Agenda, second session — Lynwood City Council, September 5, 2023 (part 2 of 2)

Playground Equipment and Site Amenities:$1,542,875Design, Engineering & Additional Services:$ 238,729Construction& Installation Services:$1,408,451Unitary Rubber Safety Surfacing:$ 458,238Performance Bond:$ 107,893Contingency:$ 185,215DESIGN-BUILD SERVICES PROPOSAL TOTAL:$3,941,401 350
We make the best playgrounds in the world!Why?Tous,there’snoquestion about why we’re committed to creating the best playgrounds in the world. Because play shapes kids into better adults. Through play, kids learn about themselves. They learn how to interact with others. They develop physically and emotionally, andestablish behaviors that they will carry throughout their lives. Play is one of the most organic ways kids learn, and we have the opportunity tobe part of that.Why do we make the best playgrounds in the world?Becauseplayiseverything.Forabettertomorrow,weplaytoday. 351

CITY OF LYNWOOD CONSTRUCTION AGREEMENT
FOR CONSTRUCTION OF PROJECT NO. ______________ ENTITLED “________________________________________”
This agreement (the “Agreement”) is made and entered into on this _____ day of ______________, 20___ by and between the City of Lynwood , a California Municipal Corporation ("City") and ______________________________, a ____________ ("Contractor"). City and Contractor are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”

R E C I T A LS
City and Contractor, based upon the mutual promises contained herein, do hereby agree as follows:

I.C O N T R A C T D O C U M E N T S
This Agreement consists of the following Contract Documents, the terms and conditions of which are expressly incorporated as component parts of this Agreement as if herein set out in full or attached hereto:

A. Notice Informal Inviting Design-Built Proposal Dated __________________ B. Instructions to Bidders.

C. Addenda.

D. Contractor’s Proposal and Workers’ Compensation Certificate dated ________________, _______, and all other Documents attached thereto, including but not limited to:

1. Bid Schedule(s)

2. List of Subcontractors

3. Anti-Trust Claim

4. Non-Collusion Affidavit

5. Bidder’s General Information

6. Bid Bond (Bid Security Form)

7. Bidder’s Insurance Statement
E. Payment Bond. No. ________________.

F. Performance Bond. No. ________________.

G. Certificates/Proof of Insurance and Endorsements.

H. Certified Copy of the Lynwood City Council Resolution, ________.

I. Notice of Award dated ________________.

J. Notice to Proceed dated ________________.

K The Plans (Contract Drawings).

L. Special Provisions
M. Standard Specifications for Public Works Construction, “Greenbook” latest Edition.

N. Appendices A through E of the Contract Documents.

O. Reference Specifications.

P Approved and Fully Executed Change Orders.

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Q. The Director of the Department of Industrial Relations’ Determination of Prevailing Wage Rates for Public Works for each craft or type of worker required to perform the Work under this Agreement.
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II. CONTRACT PRICE
The City agrees to pay, and the Contractor agrees to accept as full payment for the Work outlined in the Contract Documents, the Contract Price of ____________________________________ ($_______________) subject to additions and deductions, if any, made in accordance with said Contract Documents. Progress payments shall not be made more often than once each thirty (30) days, nor shall progress payments paid be in excess of ninety percent (90%) of the Contract Price at time of completion. Final payment to Contractor will be processed thirty -five (35) days after the City has recorded the Notice of Completion. Contractor may, upon Contractor's written request, and approved by the City Council, at Contractor's expense, deposit substitute securities, as stated in Government Code Section 16430, and as authorized by Public Contract Code, Section 22300, in lieu of retention monies withheld to insure performance.

Payment of undisputed amounts due under this Agreement, including the final payment due hereunder, is contingent upon the Contractor furnishing to the City an unconditional release by the Contractor of all claims against the City arising by virtue of this Agreement related to those amounts. Disputed claims in stated amounts may be specifically excluded by Contractor from the operation of any release. No payment, final or otherwise, shall operate to release the Contractor or its sureties from obligations arising under this Agreement or the bonds and warranties furnished hereunder. No payment shall be construed as an acceptance of any of the Work or of defective or improper materials.

III. BONDS
Within ten (10) calendar days of receiving the Notice of Award and prior to Contractor’s commencement of the Work, Contractor shall furnish to City, using the forms set forth in the Bid Documents, a Labor and Materials Payment Bond in an amount equal to one hundred percent (100%) of the Contract Price, and a Performance Bond in an amount equal to one hundred percent (100%) of the Contract Price, said bonds to be in conformance with the Contract Documents, including but not limited to, the General Specifications and Subsection 2.2.2 of the Special Provisions.
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IV. INDEMNITY
Contractor shall defend (with counsel of City’s choosing), indemnify and hold the Cit y, its respective elected and appointed boards, officials, officers, agents, employees, representatives and volunteers (individually and collectively referred to hereinafter as “Indemnitees”) free and harmless from any and all claims, demands, causes of ac tion, costs, expenses, liabilities, losses, damages or injuries, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, to the extent arising out of or incident to any acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Work or this Agreement, including claims made by subcontractors for nonpayment, including without limitation the payment of all consequential damages and attorney fees and other related costs and expenses. Contractor shall defend, at Contractor’s own cost, expense and risk, with counsel of City’s choosing, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against Indemnitees. To the extent of its liability, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against Indemnitees in any such suit, action or other legal proceeding.

Contractor shall reimburse Indemnitees for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. The only limitations on th is provision shall be those imposed by California Civil Code Section 2782.

This obligation to indemnify and defend Indemnitees as set forth herein shall survive the termination of this Agreement and is in addition to any rights which City may have under the law. This indemnity is effective without reference to the existence or applicability of any insurance coverages which may have been required under this Agreement or any additional insured endorsements which may extend to City.

V.I N S U R A N C E
Without limiting Contractor’s indemnification of Indemnitees as set forth in Section IV of this Agreement, Contractor shall obtain, provide and maintain, at its own expense, the types and amounts of insurance described in Subsection 2.7.2 of the Special Provisions of the Contract Documents. Such insurance shall be in force prior to Contractor commencing any Work under this Agreement and shall remain in force for the duration of this Agreement and for any other such period as may be required herein. Contractor shall provide proof of the required insurance coverage and the endorsements specified in Subsection 2.7.2 of the Special Provisions within ten (10) calendar days of receipt of the Notice of Award.

VI. INELIGIBLE SUBCONTRACTORS
In accordance with the provisions of Section 6109 of the California Public Contract Code, Contractor agrees that it shall not perform any work under this Agreement with a subcontractor who is ineligible to perform work on a public works contract pursuant to Sections 1777.1 and 1777.7 of the California Labor Code. Contractor further acknowledges that any contract on a public works project entered into between a contractor and debarred subcontractor is void as a matter of law, and a debarred subcontractor may not receive any public money for performing work as a subcontractor on a public works 355
contract. Any public money that is paid or may have been paid to a debarred subcontractor by a Contractor for work performed on this Project shall be returned to the City. The Contractor shall be responsible for the payment of wages to workers of a debarred subcontractor who have been allowed to work on the Project.

VII. COMMENCEMENT OF WORK AND LIQUIDATED DAMAGES
The Contractor shall commence the Work required by this Agreement within ten (10) calendar days of the date specified in the Notice to Proceed from the City, and shall complete all Work as specified in the Contract Documents within __________ (___) WORKING DAYS from the date in said Notice.

City and Contractor have discussed the provisions of Government Code Section 53069.85 and the damages that may be incurred by City if the Work is not completed within the time specified in this Agreement. The City and Contractor hereby represent that at the time of signing this Agreement, it is impracticable and extremely difficult to fix the actual damage which will be incurred by City if the Work is not completed within the number of working days allowed. Accordingly, City and Contractor agree that the sum of $500.00 per calendar day is a reasonable sum to assess as Liquidated Damages to City by reason of the failure of Contractor to complete the Work within the time specified.

VIII. CERTIFICATION UNDER LABOR CODE SECTION 1861
By signing this Agreement, Contractor makes the following certification required by Section 1861 of the California Labor Code:
“I am aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self -insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of any Work under this Agreement.” IX. APPRENTICES
The Contractor acknowledges that, in accordance with Section 1777.5 of the State Labor Code, he/she will be held responsible for compliance with the provisions of this Section for all apprenticeable occupations.

X.S U B S T I T U T I O N O F S U B C O N T R A C T O R S The Contractor hereby agrees to reimburse the City for costs incurred by the City in the substitution of subcontractors. Where a hearing is held pursuant to the provisions of Section 4100 et seq. of the Public Contract Code by the City or a duly appointed hearing officer, the Clerk of t he City of Lynwood shall prepare and certify a statement of all costs incurred by the City for investigation and conduct of the hearing, including the costs of any hearing officer and shorthand reporter appointed.

The statement shall then be sent to the Contractor, who shall reimburse the City for such costs. If not paid separately, such reimbursement may be deducted from any money due and owing to the Contractor prior to the City’s acceptance of the Project. 356
XI. LICENSES
Contractor acknowledges and agrees that Contractor must have all appropriate contractor's licenses. The contractor further warrants and represents that he/she/they has/have the appropriate contractor's license to pursue the work hereunder. Contractor's failure to have or maintain all appropriate licenses during the entire term of this Agreement shall be cause for the immediate and summary termination of this Agreement by City. Contractor shall be liable for all City's costs incurred to complete the Work under this Agreement in the ev ent of such termination.

XII. EMPLOYMENT DISCRIMINATION PROHIBITED
Pursuant to California Labor Code Section 1735 and other applicable provisions of law, the Contractor and its subcontractors shall not discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, political affiliation, or sexual orientation in the performance of Work under this Agreement. The Contractor will take affirmative action to insure that employees are treated during employment or training without regard to their of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, political affiliation or sexual orientation.

XIII. PREVAILING WAGES
The Contractor is aware of the requirements of Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Since the work covered by this Agreement involves an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws as set forth in the foregoing statutes and in the Special Provisions of the Contract Documents.

XIV. AUTHORITY TO EXECUTE
The person or persons executing this Agreement on behalf of Contractor warrants and represents he/she/they has/have the authority to execute this Agreement on behalf of his/her/their corporation, partnership, or business entity and warrants and represents that he/she/they has/have the authority to bind Contractor to the performance of its obligations hereunder.
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XV. ASSIGNMENT; GOVERNING LAW
This Agreement may not be assigned by Contractor, in whole or in part, without the prior written consent of the City. This Agreement and any dispute arising hereunder shall be governed by the law of the state of California.

XVI. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during Contractor’s regular business hours or by facsimile before or during Contractor’s regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses set forth below, or to such other addresses as the Parties may, from time to time, designate in writing pursuant to the provisions of this Section.

City Contractor
City of Lynwood _______________________________
Attn: City Engineer Attn: ___________________________
11750 Alameda Street _______________________________
Lynwood, CA 90262 _______________________________
Fax No. (310) 635-0493 Fax No.________________________
XVII. ATTORNEYS FEES
Should either Party bring any action to protect or enforce its rights under this Agreement or the Contract Documents, the prevailing party in such action shall be entitled to recover, in addition to all other relief, its reasonable attorney’s fees and costs.

XVIII. WARRANTY
All Work shall be warranted by Contractor against defective workmanship and materials for a period of one (1) year form the date the Work is accepted as complete by the Lynwood City Council. The contractor shall replace or repair any such defective work in a manner satisfactory to Engineer, following notice from Engineer specifying the work to be done and the time in which replacement or repair shall be completed. If Contractor fails to make such replacement or repair within the time specified in the notice, the City may perform the needed repairs and Contractor’s sureties shall be liable for the cost thereof.

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1.4.2 CONTRACT PERFORMANCE BOND
(CALIFORNIA PUBLIC WORKS)
KNOW ALL MEN BY THESE PRESENTS:

THAT WHEREAS, the City of Lynwood (referred to hereinafter as "City") has entered into an Agreement dated ___________________ (referred to hereinafter as the “Agreement”) with _______________________ (hereinafter designated as “Contractor” or "Principal"), for construction of, ______________________________________________, Project No. ________________. (hereafter referred to as the “Project”).

WHEREAS, the Work to be performed by the Contractor is more particularly set forth in the Agreement for the Project, the terms and conditions of which, including those set forth in the Contract Documents incorporated as component parts the of Agreement, are expressly incorporated herein by this reference; and
WHEREAS, the Contractor is required by the Agreement to perform the terms thereof and to provide a bond both for the performance and guaranty thereof.

NOW, THEREFORE, we, , the undersigned
Contractor, as Principal, and , a corporation organized and existing under the laws of the State of , and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto City in the penal sum of
_______________________________________________ Dollars ($_______________) lawful money of the United States, said sum being not less than 100 percent of the total amount payable by the City under the terms of the Agreement, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that, if the bounden Principal, his/her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the undertakings, terms, covenants, conditions and agreements set forth in the Agreement and any alteration thereof made as therein provided, on his/her or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill the one-year guarantee of all materials and workmanship; and indemnify and save harmless the City, its officers, officials, employees, authorized agents and volunteers, as stipulated in the Agreement, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect. In the event suit is brought on this bond, said Surety will pay to City a reasonable attorney's fee to be fixed by the Court. 360
As a condition precedent to the satisfactory completion of the Agreement, unless otherwise provided for in the Agreement, the above obligation shall hold good for a period of one (1) year after the acceptance of the Work by City, during which time if Contractor shall fail to make full, complete, and satisfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship.

The obligations of Surety hereunder shall continue so long as any obligation of Contractor remains. Nothing herein shall limit the City’s rights or the Contractor or Surety’s obligations under the Contract, law or equity, including, but not limited to, California Code of Civil Procedure section 337.15.

Whenever Contractor shall be, and is declared by the City to be, in default under the Agreement, the Surety shall remedy the default pursuant to the Agreement, or shall promptly, at the City’s option:
(1) Take over and complete the Project in accordance with all terms and conditions in the Agreement; or
(2) Obtain a bid or bids for completing the Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as Work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Agreement and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.
(3) Permit the City to complete the Project in any manner consistent with California law and make available as Work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Agreement and any modi fication thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents. Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in f ulfillment of its obligations in the event of default by the Contractor.

The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Agreement, or to the Project or to the Work to be performed thereunder, or the Specifications accompanying the same, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Agreement, or to the Project, or to the Work or to the Specifications. Said Surety also hereby waives the provisions of sections 2819 and 2845 of the California Civil Code.
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No final settlement between the City and the Contractor shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.

IN WITNESS WHEREOF, the above -bounden parties have executed this instrument this _____ day of _______________, ________, the name and corporate seal of each corporate party being hereto affixed and thes e presents duly signed by its undersigned representative, pursuant to authority of its governing body.

PRINCIPAL:
(seal)
_______________________________
By ____________________________
SURETY:
(seal)
_______________________________
By ____________________________
Attorney-in-Fact
The rate of premium on this bond is ____ per thousand. The total amount of premium charged, $_______________. (These blanks must be filled in by corporate surety.) IMPORTANT: Surety companies executing Bonds must possess a certificate of authority from the California Insurance Commissioner authorizing them to write surety insurance defined in Section 105 of the California Insurance Code, and if the Work or Project is financed, in whole or in part, with federal grant or loan funds, must also appear on the Treasury Department's most current list (Circular 570 as amended). Notary acknowledgements for Principal and Surety signatures and Power of Attorney for Surety must be attached. THIS IS A REQUIRED FORM.

Any claims under this bond may be addressed to:
(Name and Address of Surety) (Name and Address of Agent/Representative in California if different)
__________________________________ ___________________________________________________ _________________________________ ___________________________________________________ (Telephone Number of Surety/Agent ___________________________________________________ Or Representative in California
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STATE OF CALIFORNIA )
) ss.

COUNTY OF _______________ )
On this _____ day of _______________, in the year _____, before me, __________________________, a Notary Public in and for said state, personally appeared , known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument as the Attorney-in-Fact of the (Surety) and acknowledged to me that he/she subscribed the name of the
(Surety) thereto and his/her own name as Attorney-in-Fact. _____________________________________
Signature of Notary Public in and for said State
(SEAL)
My commission expires on: _____________
NOTE: A copy of the power of attorney to local representatives of the bonding company must be attached hereto.

CERTIFICATE AS TO CORPORATE PRINCIPAL
I, _______________________________________, certify that I am the ________________________________ Secretary of the corporation named as Principal to the within bond; that _________________ _________________________ who signed the said bond on behalf of the principal was then ___________________________ of said corporation; that I know his/her signature, and his/her signature thereto is genuine; and that said bond was duly signed, sealed and attested for and in behalf of said Corporation by authority of its governing board.
_______________________________
Signature of Corporate Principal
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1.4.3 CONTRACT PAYMENT BOND
(CALIFORNIA PUBLIC WORKS)
KNOW ALL MEN BY THESE PRESENTS:

THAT WHEREAS, the City of Lynwood, (referred to hereinafter as "City") has entered into an agreement dated ___________________ (referred to hereinafter as the “Agreement”) with _______________________ (hereinafter designated as the "Contractor" or “Principal”), for
______________________________________________, Project No. ________________. (Hereafter referred to as the “Project”).

WHEREAS, Contractor is required to furnish a bond in connection with the Agreement, and pursuant to Section 3247 of the California Civil Code.

NOW, THEREFORE, we, , the undersigned
Contractor, as Principal, and , a corporation organized and existing under the laws of the State of , and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto City and to any and all persons, companies or corporations entitled to file stop notices under Section 3181 of the California Civil Code, in the penal sum of Dollars ($____________), lawful money of the United States, said sum being not less than 100 percent of the total amount payable by City under the terms of the Agreement, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that, if said Contractor, his/her or its heirs, executors, administrators, successors or assigns, or subcontractors, shall fail to pay for any materials, provisions, provender or other supplies, items, implements or machinery used in, upon, for or about the performance of the Work required by the Agreement; or fails to pay (1) any of the persons named in Civil Code Section 3181, (2) amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Agreement, or (3) for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Contractor and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to the work and labor provided pursuant to the Agreement, said Surety will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void. In the event suit is brought upon this bond, said Surety will pay to City a reasonable attorney's fee to be fixed by the Court. In addition to the provisions hereinabove, it is agreed that this bond will inure to the benefit of any and all persons, companies and corporations entitled to serve stop notices under Section 3181 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond.

The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Agreement or to the Work to be performed thereunder or the Specifications accompanying the same; shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Agreement or to the Work or 364
to the Specifications. Said Surety also hereby waives the provisions of sections 2819 and 2845 of the California Civil Code.

No final settlement between the City and the Contractor hereunder shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.

IN WITNESS WHEREOF, the above-bounded parties have executed this instrument this _____ day of ____________, _____, the name and corporate seal of each corpora te party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body.

PRINCIPAL:
(seal)
_______________________________
By _____________________________
SURETY:
(seal)
_______________________________
By _____________________________
Attorney-in-Fact
IMPORTANT: Surety companies executing Bonds must possess a certificate of authority from the California Insurance Commissioner authorizing them to write surety insurance defined in Section 105 of the California Insurance Code, and if the Work or Project is financed, in whole or in part, with federal grant or loan funds, must also appear on the Treasury Department's most current list (Circular 570 as amended). Notary acknowledgements for Principal and Surety signatures and Power of Attorney for Surety must be attached. THIS IS A REQUIRED FORM.

Any claims under this bond may be addressed to:
(Name and Address of Surety) (Name and Address of Agent/Representative in California if different) ________________________________ ___________________________________________________________ ___________________________________ ___________________________________________________________________ __________________________________ _________________________________________________________________ (Telephone Number of Surety/Agent _________________________________________________________________ or Representative in California)
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STATE OF CALIFORNIA )
) ss.

1.4.4 CERTIFICATES / PROOF OF INSURANCE

AND ENDORSEMENTS
The Contractor shall not commence any of the Work or begin any performance under the Agreement until he/she obtains, at his/her own and sole cost and expense, all required insurance as stipulated by the City. The required insurance shall be provided by the Contractor in conformance with the requirements of Subsection 2.7.2 of the Special Provisions and may include the following:
• Workers' Compensation Insurance
• Commercial General Liability and Business Automobile Liability Insurance • Course of Construction or Builder’s Risk Insurance
• Flood Insurance
The insurance company or companies utilized by the Contractor shall be authorized and admitted to transact business in the State of California and to issue policies in the amounts required pursuant to the provisions of Subsection 2.7.2 of the Special Provisions. All insurance required shall be placed with insurers with a current A.M. Best's rating of no less than A:VII, and shall contain the endorsements specified in Subsection

2.7.2. Within ten (10) calendar days after receipt of the Notice of Award, Contractor shall furnish to the City for approval as to sufficiency and form, certificates of insurance and original endorsements evidencing the required coverage set forth in Subsection 2.7.2 of the Special Provisions. Endorsements and certificates are to be signed by a person authorized by the insurer to bind coverage on the insurer’s behalf. If the insurance called for is provided by more than one company, a separate certificate and the required endorsements shall be provided by each company.

City reserve s the right to request complete, certified copies of all required insurance policies and endorsements at any time.

Failure to provide City with the required insurance coverage, proof of insurance and/or endorsements within ten (10) calendar days of receip t of the Notice of Award, may result in withdrawal of award and forfeiture of the Bidder's Bid Security.
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ADDENDUM
By executing this Addendum, Contractor acknowledges and agrees that the work performed pursuant to the above referenced Agreement is subjected to all applicable provisions.

Payment of Minimum Compensation to Employees. Contractor shall be obligated to pay not less than the General Prevailing Wages Rate as required by applicable law.

A. Prevailing Wage Requirements. California Labor Code requires the payment of not less than the general prevailing rate of per diem wages and rates for holiday and overtime and adherence to all labor standards and regulations. The General Prevailing Wages Rates may be adjusted throughout the term of this Agreement.

Notwithstanding any other provision of this Agreement, Contractor shall not be entitled to any adjustment in compensation rates in the event there are adjustments to the General Prevailing Wages Rates.

B. Reports. Contractor shall not perform on site work on this contract until labor compliance documents are filed. Contractor agrees to cooperate with the City to fulfill its notifications requirement to the DIR, as required by DIR’s PWC-100 form or any other required form, and Contractor agrees to provide to the City the information required by the DIR, as generally set forth in Labor Code Section 1773.3. By signing this form, Contractor, and all of its subcontractors, represents that it has registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions under Labor Code section 1771.1(a)] and paid the annual fee due to the DIR, unless the Contractor meets an exception recognized by the DIR or by the law.

C. Furnishing of Electronic Certified Payroll Records to Labor Commissioner.

Contractor and subcontractor agree to furnish the required electronic certified payroll records directly to the Labor Commissioner (aka Division of Labor Standards Enforcement), in the manner and under the time frame required by law.

D. Audit Rights. All records or documents required to be kept pursuant to this Agreement to verify compliance with the Wage Requirement shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be available at CONTRACTOR’s address indicated for receipt of notices in this Contract.
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E. Enforcement.

1. General. CONTRACTOR acknowledges it has read and understands that, pursuant to the terms and conditions of this Agreement, it is required to comply with the Wage Requirement and to submit certain documentation to the City establishing its compliance with such requirement. (“Documentation Provision.”) CONTRACTOR further acknowledges the City has determined that the Wage Requirement promotes each of the following (collectively “Goals”):
a. It protects public job opportunities and stimulates the City’s economy by reducing the incentive to recruit and pay a substandard wage to labor from distant, cheap-labor areas.
b. It benefits the public through the superior efficiency of well-paid employees.
c. It increases competition by promoting a more level playing field among contractors with regard to the wages paid to workers.

2. CONTRACTOS’s Breach of Prevailing Wage/Living Wage Provisions.

WITHOLDING OF PAYMENT: CONTRACTOR agrees that the
Documentation Provision is critical to the City’s ability to monitor CONTRACTOR’s compliance with the City’s public wage obligations.

CONTRACTORS further agrees its breach of the Documentation Provision or general public wage obligations results in the need for additional enforcement action to verify compliance with this Addendum. In light of the critical importance of the Documentation Provision, the City and CONTRACTOR agree that CONTRACTOR’s compliance with this Addendum is an express condition of City’s obligation to make each payment due to the CONTRACTOR pursuant to this Agreement. THE CITY IS NOT OBLIGATED

TO MAKE ANY PAYMENT DUE THE CONTRACTOR UNTIL

CONTRACTOR HAS PERFORMED ALL OF ITS OBLIGATIONS UNDER
THESE PROVISIONS. THIS PROVISION MEANS THAT CITY CAN

WITHOLD ALL OR PART OF A PAYMENT TO CONTRACTOR UNTIL ALL REQUIRED DOCUMENTATION IS SUBMITTED. Any payment by the City despite CONTRACTOR’s failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Documentation Provision or public wage obligations of the Contractor and the City.
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1 PROFESSIONAL SERVICES AGREEMENT
This agreement (“Agreement”) is made as of ___________________, 20_____ by and between the City of Lynwood , a municipal corporation ("City") and _____________________________________. and Consulting (“Consultant”). City and Consultant are sometimes hereinafter individually referred to as a “Party” and collectively referred to as the “Parties.”

R E C I T A L S
WHEREAS, City desires to utilize the services of Consultant as an independent contractor to ________________________________________________ as set forth in the Scope of Services attached hereto as Exhibit A; and
WHEREAS, Consultant represents that it is fully qualified to perform such consulting services by virtue of its experience and the training, education and expertise of its principals and employees.

NOW, THEREFORE, in consideration of performance by the parties of the covenants and conditions herein contained, the parties hereto agree as follows:

1. Company's Scope of Services. The nature and scope of the specific services to be performed by Consultant are as described in Exhibit A.

2. Term of Agreement . This Agreement shall commence on ________________, 20_____ (the “Commencement Date”) and shall remain and continue in effect until tasks described in Exhibit A are completed, but in no event later than ____________, 20____ unless sooner terminated pursuant to the provisions of this Agreement.

3. Compensation.

A. City agrees to compensate Consultant for services under this Agreement in compliance with the schedule set forth in Exhibit A. Consultant shall submit proper monthly invoices in the form and manner specified by City. Each invoice shall include a monthly breakdown of all monthly services performed together with the hours spent on each service. Consultant shall maintain appropriate and necessary documentation supporting the monthly invoices detailing the type of service provided. It shall be available for review by the City at all reasonable times upon request.

B. To tal payment to Consultant pursuant to this Agreement shall not exceed ___________________________________ dollars ($________________).

C. If a t t h e r e q u e s t o f t h e City, Consultant is required to incur out of pocket expenses (including but not limited to, out-of-town travel and lodging) which are above and beyond the ordinary expenses associated with performance of this Agreement, Consultant shall be entitled to reimbursement of such expenses. Consultant shall only be reimbursed for those expenses which: (I) appear on Consultant’s monthly invoices; (II) are accompanied by a copy of the City’s written authorization for Consultant to incur such Landscape Structures Inc.
370
2 expenses; and (III) receipts documenting such expenses.

4. General Terms and Conditions. The General Terms and Conditions set forth in Exhibit B are incorporated as part of this Agreement. In the event of any inconsistency between the General Terms and Conditions and any other exhibit to this Agreement, the General Terms and Conditions shall control unless it is clear from the context that both parties intend the provisions of the other exhibit(s) to control.

5. Addresses.

City of Lynwood
City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: Jose Ometeotl, City Manager
Company
____________________
____________________
____________________
____________________

6. Exhibits. All exhibits referred to in this Agreement are listed here and are incorporated and made part of this Agreement by this reference.

Exhibit A – Scope of Work/Services and Compensation Schedule Exhibit B – General Terms and Conditions

SIGNATURES ON FOLLOWING PAGE
IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates written below.

CITY

CITY OF LYNWOOD
By: ______________________________ ______________________ Mayor Date

CONSULTANT
______________________________
Landscape Structures Inc.
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Landscape Structures Inc.
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372
4 EXHIBIT A

SCOPE OF WORK/SERVICES
(Insert Proposal)
373

EXHIBIT B

GENERAL TERMS AND CONDITIONS

1. Status as Independent Contractor.

A. Consultant is, and shall at all times remain as to City, an independent contractor.

Consultant shall have no power to incur any debt, obligation, or liability on behalf of the City of Lynwood or otherwise act on behalf of Lynwood as an agent. Neither the City of Lynwood nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of the City of Lynwood.

B. Consultant agrees to pay all required taxes on amounts paid to Consultant under this Agreement, and to indemnify and hold City harmless from any and all taxes, assessments, penalties, and interests asserted against City by reason of the independent Consultant relationship created by this Agreement. In the event that City is audited by any Federal or State agency regarding the independent status of Consultant and the audit in any way fails to sustain the validity of an independent Consultant relationship between City and Consultant, then Consultant agrees to reimburse City for all costs, including accounting and attorney's fees, arising out of such audit and any appeals relating thereto.

C. Co nsultant shall fully comply with the workers' compen sation law regarding Consultant and Consultant’s employees. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with applicable worker's compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this Section 1.

D. Consultant represents to the City, and City relies on Consultant’s representations, that Consultant shall serve solely in the capacity of an independent contractor to the City. Neither the City nor any of its agents will have control over the conduct of Consultant or any of Consultant’s employees, except as otherwise set forth in the Agreement. Consultant may not, at any time or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of the City. The City has no duty, obligation, or responsibility to the Consultant’s agents or employees, including the Affordable Care Act coverage requirements. Consultant is solely responsible for any tax penalties associated with the failure to offer affordable coverage to its agents and employees under the Affordable Care Act with respect to Consultant’s agents and employees. Consultant warrants and represents that the City will not be responsible and will not be held liable for issues related to Consultant’s status as an independent contractor, inclu ding Consultant’s failure to comply with Consultant’s duties, obligations, and responsibilities under the Affordable Care Act. Consultant further agrees to defend, indemnify, and hold the City harmless for any and all taxes, claims, and penalties against the City related to Consultant’s obligations under the Affordable Care Act.
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2. Standard of Performance
Consultant shall perform all work to the highest professional standards and in a manner satisfactory to the City Manager or his/her designee. No additional or different tasks or services shall be performed by Consultant other than those specified in Exhibit A.

3. Indemnification.

A. Consultant is skilled in the professional calling necessary to perform the services and duties agreed to be performed under this Agreement, and City is relying upon the skill and knowledge of Consultant to perform said services and duties.

B. City and its respective elected and appointed boards, officials, officers, agents, employees and volunteers (individually and collectively, "Indemnities") shall have n o liability to Consultant or any other person for, and Consultant shall indemnify, defend, protect and hold harmless Indemnities from and against, any and all liabilities, claims, actions, causes of action, proceedings, suits, damages, judgments, liens, levies, costs and expenses of whatever nature, including reasonable attorneys' fees and disbursements (collectively "Claims"), which Indemnities may suffer or incur or to which Indemnities may become subject by reason of or arising out of any injury to or death of any person(s), damage to property, loss of use of property, economic loss or other loss occurring as a result of or allegedly caused by Consultant’s performance of or failure to perform any services under this Agreement or by the negligent or willful acts or omissions of Consultant, its agents, officers, directors, subcontractor, sub consultant or employees, committed in performing any of the services under this Agreement. Notwithstanding the foregoing, the provisions of this subsection shall not apply to Claims occurring as a result of the City’s sole negligence or willful acts or omissions.

C. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth in this Section from each and every subcontractor, sub consultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. In the event Consultant fails to obtain such indemnity obligations from others as required in this Section, Consultant agrees to be fully responsible according to the terms of th is Section. Failure of the City to monitor compliance with these requirements imposes no additional obligations on City and will in no way serve as a waiver of any rights hereunder. This obligation to indemnify and defend Indemnities as set forth herein shall survive the termination of this Agreement and is in addition to any rights which City may have under the law. This indemnity is effective without reference to the existence or applicability of any insurance coverage which may have been required under this Agreement or any additional insured endorsements which may extend to City.

4. Insurance.

A. Without limiting Consultant’s indemnification of Indemnities pursuant to Section 3 of this Agreement, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement the types and amounts of insurance as described below:
375
(I) Consultant shall maintain Commercial General Liability Insurance with coverage at least as broad as Insurance Services Office Commercial General Liability Form CG 00 01 in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. Defense costs must be paid in addition to limits. There shall be no cross- liability exclusion for claims or suits by one insured against another. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. (II) Consultant shall maintain Business Auto Coverage on ISO Business Auto Coverage Form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(III) Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance with on a state approved policy form providing statutory benefits as required by law with employer’s liability limits no less t han $1,000,000 per accident for all covered losses;
(IV) Consultant shall maintain Professional Liability or Errors and Omissions 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 comp letion of the services required by this Agreement.

B. City, its officers, officials, employees, and volunteers shall be named as additional insureds on the policy(ies) as to commercial general liability and automotive liability.

C. All insurance polici es shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or 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.

D. All insurance policies shall provide that the insurance coverage shall not be non- renewed, canceled, reduced, or otherwise modified (except through the addition of additional insureds to the policy) by the insurance carrier without the insurance carrier giving City thirty (30) days' prior written notice thereof. Any such thirty (30) day notice shall be submitted to CITY via certified mail, return receipt requested, addressed to “Director of Human Resources & Risk Management,” City of Lynwood, 11330 Bullis Road, Lynwood, California, 90262. Consultant agrees that it will not cancel, reduce, or otherwise modify said insurance coverage.
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E. Consultant shall submit to City (I) insurance certificates indicating compliance with the minimum worker's compensation insurance requirements above, and (II) insurance policy endorsements indicating compliance with all other minimum insurance requirements above, not less than one (1) day prior to beginning of performance under this Agreement.

Endorsements shall be executed on City’s appropriate standard forms entitled "Additional Insured Endorsement".

F. Consultant’s insurance shall be primary as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees and volunteers shall be excess of Consultant’s insurance and shall not contribute with it.

G. Consultant agrees that if it does not keep the aforesaid insurance in full force and effect, and such insurance is available at a reasonable cost. City may take out the necessary insurance and pay the premium thereon, and the repayment thereof shall be deemed an obligation of Consultant’s and the cost of such insurance may be deducted, at the option of City, from payments due Consultant.

5. Release of Information/Confidentiality.

A. Consultant in the course of its duties may have access to confidential data of City, private individuals, or employees of the City. Consultant covenants that all data, documents, discussion, or other information develop ed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant, its officers, employees, agents, or subconsultants, shall not without written authorization from the City Manager, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. Consultant’s covenant under this section shall survive the termination of this Agreement.

B. Consultant shall promptly notify City should Consultant, its officers, employees, agents, or subconsultants 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 person or party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response

6. Ownership of Work Product.

A. Consultant shall maintain complete and accurate records with respect to 377
sales, costs, expenses, receipts, and other such information required by the City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of the City or its designees at reasonable times to such books and records; shall give the City the right to examine and audit said books and records; shall permit the City to make transcripts therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment.

B. Upon c o m p l e t i on of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files, Consultant shall make available to the City, at the Consultant's office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files.

7. Conflict of Interest.

A. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the services to be performed by Consultant under this Agreement, or which would conflict in any manner with the performance of its services hereunder. Consultant further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Consultant shall avoid the appearance of having any interest which would conflict in any manner with the performance of its services pursuant to this Agreement.

B. Co nsultant covenants not to give or receive any compensation, monetary or otherwise, to or from the ultimate vendor(s) of services to City as a result of the performance of this Agreement, or the services that may be procured by the City as a result of the recommendations made by Consultant’s covenants under this section shall survive the termination of this Agreement.

8. Termination. Notwithstanding any other provision, this Agreement may be duly terminated at any time by the City at its sole discretion with or without cause by serving upon the consultant at least ten (10) days prior written notice (“Notice of Termination”).

Upon receipt of said notice, the Consultant shall immediately cease all w ork under this Agreement, unless the notice provides otherwise. Unless expressly agreed upon in writing by the City, the City shall not be obligated to pay for any services rendered nor any costs or expenses paid or incurred after the date of termination. The effective date of termination shall be upon the date specified in the written Notice of Termination. Consultant agrees that in the event of such termination, Consultant must refund the City its prorated share, except for services satisfactorily rendered prior to the effective date of termination. Immediately 378
upon receiving written Notice of Termination, Consultant shall discontinue performing services, preserve the product of the services and upon payment for services, turn over to City the product of the services in accordance with written instructions of City.

In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City.

9. Personnel. Consultant represents that it has, or will secure at its own expense, all personnel required to perform the services under this Agreement. All of the services required under this Agreement will be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such services. Consultant reserves the right to determine the assignment of its own employees to the performance of Consultant’s services under this Agreement, but City reserves the right, for good cause, to require Consultant to exclude any employee from performing services on City's premises.

10. Non-Discrimination and Equal Employment Opportunity.

A. C onsultant shall not discriminate as to race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation, in the performance of its services and duties pursuant to this Agreement and will comply with all rules and regulations of City relating thereto. Such nondiscrimination shall include but not be limited to the following: employment, upgrading, demotion, transfers, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.

B. Consultant will, in all solicitations or advertisements for employees placed by or on behalf of Consultant state either that it is an eq ual opportunity employer or that all qualified applicants will receive consideration for employment without regard to race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental handicap, medical condition, or sexual orientation.

C. Consultant will cause the foregoing provisions to be inserted in all subcontracts for any work covered by this Agreement except contracts or subcontracts for standard commercial supplies or raw materials.

11. Assignment. Consultant shall not assign or transfer any interest in this Agreement nor the performance of any of Consultant obligations hereunder, without the prior written consent of City, and any attempt by Consultant to assign this Agreement or any rights, duties, or obligations arising hereunder shall be void and of no effect.

12. Performance Evaluation. For any Agreement in effect for twelve months or longer, the City Manager may require a written annual administrative performance evaluation within ninety (90) days of the first anniversary of the effective date of this Agreement, and each year thereafter throughout the term of this Agreement. The work product required by this Agreement shall be utilized as the basis for review, and any comments or complaints received by City during the review period, either orally or in writing, shall be considered. 379
City shall meet with Consultant prior to preparing the written report. If any noncompliance with the Agreement is found, City may direct Consultant to correct the inadequacies, or, in the alternative, may terminate this Agreement as provided herein.

13. Compliance with Laws. Consultant shall keep itself informed of State, Federal and Local laws, ordinances, codes and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement.

Consultant shall at all times comply with such laws, ordinances, codes and regulations. The City, its officers and employees shall not be liable at law or in equity occasioned by failure of Consultant to comply with this Section.

14. Licenses. At all times during the term of this Agreement, Consultant shall have in full force and effect all licenses (including a City business license) required of it by law for performance of the services hereunder.

15. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to Consultant constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Consultant, and the making of any such payment by City shall in no w ay impair or prejudice any right or remedy available to City with regard to such breach or default.

16. Attorney's Fees. In the event that either party to this Agreement shall commence any legal or equitable action or proceeding to enforce or interpret t he provisions of this Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees and costs, including costs of expert witnesses and Consultant.

17. Notices. Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during Consultant regular business hours or by facsimile before or during Consultant regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Agreement, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this section.

18. Governing Law. This Agreement shall be construed and interpreted both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California. However, the Parties may agree to submit any dispute to non -binding arbitration.

19. Counterparts. This Agreement may be e xecuted in any number of counterparts, each of which shall be deemed to be the original, and all of which together shall constitute one and the same instrument.

20. Severability. If any provision or any part of any provision of this Agreement is found 380
to be invalid or unenforceable, the balance of this Agreement shall remain in full force and effect.

21. Entire Agreement. This Agreement, and any other documents incorporated herein by specific reference, represents the entire and integrated agreement between Consultant and City. This Agreement supersedes all prior oral or written negotiations, representations or agreements. This Agreement may not be amended, nor any provision or breach hereof waived, except in a writing signed by the Parties which expressly refers to this Agreement.

Amendments on behalf of the City will only be valid if signed by the Mayor and attested by the City Clerk.

22. Authority. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he/she has the authority to execute this Agreement on behalf of Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.

23. Force Majeure. A Party’s performance of any obligation under this Agreement shall be suspended if, and to the extent that, the Party is unable to perform because of any event of Force Majeure. In any such event, the Party unable to perform shall be required to resume performance of its obligations under this Agreement upon the termination of the event or cause that excused performance hereunder. “Force Majeure” herein means an event which is beyond the reasonable control of a Party, including without limitation, (a) acts of God including flood, fire, earthquake, hurricane or explosion, pandemic; (b) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (c) government order or law that prevents either Party from performing its obligations as set forth in this Agreeme nt; (d) actions, embargoes or blockades in effect on or after the date of this Agreement; (e) action by any governmental authority that prevents either Party from performing its obligations as set forth in this Agreement; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns or other industrial disturbances, other than those involving the affected parties employees; (h) shortage of adequate power or transportation facilities.

Neither Party shall be liable for any delay or default in, or failure of, performance resulting from or arising out of any Force Majeure event, and no such delay, default in, or failure of performance shall constitute a breach by either Party hereunder. Where a Force Majeure event gives rise to a failure or d elay in either Party performing its obligations under this Agreement (other than obligations to make payment), those obligations will be suspended for the duration of the Force Majeure event. A Party who becomes aware of a Force Majeure event which gives rise to, or which is likely to give rise to, any failure or delay in performing its obligations under this Agreement, will forthwith notify the other and inform the other of the period for which it is estimated that such failure or delay will continue. The affected Party shall take reasonable steps to mitigate the effects of the Force Majeure event.
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APPENDIX “B”

Department of Industrial Relations (DIR)
Contractor Registration Number Form

Beginning July 1, 2014, contractors must register with the Department of Industrial Relations (DIR) before bidding on public works contracts in California. For more information, please refer to this section of the Department of Industrial Relations Website: http://www.dir.ca.gov/Public- Works/PublicWorks.html.

Per this requirement, provide the following information:

_______________________________________________________________________ Contractor Name

_______________________________________________________________________ Contractor Department of Industrial Relations Registration Number:

_______________________________________________________________________ Expiration Date of Registration Number

*(THIS FORM MUST BE SUBMITTED WITH THE SEALED BID) *

Landscape Structures Inc.
1000007542
6/30/25
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CITY OF LYNWOOD CONSTRUCTION AGREEMENT
FOR DESIGN AND CONSTRUCTION OF PROJECT NO. 4011.68.109.

ENTITLED “Mega Park Playground Phase 1 – Design/Built”
This agreement (the “Agreement”) is made and entered into on this _5 th day of September 2023 by and between the City of Lynwood, a California Municipal Corporation ("City") and Brightview Landscape Development, a ( "Contractor"). City and Contractor are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”

R E C I T A LS
City and Contractor, based upon the mutual promises contained herein, do hereby agree as follows:

I. CONTRACT DOCUMENTS
This Agreement consists of the following Contract Documents, the terms and conditions of which are expressly incorporated as component parts of this Agreement as if herein set out in full or attached hereto:

A. Notice of Formal Inviting Design-Built Proposal Dated April 7th, 2023 B. Instructions to Bidders.

C. Addenda.

D. Contractor’s Proposal and Workers’ Compensation Certificate dated _May 11____, _2023_, and all other Documents attached thereto, including but not limited
to:

1. Proposal Schedule(s)

2. List of Subcontractors

3. Anti-Trust Claim

4. Non-Collusion Affidavit

5. Bidder’s
General Information

6. Bidder’s
Insurance Statement
E. Payment Bond.

F. Performance Bond.

G. Certificates/Proof
of Insurance and Endorsements.

H. Certified Copy of the Lynwood City Council Resolution, not required.

I. Notice of Award dated ___________.

J. Notice to Proceed dated ______________.

K The Plans (Contract Drawings).

L. Special Provisions
M. Standard Specifications for Pub lic Works Construction, “Greenbook” latest Edition.

N. Appendices A through E of the Contract Documents.

O. Reference Specifications.

P Approved and Fully-E xecuted Change Orders.
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Q. The Direc tor of the Department of Industrial Relations’ Determination of Prevailing Wage Rates for Public Works for each craft or type of worker required to perform the Work under this Agreement.
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II. CONTRACT PRICE
The City agrees to pay, and the Contractor agrees to ac cept as full payment for the Wor k outlined in the Contract Docum ents, the Contract Price of SIX MILLION SEVEN

HUNDRED FOURTY NINE THOUSAND NINE HUNDRED EIGHTY SEVEN
DOLLARS ($6,749,987.00) subject to additions and deductions, if any, made in accordance with said Contract Docum ents. Pr ogress payments shall not be made more often than once each thir ty (30) days, nor shall progress payments paid be in excess of ninety percent (95%) of the Contract Price at time of completion. Final payment to Contractor will be processed thirty-five (35) days after the City has recorded the Notice of Com pletion. Contractor may, upon Contractor's written request, and approved by the City Council, at Contractor's expense, deposit substitute securities, as stated in Government Code Section 16430, and as authorized by P ublic Contract Code, Section 22300, in lieu of r etention monies withheld to insure performance.

Payment of undisputed amounts due under this Agreement, including the final payment due hereunder, is contingent upon the Contractor furnishing to the City an unconditional release by the Contractor of all claims against the City arising by vi rtue of this Agreement related to those amounts. Disputed claims in stated amounts may be specifically excluded by Contractor from the operatio n of any releas e. No payment, final or otherwise, shall operate to r elease the Contract or or its sureties from ob ligations arising under this Agreement or the bonds and warranties fu rnished hereunder. No payment shall be construed as an acceptance of any of the Work or of defective or improper materials.

III. BONDS
Within ten (10) calendar days of receiving the Notice of Aw ard and prior to Contractor’s commencement of the Work, Contra ctor shall furnish to City, using the forms set forth in the Bid Documents, a Labor and Mater ials Payment Bond in an amount equal to one hundred percent (100%) of the Contract Price, and a Performance Bond in an amount equal to one hundred percent (100%) of the Contract Price, said bonds to be in conformance with the Contract Documents, including but not limited to, the Gener al Specifications and Subsection 2.2.2 of the Special Provisions.
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IV. INDEMNITY
Contractor shall defend (with counsel of Cit y
’s choosing), indemnify and hold the City, its
respective elected and appointed boards, offi cials, officers, agents, employees, representatives and volunteers (individually and collectively referred to hereinafter as “Indemnitees”) free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, to the extent aris ing out of or incident to any acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Work or this Agreement, including claims made by subc ontractors for nonpaymen t, including without limitation the payment of a ll consequential damages and attorney fees and other related costs and expenses. Contractor shall defend, at Contractor’s own cost, expense and risk, with counsel of City’s choosing, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against Indemnitees. To the extent of its liability, Contra ctor shall pay and satisfy any judgment, award or decree that may be rendered against Indemnitees in any such suit, action or other legal proceeding.

Contractor shall reimburse Indemnitees for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. The only limitations on this provision shall be those imposed by California Civil Code Section 2782.

This obligation to indemnify and defend Indemnit ees as set forth herein shall survive the termination of this Agreement and is in addi tion to any rights which City may have under the law. This indemnity is effective without reference to the existence or applicability of any insurance coverages which may have been required under this Agreement or any additional insured endorsements which may extend to City.

V. INSURANCE
Without limiting Contractor’s indemnification of Indemnitees as set forth in Section IV of this Agreement, Contractor shall obtain, provide and maintain, at its own expense, the types and amounts of insurance described in Subsection 2.7.2 of the Special Provisions of the Contract Documents. Such insurance shall be in force prior to Contractor commencing any Work under this Agreement and shall remain in force for the duration of this Agreement and for any other such period as may be required herein. Contractor shall provide proof of the required insurance coverage and the endorsements specified in Subsection 2.7.2 of the Special Provisions within ten (10) calendar days of receipt of the Notice of Award.

VI. INELIGIBLE SUBCONTRACTORS
In accordance with the provisions of Section 6109 of the California Public Contract Code, Contractor agrees that it shall not per form any work under this Agreement with a subcontractor who is ineligible to perform work on a public works contract pursuant to Sections 1777.1 and 1777.7 of th e California Labor Code. Contractor further acknowledges that any contract on a public works project entered into between a contractor and debarred subcontractor is void as a matt er of law, and a debarred subcontractor may not receive any public
money for performing wo rk as a subcontractor on a public works 386
contract. Any public money that is paid or may have been paid to a debarred subcontractor by a Contractor for wor k performed on this Project shall be returned to the City. The Contractor shall be responsible for the payment of wages to workers of a debar red subcontractor who have been allowed to work on the Project.

VII. COMMENCEMENT OF WORK AND LIQUIDATED DAMAGES
The Contractor shall com mence the Work r equired by this Agreement within ten (10) calendar days of the date specified in the Notice to Proceed fr om the City, and shall complete all Work as specified in the Contract Documents within THREE HUNDRED AND TEN (310) CALENDAR DAYS from the date in said Notice.

City and Contractor have discussed the provisions of Government Code Section 53069.85 and the damages that may be incurred by City if the Work is not completed within the time specified in this Agreement. The City and Contractor hereby r epresent that at the time of signing this Agreement, it is impracticable and extremely difficult to fix the actual damage which will be incurred by City if the Work is not completed within the number of calendar days allowed. Accordingly, City and Contractor agr ee that the sum of $500.00 per calendar day is a reasonable sum to assess as Liquidated Damages to City by reason of the failure of Contractor to complete the Work within the time specified.

VIII. CERTIFICATION UNDER LABOR CODE SECTION 1861
By signing this Agreement, Contractor makes the following certification required by Section 1861 of the California Labor Code:
“I am aware of the prov isions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for wor kers’ compensation or to under take self-insurance in ac cordance with the provisions of that C ode, and I will com ply with such provisions before commencing the performance of any Work under this Agreement.” IX. APPRENTICES
The Contractor acknowledges that, in accordance with Section 1777.5 of the State Labor Code, he/she will be held responsible for compliance with the provisions of this Section for all apprenticeable occupations.

X. SUBSTITUTION OF SUBCONTRACTORS
The Contractor hereby agrees to reimburse the City for costs incurred by the City in the substitution of subc ontractors. Where a hearing is held pur suant to the provisions of Section 4100 et seq. of the Public Contract Code by the City or a duly appointed hearing officer, the Clerk of the Cit y of Lynwood shall prepare and c ertify a statement of all costs incurred by the City for investigation and conduct of the hearing, including the costs of any hearing officer and shorthand reporter appointed.

ICENSES
Contractor acknowledges and agrees that Contractor must have all appropriate contractor's licenses. Contractor further warrants and represents that he/s he/they has/have the appropriate contractor's license to pursue the work hereunder. Contractor's failure to have or maintain all appropriate licenses during the entire term of this Agreement shall be cause for the immediate and summary termination of this Agreement by City. Contractor shall be liable for all City's costs incurred to complete the Work under this Agreement in the event of such termination.

XII. EMPLOYMENT DIS CRIMINATION PROHIBITED
Pursuant to California Labor Code Section 1735 and other applicable provisions of law, the Contractor and its subcontractors shall not discriminate against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, political affiliation or sexual orientation in the per formance of Work under this Ag reement. The Contractor will take affirmative action to insure that employees are treated during employment or training without regard to their of race , religious creed, color, nati onal origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, political affiliation or sexual orientation.

XIII. PREVAILING WAGES
The Contractor is aware of the requirements of Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Since the work covered by this Agreement involves an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the tota l compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws as set forth in the foregoing statutes and in the Special Provisions of the Contract Documents.

XIV. AUTHORITY TO EXECUTE
The person or persons executing this Agr eement on behalf of Cont ractor warrants and represents he/she/they has/have the authority to execute this Agreement on behalf of his/her/their corporation, partnership, or business entity and warrants and represents that he/she/they has/have the authority to bind Contractor to the performance of its obligations hereunder.
388
XV. ASSIGNMENT; GOVERNING LAW
This Agreement may not be assi gned by Contractor, i
n whole or in part, without the prior
written consent of the City. This Agreement and any dis pute arising hereunder shall be governed by the law of the state of California.

City Contractor
City of Lynwood ______________ _________________
Attn: City Engineer Attn: ___________________________ 11750 Alameda Street _______________________________
Lynwood, CA 90262 _______________________________
Fax No. (310) 635-0493 Fax No.________________________
XVII. ATTORNEYS FEES
Should either Party bring any action to protect or enforce its rights under this Agreement or the Contract Documents, the prevailing party in such action shall be entitled to recover, in addition to all other relief, its reasonable attorney’s fees and costs.

XVIII. WARRANTY
All Work shall be warranted by Contractor against defective workmanship and materials for a period of one (1) year form the date the Work is accepted as complete by the Lynwood City Council. The contractor shall replace or repair any such defective work in a manner satisfactory to Engineer, following notice from Engineer specifying the work to be done and the time in which replacement or repair shall be completed. If Contractor fails to make such replacement or repair within the time specif ied in the notice, the City may perform the needed repairs and Contractor’s sureties shall be liable for the cost thereof.

XIX. ENTIRE AGREEMENT, WAIVER AND MODIFICATION
This Agreement contains the completely final, entire, and exclusive agreement between the Parties with respect to the subject ma tter hereof, and no waiver, alteration, or modification of any of the provisions her eof or rights to act hereunder shall be binding unless made in writing signed by both Parties. Any attempted modification, amendment, or alteration in violation hereof shall be void.
389
IN WITNESS WHEREOF, each of the Parties hereto has caused the Agreement to be executed in its name on its behalf by a duly authorized officer as of this day and year first above written.

CITY OF LYNWOOD CONTRACTOR
____________________________

LEGAL NAME OF FIRM
By: _____________________________ By:____________ ______________ Oscar Flores Signature of Chairman of Board,
Mayor President, or Vice President
Attest:
_____________________________
(Typed/Printed Name)
By: ____________________________ _____________________________ Maria Quiñónez (Title)
City Clerk
By:___________________________
Signature of Secretary, Assistant
Approved as to Form: Secretary, CFO, or Assistant Treasurer By: ____________________________ ______________________________ Noel Tapia (Typed/Printed Name)
City Attorney
______________________________
( T i t l e )
[NOTARY REQUIRED FOR SIGNATURE(S) OF CONTRACTOR]
390

1.4.2 CONTRACT PERFORMANCE BOND
(CALIFORNIA PUBLIC WORKS)
KNOW ALL MEN BY THESE PRESENTS:

THAT WHEREAS, the City of Lynwood (referred to hereinafter as "City") has entered into an Agreement dated September 5th, 2023 (referred to hereinafter as the “Agreement”) with Brightview Landscape Development (hereinafter designated as “Contractor” or "Principal"), for construction of, LYNWOOD PARK MEGA PARK PLAYGROUND PHASE 1 – Design/Built, Project No. 4011.67.854 (hereafter referred to as the “Project”).

NINE THOUSAND NIN

E HUNDRED EIGHTY SEVEN DOLLARS
($6,749,987.50) lawful money of the United States, said sum being not less than 100 percent of
the total amount payable by the City under the terms of the Agreement, for which payment well
and truly to be made, we bind our selves, our heirs, executors and administrators, successors and assigns, jointl
y and severally, firmly by these presents.

THE CONDITION
OF THIS OBLIGATION IS SUCH, that, if the bounden Principal, his/her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the undertakings, term s, covenants, conditions and agreements set forth in the Agreement and any alteration thereof made as therein provided, on his/her or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill the one-year guarantee of all materials and workmanship; and indemnify and save harmless the City, its officers, officials, employees, authorized agents and volunteers, as stipulated in the Agreement, then this obligation shall become null and void;
otherwise it shall be and remain in full force and effect. In the event suit is brought on this bond, said Surety will pay to City a reasonable attorney's fee to be fixed by the Court. 391
As a condition precedent to the satisfactory completion of the Agreement, unless otherwise provided for in the Agreement, the above obligation shall hold good for a period of one (1) year after the acceptance of the Work by City , during which time if Contractor shall fail to make full, complete, and satisfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship.

Whenever Contractor shall be, and is declared by the City to be, in default under the Agreement, the Surety shall remedy the default pursuant to the Agreement, or shall promptly, at the City’s option:
(1) Take over and complete the Project in accordance with all terms and conditions in the Agreement; or
(2) Obtain a bid or bids for completing t he Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as Work progresses sufficient funds to pay the cost of co mpletion of the Project, less the balance of the contract price, including other costs and damages fo r which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Agreement and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.
(3) Permit the City to complete the Project in any manner consistent with California law and make available as Work progresse s sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liabl e. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Agreem ent and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents. Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Contractor.

The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Agreement, or to the Project or to the Work to be performed thereunder, or the Specifications accompanying the same, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Agreement, or to the Project, or to the Work or to the Specifications. Said Surety also hereby waives the provisions of sections 2819 and 2845 of the California Civil Code.
392
No final settlement between t he City and the Contractor sha ll abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.

IN WITNESS WHEREOF, the above-bounden parties have execut ed this instrument this _____ day of _______________, ________, the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body.

PRINCIPAL:
(seal)
_______________________________
By ____________________________
SURETY:
(seal)
_______________________________
By ____________________________
Attorney-in-Fact
The rate of premium on this bond is ____ per thousand. The total amount of premium charged, $_______________. (These blanks must be filled in by corporate surety.) IMPORTANT: Surety companies executing Bonds must possess a certificate of authority from the California In surance Commissioner authorizing t hem to write surety insurance defined in Section 105 of the California Insurance Code, and if the Work or Project is financed, in whole or in part, with federal grant or loan funds, must also appear on the Treasury Department's most current list (Circular 570 as amended). Notary acknowledgements for Principal and Surety signatures an d Power of Attorney for Surety must be attached. THIS IS A REQUIRED FORM.

STATE OF CALIFORNIA )
) ss.

CERTIFICATE AS TO CORPORATE PRINCIPAL
I, ______________________________ _________, certify that I am the ________________________________ Secretary of the corporation named as Principa l
to the within bond; that _________________ _________________________ who signed the said bond on behalf of the princi pal was then ________ ___________________ of said corporation; that I know his/her signature, and his/her signature thereto is genuine; and that said bond was duly signed, sealed and attested for and in behalf of said Corporation by authority of its governing board.
_______________________________
Signature of Corporate Principal
394

1.4.3 CONTRACT PAYMENT BOND
(CALIFORNIA PUBLIC WORKS)
KNOW ALL MEN BY THESE PRESENTS:

THAT WHEREAS, the City of Lynwood , (referred to hereinafter as "City") has entered into an
agreement dated September 5th, 2023 (referred to hereinafter as the “Agreement”) with BRIGHTVIEW LANDSCAPE DEVELOPMENT (hereinafter designated as the "Contractor" or “Principal”), for LYNWOOD PARK MEGA PARK PLAYGROUND PHASE 1 – Design/Built, Project No. 4011.68.109 . WHEREAS, Contractor is
required to furnish a bond in connection with the Agreement, and pursuant to Section 3247 of the California Civil Code.

NOW, THEREFORE, we, , the undersigned Contractor, as Principal, and , a corporation organized and existing under the laws of the State of , and duly authorized to transact business under the laws of the St ate of California, a s Surety, are held and firmly bound unto City and to any and all persons, companies or corporations entitled to file
stop notices under Section 3181 of the California Civil Code, in the penal sum of Six Million Seven Hundred Fourty Nine Thousand Nine Hundred Eighty Seven Dollars ($
6,749,987.00), lawful money of the United States, said sum being not less than 100 percent of the total amount payable by City under the terms of the Agreement, for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.

THE
CONDITION OF THIS OBLIGATION IS SUCH, that, if said Contractor, his/her or its heirs, executors,
administrators, successors or assigns, or subcontractors, shall fail to pay for
any materials, provisions, provender or other supplies, items, implements or machinery used in,
upon, for or about the performance of the Work required by the Agreement; or fails to pay (1) any of the persons named in Civil Code Section 3181, (2) amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Agreement, or (3) for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Contractor and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to the work and labor provided pursuant to the Agreement, said Surety will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void. In the event
suit is brought upon this bond, said Surety will pay to City a reasonable attorney's fee to be fixed by the Court. In addition to the provisions hereinabove, it is agreed that this bond will inure
to the benefit of any and all persons, companies and corporations entitled to serve stop notices under Section 3181 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond.

The
Surety, for value received, hereby stipulates and agrees that no change, extension of
time, alteration, or addition to the terms of the Agreement or to the Work to be performed thereunder or the Specifications accompanying the same; shall in any way affect
its obligations on this bond, and it does hereby waive notice of any such change, extension
of time, alteration or addition to the terms of the Agreement or to the Work or to the Specifications. Said Surety also hereby waives the provisions of sections 2819 and 2845 of the California Civil Code.
395
No final settlement between the City and the Contractor hereunder shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.

IN WITNESS WHEREOF, the above-bounded parties have executed this instrument this _____ day of ____________, _____, the name and corporate se al of each corporate party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body.

PRINCIPAL:
(seal)
_______________________________
By _____________________________
SURETY:
(seal)
_______________________________
By _____________________________
Attorney-in-Fact
IMPORTANT: Surety companies executing Bonds must possess a certificate of authority from the California In surance Commissioner authorizing t hem to write surety insurance defined in Section 105 of the California Insurance Code, and if the Work or Project is financed, in whole or in part, with federal grant or loan funds, must also appear on the Treasury Department's most current list (Circular 570 as amended). Notary acknowledgements for Principal and Surety signatures and Power of Attorney for Surety must be attached. THIS IS A REQUIRED FORM.

Any claims under this bond may be addressed to:
(Name and Address of Surety) (Name and Ad dress of Agent/Representative in California if different) ________________________________ ___________________________________________________________ ___________________________________ ___________________________________________________________________ __________________________________ _________________________________________________________________ (Telephone Number of Surety/Agent _________________________________________________________________ or Representative in California)
396

STATE OF CALIFORNIA )
) ss.

CERTIFICATE AS TO CORPORATE PRINCIPAL
I, ______________________________ _________, certify that I am the ________________________________ Secretary of the corporation named as Principa l
to the within bond; that _________________ _________________________ who signed the said bond on behalf of the princi pal was then ________ ___________________ of said corporation; that I know his/her signature, and his/her signature thereto is genuine; and that said bond was duly signed, sealed and attested for and in behalf of said Corporation by authority of its governing board.
_______________________________
Signature of Corporate Principal
(CORPORATE SEAL)
397

1.4.4 CERTIFICATES / PROOF OF INSURANCE

AND ENDORSEMENTS
The Contractor shall not commence any of the Work or begin any performance under the Agreement until he/she obtains, at his/her own and sole cost and expense, all required insurance as stipulated by t he City. The requir ed insurance shall be provided by the Contractor in conformance with the require ments of Subsection 2.7.2 of the Special Provisions and may include the following:
 Workers' Compensation Insurance

Commercial General Liability and Business Automobile Liability Insurance  Course of Construction or Builder’s Risk Insurance
 Flood Insurance
The insurance company or companies utilized by the Contractor shall be authorized and admitted to transact business in the State of California and to issue policies in the amounts required pursuant to the provisions of Subsection 2.7.2 of the Special Provisions. All insurance required shall be placed with insurers with a current A.M. Best's rating of no less than A:VII, and shall contain the endorsements specified in Subsection

2.7.2. Within ten (10) calendar days after receipt of the Notice of Award, Contractor shall furnish to the City for approval as to sufficiency and form, certificates of insurance and original endorsements evidencing the r equired coverage set forth in Subsection 2.7.2 of the Special Provisions. Endor sements and certificates ar e to be signed by a person authorized by the insurer to bind coverage on the insurer’s behalf. If the insurance called for is provided by more than one company, a separate certificat e and the required endorsements shall be provided by each company.

City reserves the right to request complete, certified copies of all required insurance policies and endorsements at any time.

Failure to provide City with the require d insurance coverage, proof of insurance and/or endorsements within ten (10) cale ndar days of receipt of the Notice of Award, may result in withdrawal of aw ard and forfeiture of the Bidder's Bid Security.
398

ADDENDUM
By exec
uting this Addendum, Contractor acknowledges and agrees that the work performed pursuant to the above referenced Agreement is subjected to all applicable provisions.

Payment of Minimum Compensation to Employees. Contractor shall be obligated to pay not less than the General Prevailing Wages Rate as required by applicable law.

C. Furnishing of Electronic Certified Payroll Records to Labor Commissioner.

1. General. C
ONTRACTOR acknowledges it has read and understands that, pursuant to the terms and conditions of this Agreement, it is required to comply with the Wage Requirement and to submit certain documentation to the City establishing its compliance with such requirement. (“Documentation Provision.”) CONTRACTOR further acknowledges the City has determined that the Wage Requirement promotes each of the following (collectively “Goals”):
a. It protects public job opportunities and stimulates the City’s economy by reducing the incentive to recruit and pay a substandard wage to labor from distant, cheap-labor areas.
b. It benefits the public through the superior efficiency of well-paid employees.
c. It increases competition by promot ing a more level playing field among contractors with regard to the wages paid to workers.

2. CONTRACTOS’s Breach of Prevailing Wage/Living Wage Provisions.

WITHOLDING OF PAYMENT: CONTRACTOR agrees that the
Documentation Provision is critical to the City’s ability to monitor CONTRACTOR’s compliance with the City’s public wage obligations.

TO MAKE ANY PAYMENT DUE THE CONTRACTOR UNTIL

CONTRACTOR HAS PERFORMED ALL OF ITS OBLIGATIONS UNDER
THESE PROVISIONS. THIS PROVISION MEANS THAT CITY CAN

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD

AWARDING A CONTRACT TO BRIGHTVIEW LANDSCAPE

DEVELOPMENT FOR DESIGN BUILD SERVICES FOR THE LYNWOOD
PARK – MEGA PARK PLAYGROUND PHASE 1 PROJECT;

AUTHORIZING THE CITY MANAGER TO APPROVE AGREEMENT

AMENDMENTS RELATED TO THE PROJECT AND AUTHORIZING THE

MAYOR TO EXECUTE THE AGREEMENT
WHEREAS, the City of Lynwood Parks and Recreation staff published an advertisement for a “Request for Proposal for Design Build Services for the Lynwood Park – Mega Park Playground Phase 1” project seeking proposals from qualified firms to assist in the design and construction of Phase 1 of the playground expansion within the City’s Lynwood Park.; and
WHEREAS, the advertisement for the Request for Proposal (RFP) was posted on April 7, 2023 on the City’s website (PlanetBids). A mandatory on-site meeting was held on April 19, 2023 at 10:00 a.m. Request for Information (RFI)/Questions were due for this project on April 26, 2023 at 2:00 p.m. with RFI answers released on May 3, 2023. The proposal submission deadline was on May 11, 2023 at 2:00 p.m.; and WHEREAS, the scope of services includes: a large playground complex, play surfacing, fencing, walkways, lighting, seating areas, water fountains, trash cans, and tree planting; and
WHEREAS, Per Public Contract Code 22170(i), local agencies can solicit for services for design- build entities on “Qualification-based selection” and that price is not the sole factor as the basis of award.; and
WHEREAS, on May 11, 2023, the City received proposals from two (2) entities.; and
WHEREAS, after reviewing and rating the submitted proposals, staff interviewed the two (2) firms on June 5, 2023, to understand their exact planning of design and construction; and
WHEREAS, an analysis of the selected proposer was conducted, including a review of their bid schedule, license, references, and required documents. BrightView Landscape Development was the selected entity for the design-build project with a proposal amount of $6,749,987.00.; and
WHEREAS, the estimated project cost is $8,977,000.; and WHEREAS, The City’s FY 24 CIP budget includes $9,550,000 of the following funds for this project: General Fund - $3,250,000, Measure A – $1,300,000, 2019 Lease Revenue - $5,000,000, for the Lynwood Park Mega Playground Project.; and 401
1 WHEREAS, no additional funding is needed.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES HEREBY FIND, PROCLAIM, ORDER, AND RESOLVE AS FOLLOWS:

Section 1. The City Council of the City of Lynwood hereby finds and declares that the foregoing recitals are true and correct and incorporates them herein as findings and as substantive part of this Resolution.

Section 2. The City Council of the City of Lynwood authorizes the Mayor to execute the agreement between the City of Lynwood and BrightView Landscape Development in a form approved by the City Attorney in the amount of $6,749,987.00.

Section 3. The City Council of the City of Lynwood authorizes the City Manager under LMC 6-3.15(d) to exceed the specific dollar amounts or percentage limitations under LMC 6-3.15(a) and authorizes the City Manager to approve consultant, vendor agreements, modifications, change orders, or agreement amendments related to the Project up to the available Project Budget.

Section 5. Per the City’s amended Contracting and Purchasing Policy, the City Council of the City of Lynwood approves construction inspection services from on call engineering consultant Infrastructure Engineers.

Section 6. Authorize the Mayor to execute the Resolution for and on behalf of the City of Lynwood.

Section 7. This Resolution shall take effect immediately upon its adoption.

Section 8. The City Clerk shall certify as to the adoption of this Resolution and hereafter the same shall be in full force and effect.
(Signatures on Next Page)
402
3 PASSED, APPROVED and ADOPTED this 5th day of September 2023.

Oscar Flores
Mayor
ATTEST:

Maria Quinonez
City Clerk
APPROVED AS TO FORM: APPROVED AS TO CONTENT:

Noel Tapia Ernie Hernandez
City Attorney City Manager
Julian Lee
Director of Public Works
403
4 STATE OF CALIFORNIA )
)

COUNTY OF LOS ANGELES )
I, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the foregoing Resolution was passed and adopted by the City Council of the City of Lynwood at a regular meeting held on the 5th day of September 2023, and passed by the following votes:

AYES:

NOES:

ABSTAIN:

ABSENT:

Maria Quinonez, City Clerk

STATE OF CALIFORNIA )
)

COUNTY OF LOS ANGELES )
I, the undersigned, City Clerk of the City of Lynwood, and the Clerk of the City Council of said City, do hereby certify that the above foregoing is a full, true, and correct copy of Resolution No. on file in my office and that said Resolution was adopted on the date and by the vote therein stated. Dated this 5 th day of September 2023.

Maria Quinonez, City Clerk
404

Lynwood City CouncilSeptember 5, 2023

Lynwood City Council
September 5, 2023