate sheets that were received the addenda.)
By my signature on this proposal I certify, under penalty of perjury under the laws of the State of California, that the foregoing questionnaire and statements of Public Contract Code Sections 10162, 10232 and 10285.1 are true and correct and that the bidder has complied with the requirements of Section 8103 of the Fair Employment and Housing Commission Regulations (Chapter 5, Title 2 of the California Administrative Code).

Date: OlD \ \ \ \ 1DL4
630.09
Sian
!~
• Mere Dennis Gutierrez, President
Signature and Title of Bidder
Business Address 7633 Southfront Rd., Ste. 160, Livermore, CA 94551 Place of Business Livermore, CA
Place of Residence Hayward, CA
BID 11-13

BID BOND
Any singular reference to Contractor, Surety, Owner, or other party shall be considered plural where applicable.

BIDDER (Name and Address)
GSE Construction Company, Inc.
7633 Southfront Road, Suite 160
Livermore, CA 94551
OWNER (Name and Address):

City of Livingston
1416 C Street
Livingston, CA 95334
BID
Bid Due Date: June 11, 2024
SURETY (Name, and Address of Principal Place
of Business):

Fidelity and Deposit Company of Maryland
1299 Zurich Way, 5th Floor
Schuamburg, IL 60196
Description: (Project Name and Sludge Thickener Installation Location) Livingston, CA
BOND
Bond
Number: 975GS742
Date: May 29, 2024
Penal
Sum: Ten Percent of the Total Bid Amount
(Words)
$
10%
(Figures)
Surety and Bidder, intending to be legally bound hereby, subject to the terms set forth below, do each cause this Bid Bond to be duly executed by an authorized officer, agent, or representative.

BIDDER SURETY
(Seal) Fidelity and Deposit Company of Marylar.d (Seal) Surety·s Name and Corporate Seal
By:

By: i!a~c~ ney)
Stanle J. Matrang,=a ________ _
Print Name
Attorn_fill-ln-Fact _________ _
Title
Attest:

Signature
Title
Note: Addresses are to be used for giving any required notice.

Provide execution by any additional parties, such as joint venturers, if necessary. 630.09
BID 12-13

1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors, and assigns to pay to Owner upon default of Bidder the penal sum set forth on the face of this Bond. Payment of the penal sum is the extent of Bidder's and Surety's liability. Recovery of such penal sum under the terms of this Bond shall be Owner's sole and exclusive remedy upon default of Bidder.

2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents.

3. This obligation shall be null and void if:

3.1 Owner accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension thereof agreed to in writing by Owner) the executed Agreement required by the Bidding Documents and any performance and payment bonds required by the Bidding Documents, or

3.2 All Bids are rejected by Owner, or

3.3 Owner fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension thereof agreed to in writing by Bidder and, if applicable, consented to by Surety when required by Paragraph 5 hereof).

4. Payment under this Bond will be due and payable upon default of Bidder and within 30 calendar days after receipt by Bidder and Surety of written notice of default from Owner, wh'1ch notice will be given with reasonable promptness, identifying this Bond and the Project and including a statement of the amount due.

5. Surety waives notice of any and all defenses based on or arising out of any time extension to issue Notice of Award agreed to in writing by Owner and Bidder, provided that the total time for issuing Notice of Award including extensions shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent.

6. No suit or action shall be commenced under this Bond prior to 30 calendar days after the notice of default required in Paragraph 4 above is received by Bidder and Surety and in no case later than one year after Bid due date.

7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the state in which the Project is located.

8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier, or by United States Registered or Certified Mail, return receipt requested, postage pre-paid, and shall be deemed to be effective upon receipt by the party concerned.

9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent, or representative who executed this Bond on behalf of Surety to execute, seal, and deliver such Bond and bind the Surety thereby.

10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect.

11. The term "Bid" as used herein includes a Bid, offer, or proposal as applicable. 630.09
BID 13-13

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND

POWER OF ATTORNEY
KNOW
York,
ALL MEN BY THESE PRESENTS: Thnt the ZURJCH AMERJCAN JNSURANCE COMPANY, n corporation of the State of New

AND DEPOSIT
the COLONJAL

COMPANY
AMERICAN CASUALTY AND SURETY COMPANY, a co~ioration of the Stale of Jllinois, and lhe FJDELITY Robert D. Murray, Vice
OF MARYLAND a corporation of the State of Illinois (hc1·eiu collectively called the "Companies"), by set
President, in pursuance of authority granted by A1ticlc V, Section 8, of the 13y-Lnws of said Companies, which arc and
fo1th
appoint
on the
Stanley
rcwrse side hereof and are hereby cc1tlficd to be in filll force and effect on the date hereof, do hereby nominate, constitute, A1tomcy-in-Fact,
J. MATRANGA and Rric V. MATRANGA, both of Grnnil'c Bny, California, EACH, its true and lawful agent and undertakJngs,
to make, execute, sea! and deliver, for, and on lts behalf as surety, and as its act and deed: any and all bonds 1md fulJy and amply,
and the execution of such bonds or undc1takings in pursuance of these presents, shall be as binding upon said Companies., as

ZURICH AMERICAN
to all intcnl.S and purposes. as if they had been duly executed and acknowledged by the regularly elected ofiiccrs of the

AMERICAN
INSURANCE COMPANY at its office in New York, New York., the regularly clcclc<l olliccrs oftbc COLONIAL FlDELlTY AND
CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the reguh1rly elected officers of the DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. the By-Laws
The said
of
Vice President does hereby ce11it)' that tbe extract set forth on the reverse side hereof is a 1rne copy of At1icle V, St!cfion 8, of said Companies, and is now in force.

ZURICH
lN WITNESS

AMERICAN
WHEREOF, the s.1id Vice-President has l1t:rem1to subscribed his/her numes and 11ffixed the Corporate Seals of the said

FIDELITY AND DEPOSIT
INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and COMPANY OF MARYLAND, this 13th day of August, A.D. 2019.

By: Robert D. Murray
Vice. Pre!iident
By: Dawn E. Brown
SPcreta1y
State of Maryland
County of Baltimore
ATTEST:

ZURICH AMERICAN INSURANCE COMl'ANY
COLONIAL AMl~RICAN CASUALTY AND SURETY COMPANY
FJDELITY ANO DErosn C()MPANY OF MARYLAND
Murray,
On this
Vkt!
13th
President
tluy of
and
August,
Dawn
A.D. 2019, before the subscriber, a Notary Public of the State of Mmyhmtl, duly commissioned und qualified, Robe!'I D. executed the preceding
F ... Brown, Secretary of the Compm1ics, to rne persomilly known to be the intlividuuls und nnicers described in und who the Company uforc.~aid,
instrument, .and acknowledged the execution of smnc, and being by mc duly swom, tlcposcth and sait11, that he/she is the said officer of the signature as such officer
and
were
th.at (he seals affixed lo the preceding instrnmenl arc the Corpomte Seals of said Companie:::, and 1hat 1hc said Corp()rnlc Seals and duly af'lixcd and subscribed lo !he ~llid in~!rnmcnt by the m1thori!y and direction ol'thc said Corporati{)ns.

IN TESTIMONY WHEREOF, J have hercunlo .set my hand and affixed my Official Seal the day and year fosl above written. ~Ct-~
Constance A. Dunn, Nntory Public
My Commission fa:pircs: July 9, 2023

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 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.

State of California
County of _P_la_c_e_r ____ ------
On May 29, 2024 before me, Eric Matranga, Notary Public Date Here Insert Name and Title of the Officer
personally appeared Stanley J. Matranga
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(st is/a!'esubscribed to the within instrument and acknowledged to me that he/sl-1e/#ley executed the same in or
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person{s}, the entity upon behalf of which the person{st acted, executed the instrument. -~~~
~ "' ,,,-, I.RIC MArHANGA f _ ;y7 ., • c~s'-•; Notary Public · Cali[ornia ., ~ li~r,~ { · ' ~ Placer Counly f.
x t.J.J,)) Commission// 2396142 ,
:_,,,.~~~ My Comm. [xpires M~r 8, 2026
Place Notary Seal Above
I certify under PENAL TY OF PERJURY under the laws
of the State of California that the foregoing paragraph is true and correct.

WITNESS rny hand and official seal.

Signature ~ . ~~=--:::t.. . ""J --
Signature of No~ ublic
----------------oPnONAL---------------
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: _ Document Date:

Number of Pages: ___ Signer(s) Other Than Named Above: _____________ _ Capacity(ies) Claimed by Signer(s)
Signer's Name: ____________ _ Signer's Name: ____________ _ 0 Corporate Officer - Title{s): _ Ci Corporate Officer - Title(s):
0 Partner - 0 Limited O General D Partner - □ Limited O General C Individual O Attorney in Fact 1; Individual O Attorney in Fact i7 Trustee O Guardian or Conservator r, Trustee ll Guardian or Conservator 0 Other: C Other: ______________ _
Signer Is Representing: Signer Is Representing:
©2014 National Notary Association· www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189
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.

State of California
County of San Joaquin
On ()\p \ Cl'O \ 2.(ID\ before me, ____ V;..:i.:..a n=a_O;:;..;..; n=tiv.._e"'"'r'-'o'-'s'"'"-N'--'-"' o~ta=ry--'-'P_u=b"'"l""-icc..-____ _, Date Here Insert Name and Title of the Officer
personally appeared -----=D--=e;.:..n"'""n'"'"is=----=G"'"u='-'t""ie=r'-'-r=e=z _________________ _
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capaclty(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.

Place Notary Seal Above
I certify under PENAL TY 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 of Notary Public
---------------OPTIONAL---------------
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: ___________________________ _ Document Date: ___________________ Number of Pages: _____ _ Signer(s) Other Than Named Above: ______________________ _ Capacity(ies) Claimed by Signer(s)
Signer's Name: ____________ _ Signer's Name: _ ___________ _ D Corporate Officer - Title(s): _____ _ D Corporate Officer - Title(s): ______ _ D Partner - D Limited D General D Partner - D Limited D General D Individual D Attorney in Fact D Individual D Attorney in Fact D
D Trustee D Guardian or Conservator D Trustee D Guardian or Conservator Other: _____________ _ D Other: ___ _________ _ _
Signer Is Representing: _________ _ Signer Is Representing: ________ _ ;;c;.~~'QC.'w<,'COC<,~~'C<.'CCJ<.:i<,'ti,';(,~~~~~~~~~-~~~~~~~~'f~'<o<i,"I ©2016 National Notary Association· www.NationalNotary.org • 1-800-US NOTARY (1 -800-876-6827) Item #5907

G.S.E. Construction Company, Inc.

CORPORATE RESOLUTION
The undersigned, constituting all of the directors of G.S.E. Construction Company, Inc., hereby adopt the recitals and resolutions as shown below. This action is taken in accordance with the provisions of Section 307(6) of the California General Corporation Law, which authorized the Board of Directors to take any action without a meeting may be taken at any annual or special meeting if the board consents in writing to the action. The effective date of the actions taken by this unanimous written consent Is January 7, 2020
WHEREAS, construction contracts and proposals are executed only by authorized agents of the corporation.

RESOLVED, that the directors reaffirm that the following persons, with titles as designated, are authorized to perform the roles and responsibilities on behalf ofG.S.E. Construction Company, Inc.

NAME
Dennis Gutierrez
Steve Mazza
Nate Jones
Richard Harte
Iris Villasenor Sosa

CERTIFICATION OF SECRETARY
I certify that:

TITLE
President
Chief Operating Officer {COO)
Vice President
Vice President
Secretary
I am duly qualified and acting as Secretary of G.S.E. Construction Company, Inc., a licensed California Corporation.

The foregoing is a true copy ofa resolution duly adopted by the board of Directors of the corporation at a special meeting duly held on January 6, 2020 and entered In the minutes of such meeting in the minute book of the corporation.

The resolution is in conformity with the articles of incorporation and bylaws of the corporation, has never been modified or repeated, and Is now In full force and effect.

Dated: January 7, 2020
iris Sosa, Secretary

c::1c:a CONTRACTORS STATE LICENSE BOARD

ACTIVE LICENSE
'""""''"' G S E CONSTRUCTION COMPANY
INC
""'"""""'A C36 8 HAZ C16 C61/D21 ~~ ~ .,. ... =~ ~,.1,,.1,no.1, 03/3-J/2025 www.cslb.ca.gov ' •

:::ilare or 1.;auromra f, { .11,.
,~"<I
·e£..~~~
Department of Industrial Relations
(https1lwww.dir.ca.gov/)
Contractor Information
Legal Entity Name
GSE CONSTRUCTION COMPANY INC.

Lcga)EntityType
Corporation
Status
Active
Registration Numbu
1000000077
Registration effective date
07/01/21
Reglsbatian exp!ratkin date
06(30/24
Mailing Addn=
7633 Southfront Road, Suite 160 LIYERMOR!: 94551 CA United states of America Ph~e.al Address 7633Southfront Road.Suite 160 LNERMORE94551 CA UnitedStltesof Ametka Email Address [email protected] m
Trade N.tm#PBA
lkenseNumber{s)
CSLR:40149B
CSLB:401436
Legal Entity Information
Corporation Entity Number:

Federal Employment ldentification Number:
8900.cy for Service·
C0985828
942667247
GSE Construction Co,. Inc.

Registration lji~ory:

Effective Date Expiration Date
-----
06/13/18 06/30/19
--- --·-----
05/03/17 06/30/18
- - -- -·- ~~--· - --
05/07/16 05/30/17
06/16/15 05/30/16
·--- -------· - ---- - ---
07/02/14 05/30/15
07/01/19 06/30/20
07/01/20 C!in0/21
07/01/21 06/30.124
Agent of Service Name:

Agent of Service Mailing Address: 7633 Southfront Road, Suite 160 Livermore 94551 CA United States of America President Name= Dennis Gutierrez Vice President Name: Nate Jones & Richard Harte Treasurer Name:

Secretary Name: Iris Sosa
CEO Name; Steve Mazza, COO
Worker's Compensation
Please
Do you lease employees through Professional Employer Organization (PEO)?: No provide your currentwarker's compensation insurance information below: PED PEO PEO PEO lnfonnationName
Insured by Carrier
Policy Holder Name;
Insurance Carrier:

Policy Number.

Inception date:

Phone Email
GSE CONSTRUCTION COM,PANY, INC.

The Travelers Indemnity Company of Connecticut
DT22-C0-3R384155-TCT -21
10/01/21
11\ln1 ,., ..

Cahf omia Environmental Protection Agency
Air Resources Board
January 1, 2 024

CERTIFICATE OF REPORTED COMPLIANCE
OFF-ROAD DIESEL VEHICLE: REGULATION
is issued to
GSE CONSTRUCTION INC.

This certificate indicates thatthe 'fleet listed 1:ibove has reported off-road diesel vehicles to the Califomia Air Resource::, ar.d has certified they are ln compliance with title 13 CCR, section 2449, All applicable vehicles owned by the inciVidual, company, or agency must be reported and labeled, as speeifred In' Section 2449, with all possible completeness, else this certfficate is null and void. Certificate expires 2/28/2025 (! ! / j/J~
(; J.,!l< K~ow,ki
ChHrl, Joblle Source Contmf Division
Cziflfomia Air Resources Board
Off-road Dlesel Fleet Identification
2872
"f'o ..,,erlf:,' the .1a1tt.entlcity oftf'i;; Q«rlm,;;al:e-. ~rrter tt,i-, m.ttnbi:r :,t http://www.arb.ca.gov/doors;/compliance _ cert1 .html

June 13, 2024
City of Livingston
1416 C Street
Livingston, CA 95334

DENNIS GUTIERREZ, PRESIDENT
GSE Construction Company, Inc.
7 633 Southfront Road, Ste. 160
Livermore, CA 94551
RE: Return of Non-Responsive Bid
Livingston Sludge Thickener Installation
Dear Mr. Gutierrez:

Thank you for submitting a bid for the above referenced project. After careful review, your bid was deemed non-responsive by the City Attorney for failure to acknowledge Addendum l in your submitted bid. Consequently, your bid was deemed not fully responsive to the bid requirements.

Therefore, the City of Livingston (City) is returning your submitted bid.

Thank you for your interest in the project and hope you will continue to bid City projects.

Sincerely,
Mario Gouveia, City Engineer
Attachments: Submitted Bid Package
cc: Christopher Lopez, Interim City Manager
Roy Santos, City Attorney
Anthony Chavarria, Public Works Director

CITY OF LIVINGSTON
1416 "C" Street LIVINGSTON, CALIFORNIA 95334 PHONE: (209) 394-8041 FAX: (209) 394-4190

June 20th, 2024
By Email
[email protected]
Tina Whitsitt
Engineering Assistant
Gouveita Engineering Inc.
mim

C O N S T R U C T I O N
Re: Response Letter by GSE Construction, Inc. of Sludge Thickener Installation bid for City of Livingston.

Dear Tina:

We are writing to request that the City consider our bid for the Sludge Thickener Installation on June 111\ 2024 on the merits. GSE submitted the lowest priced proposal of $757,800, less $35,600 from the second lowest proposal; equally important, our company has decades of experience with projects of this type, and we have a track record of completing such projects on time and on budget.

GS E's bid is fully responsive. We have committed to fully performing all of the contract scope of work, in accordance with all of the contract documents, including the addenda. Our commitment to performing the work is backed by our bid bonds, which requires us to enter into a contract based on proposal, which states as follows:

The work for which this proposal is submitted is for construction in accordance with the special provisions (including the payment of not less than the State general prevailing wage rates), the project plans described below, including any addenda thereto, the contract annexed hereto, and also in accordance with the Current California Department of Transportation Standard Plans, Standard Specifications, and the Labor Surcharge and Equipment Rental Rates in effect on the date the work is accomplished.

Thus, failure to identify the addenda is irrelevant and a trivial and nonmaterial variation. See Bay Cities Paving & Grading, Inc. v. City of San Leandro, 223 Cal. App. 4th 1181 (2014) (failure to include several pages of bid bond did not required bid to be rejected, as terms of the bid bond were incorporated by reference).

GSE did not obtain a competitive advantage or the ability to withdraw its bid. The addendum's only change was allowing multiple integrators to be accepted on the project, which GSE's listed electrical subcontractor (which provides integration) noted on their proposal.
7633 Southfront Road, Suite 160 . Livermore, CA 94551 . Tel 925-447-0292 . Fax 925-447-0962 www.gseconstruction.com . Contractor License# 401498 Equal Opportunity Employer

Because the addenda addressed matters that did not materially affect what our bid would be, even if we had not t aken the addenda into account, the failure to consider the addendum would not constitute a mistake that would allow GSE to withdraw its bid. See Pub. Contract Code 5100 & 5103; Valley Crest Landscape, Inc. v. City Council, 41 Cal. App. 4th 1432, 1437 (1996). At most, the failure to acknowledge the addenda is a trivial variance that may be waived by the City. See Bay Cities Paving & Grading, Inc., 223 Cal. App. 4th at 1196.

Additionally, the bid documents allow for failure to note an addendum as a minor omission by giving the City of the option. See below ...

A cornplete bid includes tlie Bfd Form. Bid Schedule. List of Subcontractors, Experience, Equal Employment Opportunity, Public Contract Code (Statements and Questionnaire). Non-Collusion Affidavit.

Debarment and Suspension Certification, Bid Bond with surety, and a copy of a current California State Contractor's license. A signed Addendum, if issued, must also be submitted with the seated bid, or receipt of Addendum must be acknowledged in the appropriate area of the proposal. Failure to acknowledge receipt of addendum may cause your bid to be deemed non-responsive.

In conclusion, we therefore respectfully request that the City of Livingston consider our bid on the merits and accept our bid as the lowest price proposal from a responsible bidder and not cost the City unnecessary additional money to fund the project. Thank you for your careful review and consideration of this matter.

Thank you for your time & consideration.

Sincerely,
GSE Construction Company, Inc.

Nate Jones, Vice President of Estimating
7633 Southfront Road, Suite 160 . Livermore, CA 94551 . Tel 925-447-0292 . Fax 925-447-0962 www.gseconstruction.com . Contractor License# 401498 Equal Opportunity Employer

From:

To:

Cc:

Subject:

Date:

Attachments:

Hi Linda,
Anthony Chayarr;a
Linda Gouveia
Cbcistopher Lopez; Roy c Santos; Marja Gouye;a: Nick Fontaine: Tioa Whitsitt RE: Sludge Thickener Installation - Low Bidder Bid
Thursday, June 13, 2024 9:06:02 AM
;maaeoo 1 iPA
After consultation with legal it was determined that by not signing the addendum the contractors bid is deemed non-responsive.

Kind Regards,
cfintli.ona e/,.ava'C.'C.ia
Director of Public Works
City of Livingston
Office (209) 394-8044
Fax (209) 394-7296
achavarria@)ivingstoncity com
logo color email
Confidentiality Notice: This message, including any attachments, is for the sole use of the intended recipients and may contain confidential and privileged information.

Any unauthorized review, use, disclosure, or distribution is prohibited. If you are not the intended recipients, please contact the sender by reply e-mail or phone and destroy all copies of the original message.

From: Linda Gouveia <[email protected]>
Sent: Wednesday, June 12, 2024 9:40 AM
To: Anthony Chavarria <[email protected]>
Cc: Christopher Lopez <[email protected]>; Roy C.Santos<[email protected]>; Mario Gouveia <[email protected]>; Nick Fontaine <[email protected]>; Tina Whitsitt <[email protected]> Subject: Sludge Thickener Installation - Low Bidder Bid Hello Anthony,
In reviewing the bid packages submitted for the Sludge Thickener Installation, the Low Bidder (GSE Construction Company, Inc .) did not acknowledge the Addendum on the Signature Page (pg. 11 -13). Addendum was emailed and

posted to the Contractor's exchanges. Legal will need to determine if this irregularity makes the Contractor's bid non-responsive.

If you have any questions, please contact our office.

Regards,
Linda
£.inaa C. (jouveia
'Vice Presiaent/ Secretary
(jouveia 'Engineering
456 Sixtfi Street
(justine, C..'A. 95322
Pfione: (209) 854-3300

From:

To:

Cc:

Subject:

Date :

Attachments:

Hi Linda,
Iioa Whitsitt
L inda GmNeia
Nick Fontaine; Mark> GmNeia
RE: 630.09
Friday, June 14, 2024 1:46:00 PM
imaaeoo1 ona
We received 6 email confirmations of received addendum and they are on the server in the nonresponsive folder.

Golden State plan room is a co-op of 22 builders exchanges. I spoke with Kandice at Central California Builders Exchange and she told me that they are part of the Golden State Plan Service, there are 22 exchanges that are part of it, see below. They all share the same planroom, so if one BX posted it, they all see it.

Hope this makes sense!

GOLDEN STATE PLAN SERVICE
The 1nost comprehensive plaiu·oon1 network available
22 locally grounded exchanges and associ ations
make up the largest pl anroom network in Lh c st.ate.

Our Collaboration means more projects -
We don't upload from a single location we
cultivates local relationships to bring the best
projects to the planroom.

Single Statewide Plan Room • You choose the
counties you want to see. No more searching
muluple Plan Rooms for projects
More Private Projects- Our
collaboration means more cultivation of
private work
Accurate Bidders Lists, Projects, &
Addenda- Real time updates • never
miss a proiect update
Mobile Device Accessible
Take your planroom with you
For more information
www.gsplanservice.org
or call 916-771-7229

Warm regards,
T~ W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907
From: Linda Gouveia <[email protected]>
Sent: Friday, June 14, 2024 11:26 AM
To: Tina Whitsitt <[email protected]>
Cc: Nick Fontaine <[email protected]>; Mario Gouveia <[email protected]> Subject: Re: 630.09
Tina,
Please check with all exchanges and get confirmation in an email. Thank you.

Regards,
Linda
On 14 Jun 2024, at 4:49 PM, Tina Whitsitt <twhitsitt@gouveiaengineeriog com> wrote:

FYI. ..

I just spoke with Michelle at Dodge and she shows 1 addendum that they have posted that was sent to them on 6/5/2024. Attached is her acknowledgement.

Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907
<mime-attachment>

From:

To:

Subject:

Date:

BABX Plaoroom
Una Whitsitt
Re: 630.09 Sludge Thickener Installation - Addendum No. 1 Thursday, June 6, 2024 7:34:33 AM
Received, thank you.
3055 Alvarado Street
San Leandro, CA 94577
(510) 483-8880
p1anroom@ba;yareabx.com
On Wed, Jun 5, 2024 at 4:56 PM Tina Whitsitt <twhjtsitt@gouveiaengineerjng com> wrote:
*** PLEASE ACKNOWLEDGE RECEIPT OF THE A TT ACHED ADDENDUM NO. 1 - THANK YOU ***
Good Afternoon,
Attached you will find addendum no. 1 for the Sludge Thickener Installation in the City of Livingston.

Owner: City of Livingston
Engineer's Estimate: $750K - 850K
Mandatory Pre-Bid Meeting: None
DBE Goal: None
Bid Opening: June 11, 2024 at 2:00 p.m.

Addendalssued:01
If you need additional information, please contact our office.

Warm regards,
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907

From:

To:

Subject:

Date:

Attachments:

Kandice Bohner
Jina wh;ts;tt
Re: 630.09 Sludge Thickener Installation - Addendum No. 1 Friday, June 14, 2024 1:00:41 PM
Outlook-Text Desc gif
Good Afternoon Tina,
Yes it is posted to our website.

Thank you,
Kandice Bohner, Office Assistant
1244 N. Mariposa St., Fresno, CA 93703
559-237-1 83 1
From: Tina Whitsitt <[email protected]>
Sent: Friday, June 14, 2024 12:00 PM
To: projectinfo <[email protected]>; [email protected] <[email protected]>; [email protected] <[email protected]>; [email protected] <[email protected]>
Subject: RE: 630.09 Sludge Thickener Installation - Addendum No. 1 Good Morning All,
Please confirm that addendum no.1 was posted to your website for the above referenced project. See the attached for reference.

Thank you for your help!
Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907
From: Tina Whitsitt
Sent: Wednesday, June 5, 2024 4:56 PM
To: [email protected]; CalBx ([email protected]) <[email protected]>;

dodge.bidding ([email protected]) <[email protected]>; Holly Bowden <[email protected]>; Michelle Vanvleet <[email protected]>; planroom <[email protected]>; [email protected]; [email protected]; [email protected]; [email protected]; [email protected] Cc: [email protected]; [email protected]; Adabel Pirita <[email protected]>; Mario Gouveia <[email protected]>; 'Linda Gouveia' <[email protected]>; 'Nick Fontaine' <[email protected]>; Noe Martinez <[email protected]>; Kolbi Ayala <[email protected]> Subject: 630.09 Sludge Thickener Installation - Addendum No. 1 *** PLEASE ACKNOWLEDGE RECEIPT OF THE ATTACHED ADDENDUM NO. 1 - THANK YOU ***
Good Afternoon,
Attached you will find addendum no. 1 for the Sludge Thickener Installation in the City of Livingston.

Owner: City of Livingston
Engineer's Estimate: $750K- 850K
Mandatory Pre-Bid Meeting: None
DBE Goal: None
Bid Opening: June 11 , 2024 at 2:00 p.m.

Addendalssued:01
If you need additional information, please contact our office.

Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907

From:

To:

Subject:

Date:

Attachments:

Michelle Yaovleet
:Ooa Whitsitt
RE: 630.09 Sludge Thickener Installation - Addendum No. 1 Thursday, June 6, 2024 7:29:29 AM
iooaaeoo1 ong imaae002 ong
Michelle Van Vleet
Dodge Construction Network
562-378-8988
construction com
From: Tina Whitsitt <[email protected]>
Sent: Wednesday, June 5, 2024 4:56 PM
To: [email protected]; CalBx ([email protected]) <[email protected]>; Dodge Bidding <[email protected]>; Holly Bowden <[email protected]>; Michelle Vanvleet <[email protected]>; planroom <[email protected]>; [email protected]; [email protected]; [email protected]; [email protected]; [email protected]
Cc: [email protected]; [email protected]; Adabel Pirita <APirita@l ivingstonca.gov>; Mario Gouveia <[email protected]>; Linda Gouveia <[email protected]>; Nick Fontaine <[email protected]>; Noe Martinez <[email protected]>; Kolbi Ayala <[email protected]> Subject: [EXTERNAL] 630.09 Sludge Thickener Installation - Addendum No. 1 *** PLEASE ACKNOWLEDGE RECEIPT OF THE ATTACHED ADDENDUM NO. 1 - THANK YOU ***
Good Afternoon,
Attached you will find addendum no. 1 for the Sludge Thickener Installation in the City of Livingston.

Owner: City of Livingston
Engineer's Estimate: $750K - 850K

Mandatory Pre-Bid Meeting: None
DBE Goal: None
Bid Opening: June 11 , 2024 at 2:00 p.m.

Addendalssued:01
If you need additional information, please contact our office.

Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907
Disclaimer
The information contained in this communication from the sender is confidential. It is intended solely for use by the recipient and others authorized to receive it. If you are not the recipient, you are hereby notified that any disclosure, copying, distribution or taking action in relation of the contents of this information is strictly prohibited and may be unlawful.

From:

To:

Subject:

Date:

Thank you.
brujz@tkcbe com
noa Whitsitt
RE: 630.09 Sludge Thickener Installation - Addendum No. 1 Thursday, June 6, 2024 8:23:26 AM
From: Tina Whitsitt <[email protected]>
Sent: Wednesday, June 5, 2024 4:56 PM
To: [email protected]; CalBx ([email protected]) <[email protected]>; dodge.bidding ([email protected]) <[email protected]>; Holly Bowden <[email protected]>; Michelle Vanvleet <[email protected]>; plan room <plan [email protected]>; [email protected]; [email protected]; [email protected]; [email protected]; [email protected] Cc: [email protected]; [email protected]; Adabel Pirita <[email protected]>; Mario Gouveia <[email protected]>; Linda Gouveia <[email protected]>; Nick Fontaine <[email protected]>; Noe Martinez <[email protected]>; Kolbi Ayala <[email protected]> Subject: 630.09 Sludge Thickener Installation - Addendum No. 1 *** PLEASE ACKNOWLEDGE RECEIPT OF THE ATTACHED ADDENDUM NO.1 - THANK YOU ***
Good Afternoon,
Attached you will find addendum no. 1 for the Sludge Thickener Installation in the City of Livingston.

Owner: City of Livingston
Engineer's Estimate: $750K - 850K
Mandatory Pre-Bid Meeting: None
DBE Goal: None
Bid Opening: June 11 , 2024 at 2:00 p.m.

Addendalssued:01
If you need additional information, please contact our office.

Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907

From:

To:

Subject:

Date:

Attachments:

Thank you
Rachael Wishart
Jina Whitsitt
RE: 630.09 Sludge Thickener Installation - Addendum No. 1 Thursday, June 6, 2024 7:58:05 AM
imaae001.ong
jmaaeoo2 pna jmage003 jog
iooaaeo04 ong
Best regards,
Rachael Wishart
Planroom Admin & Social Media Coordinator
Valley Builders Exchange, Inc.
1118 Kansas Ave, Modesto, CA 95351
Ph: {209) 522-9031
www.valleybx.com
lll
From: Tina Whitsitt <[email protected]>
Sent: Wednesday, June 5, 2024 4:56 PM
To: [email protected]; Ca lBx ([email protected]) <[email protected]>; dodge.bidding ([email protected]) <[email protected]>; Holly Bowden <[email protected]>; Michelle Va nvleet <[email protected]>; planroom <[email protected]>; [email protected]; [email protected]; [email protected]; Rachael Wishart <[email protected]>; [email protected] Cc: [email protected]; [email protected]; Adabel Pirita <APirita@ livingstonca.gov>; Mario Gouveia <[email protected]>; Linda Gouveia <[email protected]>; Nick Fontaine <[email protected]>; Noe Martinez <[email protected]>; Kolbi Ayala <[email protected]> Subject: 630.09 Sludge Thickener Installation - Addendum No. 1 *** PLEASE ACKNOWLEDGE ~ECEIPT OF THE ATTACHED ADDENDUM N0.1 - THANK YOU ***
Good Afternoon,
Attached you will find addendum no. 1 for the Sludge Thickener Installation in the City of Livingston.

Owner: City of Livingston

Engineer's Estimate: $750K - 850K
Mandatory Pre-Bid Meeting: None
DBE Goal: None
Bid Opening: June 11, 2024 at 2:00 p.m.

Addendalssued: 01
If you need additional information, please contact our office.

Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 Direct/Fax. 209.780.4907

From:

To:

Subject:

Date:

Attachments:

Thanks Tina'
Elizabeth Carter
Tioa Whitsitt
Re: 630.09 Sludge Thickener Installation - Addendum No. 1 Thursday, June 6, 2024 8:49: 12 AM
outJook-jv32jeak iPP
OutJook-c0111gky □□
E~Ccu-1:ev
Planroom Manager & Reporter, Valley Contractors Exchange Planroom Reporter, Shasta Builders Exchange & North Coast Builders Exchange 951 E. 8th Street, Chico, CA, 95928
(530) 343-1981
[email protected]
lD
From: Tina Whitsitt <[email protected]>
Sent: Wednesday, June 5, 2024 4:56 PM
To: [email protected] <[email protected]>; CalBx ([email protected]) <[email protected]>; dodge.bidding ([email protected]) <[email protected]>; Holly Bowden <[email protected]>; Michelle Vanvleet <[email protected]>; planroom <[email protected]>; [email protected] <[email protected]>; [email protected] <[email protected]>; [email protected] <[email protected]>; [email protected] <[email protected]>; Elizabeth Carter <[email protected]> Cc: [email protected] <[email protected]>; [email protected] <[email protected]>; Adabel Pirita <[email protected]>; Mario Gouveia <[email protected]>; Linda Gouveia <[email protected]>; Nick Fontaine <[email protected]>; Noe Martinez <[email protected]>; Kolbi Ayala <[email protected]> Subject: 630.09 Sludge Thickener Installation - Addendum No. 1 *** PLEASE ACKNOWLEDGE RECEIPT OF THE ATTACHED ADDENDUM NO. 1 - THANK YOU ***
Good Afternoon,
Attached you will find addendum no. 1 for the Sludge Thickener Installation in the City of Livingston.

Owner: City of Livingston
Engineer's Estimate: $750K - 850K
Mandatory Pre-Bid Meeting: None
DBE Goal: None
Bid Opening: June 11, 2024 at 2:00 p.m.

Addendalssued:01
If you need additional information, please contact our office.

Warm regards,
T~W~
Engineering Assistant
Gouveia Engineering, Inc.
456 Sixth Street
Gustine, CA 95322
Ph. 209.854.3300 DirecUFax. 209.780.4907

AGENDA ITEM:

MEETING DATE:

PREPARED BY:

REVIEWED BY:

STAFF REPORT
A Resolution of the City Council of the City of Livingston Approving Amendment Number One to an Employment Agreement Between the City of Livingston and Anthony Chavarria
July 16, 2024
Christopher Lop~z, Interim City Manager
Roy Santos, City Attorney
RECOMMENDATION:

Adopt a Resolution of the City Council of the City of Livingston Approving Amendment Number One to the Employment Agreement Between the City of Livingston and Anthony Chavarria.

BACKGROUND AND DISCUSSION:

On February 7, 2023, the Mayor and City Council approved an agreement with Anthony Chavarria to serve as Public Works Director. During Anthony's employment, he identified that no cost-ofliving adjustment (COLA) had been approved in his employment agreement. Mr. Chavarria's current agreement does not allow the City Manager to approve COLAs to employees not in bargaining groups. As a result, the City Manager's Office is recommending that the employment agreement be amended to allow for COLAs.

Additionally, the resolution allows the City Manager to make additional changes to the agreement with consultation with the City Attorney. It should be noted that employee salaries are set by the Mayor and City Council.

ATTACHMENTS:

1. Resolution

2. Amendment Number One
0 I 424.0002/990632. I Page 1 of 1

RESOLUTION NO. 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LIVINGSTON APPROVING AMENDMENT NUMBER ONE TO THE EMPLOYMENT

AGREEMENT FOR THE POSITION OF PUBLIC WORKS DIRECTOR BETWEEN THE

CITY OF LIVINGSTON AND ANTHONY CHAVARRIA
WHEREAS, the City of Livingston City Council ("City") approved an agreement a Public Works Director on February 7, 2022.

WHEREAS, Mr. Chavarria has requested he be afforded Cost of Living Adjustments (COLAs) provided to employees in represented barraging groups; and WHEREAS, the attached Amendment One amends the existing contract with Mr.

Chavarria; and
WHEREAS, due to the Council previously approving the agreement, the Council must approve any additional amendments to the original agreement.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Livingston hereby authorizes the following:

1. Approval of Amendment One to the employment agreement with Anthony Chavarria.

2. That the City Manager is hereby authorized to approve any other modifications to the agreement.

3. Any and all future increases to the Salary Schedule must be approved and adopted by the Livingston Mayor and City Council as prescribed in the City's personnel policies.

I hereby certify that the foregoing Resolution No. 2024- _ is a full, true and correct copy of a resolution duly passed and adopted by City Council of the City of Livingston at a regular meeting thereof duly held on 11th day of July 2024, by the vote recorded as follows:

AYES:

NOES:
• ABSENT:

ABSTAIN:

Page I of2

ATTEST
Monica Cisneros, Deputy City Clerk

APPROVED AS TO LEGAL FORM
Roy C. Santos, City Attorney

By:----,-------- Jose A. Moran, Mayor
of City of Livingston

AMENDMENT NO. 1 TO THE EMPLOYMENT AGREEMENT

BETWEEN THE CITY OF LIVINGSTON AND

ANTHONY CHAVARRIA FOR SERVICES AS PUBLIC WORKS DIRECTOR This Amendment No. I is made and entered into this _ day of July 2024, by and between the City of Livingston, a municipal corporation (hereinafter "City"), and Anthony Chavarria ("Employee") jointly referred to herein as "Parties".

The City and Employee entered into an Agreement on _. All terms of the aforementioned agreement will continue in force, with the exception of the following amendments:

Section _ "Compensation and Benefits" is amended to include the following additional language:

The Parties agreed to the following salary adjustments:
(a). Base Salary
(i) COLA Based Salary Adjustment. Effective on _, 2024, Employee's Base Salary shall be increased based upon the COLA provided to members of the Management and Confidential Employees Association bargaining pursuant to the negotiated and approved MOU.

IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this Amendment as of the day and year first below written.

EMPLOYEE
Anthony Chavarria

CITY OF LIVINGSTON
Christopher Lopez, Interim City Manager
Attest:

Monica Cisneros, Deputy City Clerk
Approved as to Form:

Roy C. Santos, City Attorney
01424.0001 /977930.1
Date:

Date:

AGENDA ITEM:

MEETING DATE:

PREPARED BY:

REVIEWED BY:

STAFF REPORT
Adopt a Resolution authorizing Mayor to execute a Professional Services Agreement with Bob Murray & Associates for City Manager Recruitment Services
July 16, 2024
Arcelia Cruz, Human Resources Coordinator
Roy Santos, City Attorney
RECOMMENDATION:

Staff recommends the City Council adopt the resolution authorizing the Mayor to execute a professional services agreement with Bob Murray & Associates for the Executive Recruitment Services of a new permanent City Manager.

BACKGROUND/DISCUSSION:

At the March 19, 2024, Council Meeting, the City Council directed the City Attorney and Human Resources Coordinator to begin the Request for Proposal (RFP) for the selection of a recruitment firm to lead the recruitment process of a new permanent City Manager. The RFP was published in the City's website on May 9, 2024, and the submission deadline date was on June 10, 2024.

The City received four (4) RFPs from the following search firms they are listed in alphabetical order of the proponents and their respective pricing:
• Bob Murray & Associates (Roseville, California) not to exceed $33,000 • CPS HR Consulting (Sacramento, California) professional services for outreach only $10,000, partial recruitment $20,000 or full recruitment $30,000 • The Hive (Sacramento, California): not to exceed $21,000 • WBCP (Headquarters: Rogue River, Oregon): $28,900 flat rate, up to $7,900 (direct expenses not-to-exceed)
Furthermore, at the June 18, 2024, Council Meeting, the City Council selected Bob Murray & Associates firm to lead the recruitment process of a new permanent City Manager.

FISCAL IMPACT:

The Finance Department will process a supplement appropriation not to exceed $33,000 ATTACHMENTS:

1. Resolution

2. Bob Murray & Associates Professional Services Agreement Page I of I

RESOLUTION NO. 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LIVINGSTON AUTHORIZING

MAYOR TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH BOB MURRAY & ASSOCIATES FOR CITY MANAGER RECRUITMENT SERVICES
WHEREAS, At the March 19, 2024, Council Meeting, the City Council directed the City Attorney and Human Resources Coordinator to begin the Request for Proposal (RFP) for the selection of a firm to lead the recruitment process of a new permanent City Manager WHEREAS, on May 9, 2024, the City of Livingston published a request for Proposals for the City Manager Recruitment Services; and
WHEREAS, on June 10, 2024, the City of Livingston received four (4) RFPs from the following search firms they are listed in alphabetical order of the proponents and their respective pricing:
• Bob Murray & Associates (Roseville, California) not to exceed $33,000 • CPS HR Consulting (Sacramento, California) professional services for outreach only $10,000, partial recruitment $20,000 or full recruitment $30,000 • The Hive (Sacramento, California): not to exceed $21,000 • WBCP (Headquarters: Rogue River, Oregon): $28,900 flat rate, up to $7,900 (direct expenses not-to-exceed)
WHEREAS, on June 18, 2024, the City Council selected Bob Murray & Associates firm to lead the recruitment process of a new permanent City Manager WHEREAS, the Finance Department will process a supplement appropriation not to exceed $33,000
NOW, THEREFORE, BE IT RESOLVED that the City Council hereby approves Resolution 2024-__ , does herby authorize the Mayor to execute the Professional Services Agreement with Bob Murray & Associates for City Manager Recruitment Services in the amount not to exceed $33,000.

I hereby certify that the foregoing Resolution No. 2024- _ is a full, true and correct copy of a resolution duly passed and adopted by City Council of the City of Livingston at a regular meeting thereof duly held on 16th day of July 2024, by the vote recorded as follows:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

Monica Cisneros, Deputy City Clerk
of the City of Livingston

APPROVED AS TO LEGAL FORM
Roy C. Santos, City Attorney
By:-------------

Jose A. Moran, Mayor
of the City of Livingston

CITY OF LIVINGSTON

CONTRACT PRPOFESSIONAL SERVICES AGREEMENT
THIS CONTRACT PROFESSIONAL SERVICES AGREEMENT (herein "Agreement") is made and entered into on _ __ _, 2024, by and between the CITY OF LIVINGSTON, a municipal corporation ("City") and BOB MURRAY & ASSOCIATES (herein "Consultant").

NOW, THEREFORE, the parties hereto agree as follows:

1. SERVICES OF CONSULT ANT

1.1 Scope of Services. In compliance with all of the terms and conditions of this Agreement, the Consultant shall perform the work or services set forth in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by reference. Consultant warrants that it has the experience and ability to perform all work and services required hereunder and that it shall diligently perform such work and services in a professional and satisfactory manner.

1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency of competent jurisdiction.

1.3 California Labor Law. If the Scope of Services includes any "public work" or "maintenance work," as those te1ms are defined in California Labor Code section 1 720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws.

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 the Agreement.

1.5 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.

2. COMPENSATION

2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference, but not exceeding the maximum contract amount of $33,000_ (Thirty-three thousand Dollars) ("Contract Sum").

2.2 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 0 I 222.0001/643601.1

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 contain all information specified in Exhibit "C", and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the 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, 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, the 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 the City of any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.3 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 the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual cost of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation ofup to ten percent (10%) of the Contract Sum but not exceeding a total contract amount of Five Thousand Dollars ($5,000) or in the time to perform of up to ninety (90) days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. 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.

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 the 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 thirty (30) days cumulatively. 3 .3 Force Maj eure. 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 Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, 2

riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (l 0) 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 the 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 __ years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit "D"). [The City may, in its sole discretion, extend the Term for ________ additional one-year terms.]

4. COORDINATION OF WORK

4.1 Representative of Consultant. _ Stephanie Dietz is hereby designated as being the representative of Consultant authorized to act on its behalf with respect to the work and services specified herein and make all decisions in connection therewith. All personnel of Consultant and any authorized agents shall be under the exclusive direction of the representative of Consultant. 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, and shall keep City informed of any changes.

4.2 Contract Officer. _________ ____ [or such person
as may be designated by the City Manager] is hereby designated as being the representative the City authorized to act in its behalf with respect to the work and services specified herein and to make all decisions in connection therewith ("Contract Officer").

4.3 Prohibition Against Subcontracting or Assignment. Consultant shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of the City. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Any such prohibited assignment or transfer shall be void.

4.4 Independent Consultant. Neither the 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. Consultant shall perform all services required herein as an independent contractor of City 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, or that it is a member of a joint enterprise with City.

5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Without limiting Consultant's indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, 3

provide and maintain at its own expense during the te1m of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. (a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 0 I, 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. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, nonowned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(c) Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of$1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. (d) Workers' compensation insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000).
( 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".
5 .2 General Insurance Requirements.
(a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(b) Duration of coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to 4

property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants. ( c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured.
(d) City's rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager.
(f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(g) Enforcement of contract prov1s10ns (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
(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 Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. 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. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation ( except for 5

nonpayment for which a ten (10) day notice is required) or nomenewal of coverage for each required coverage.
(j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (1) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant'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. Consultant 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 Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant 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. Consultant 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 Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant'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.
(p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
( q) Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents ("Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or 6

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, 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 of or failure to perform any term, provision, covenant or condition of this Agreement, except claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

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 and shall keep such records for a period of three years following completion of the services hereunder. 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.

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 or as the Contract Officer shall require.

6.3 Confidentiality and Release oflnformation.
(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 the City without prior written authorization from the Contract Officer.
(b) Consultant 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 the City notice of such court order or subpoena.
(c) If Consultant provides any information or work product in violation of this Agreement, then the 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 the City should Consultant be served with any summons, complaint, subpoena, notice of deposition, request for documents, 7

interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. The 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 the City and to provide the City with the opportunity to review any response to discovery requests provided by Consultant.

6.4 Ownership of Documents. All studies, surveys, data, notes, computer files, reports, records, drawings, specifications, maps, designs, photographs, documents and other materials (the "documents and materials") prepared by Consultant in the performance of this Agreement shall be the property of the City and shall be delivered to the City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by the City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder.

Moreover, Consultant with respect to any documents and materials that may qualify as "works made for hire" as defined in 17 U.S.C. section 101, such documents and materials are hereby deemed "works made for hire" for the City.

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 Merced, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Eastern District of California.

7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the 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, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article.

7.3 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 any legal action under this Agreement.

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.
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7.4 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days' written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the 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 the City, the period of notice may be such shorter time as the 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 the Consultant has initiated termination, the 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. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder, but not exceeding the compensation provided therefore in the Schedule of Compensation Exhibit "C". 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.

7.5 Termination for Default of Consultant. If termination is due to the failure of the 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 the 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 the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

8. MISCELLANEOUS

8.1 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 ensure 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

8.2 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, 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 Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.3 Notice. 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 9

the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Livingston, 1416 C Street, Livingston, CA 95334, and in the case of the 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.

8.4 Integration; Amendment. 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. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing.

8.5 Severability. In the event that part of 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 portions 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.

8.6 Waiver. No delay or omission in the exercise of any right or remedy by non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. 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.

8.7 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 any be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees, whether or not the matter proceeds to judgment.

8.8 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.

8.9 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.

8. 10 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 10