Agenda packet — Orange City Council, September 12, 2023 (part 2 of 3)

COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM –

HOME-ARP

SUBRECIPIENT AGREEMENT

THIS HOME-AMERICAN RESCUE PLAN PROGRAM (HOME-ARP) SUBRECIPIENT AGREEMENT (“Agreement”) is entered into as of May 8 , 202 3 (the “Effective Date”), by and between the CITY OF ORANGE, a municipal corporation (the "CITY"), and The HUB OC, a California nonprofit corporation (the "SUBRECIPIENT"), with reference to the following:

RECITALS

WHEREAS, CITY receives Home Investment Partnerships Program ("HOME") funding from the United States Department of Housing and Urban Development ("HUD") under Grant Number M21-MP060544; and

WHEREAS, in response to the Coronavirus 2019 (COVID -19) pandemic, State and local Participating Jurisdictions (PJs) that qualified for an annual HOME Investment Partnerships Program (HOME) allocation for FY2021 were eligible to receive HOME-ARP funds; and

WHEREAS, the HOME-ARP Program provides funding to HOME Participating Jurisdictions to reduce homelessness and increase housing stability across the country; and

WHEREAS, pursuant to the provisions of California Government Code Section 53703, the City Council of the CITY desires to grant a portion (“Subgrant”) of the HOME-ARP funds allocated to the CITY by HUD to the SUBRECIPIENT for the purpose of providing supportive services as defined in 24 CFR 578.53(e) for those experiencing homelessness, are at -risk of homelessness, victims of domestic violence, and other qualifying vulnerable populations as set forth in the CITY’s amended FY 2021-2022 Annual Action Plan (Second A mendment), and as more particularly described in Attachment “A” attached hereto and made a part hereof by this reference (the “Program”); and

WHEREAS, the SUBRECIPIENT has provided Attachment “A” that describes in appropriate detail the Scope of Work consisting of the following components:

a. The Program’s name, description, and location;
b. The scope of work to be accomplished under this Agreement; c. A budget detailing specific costs by category (i.e., Personnel Services, Miscellaneous Program Costs, and Capital Outlay/Construction Costs); and

258

Page 2 of 20 ends

WHEREAS, the Agreement shall be used exclusively for the purpose of implementing the Program described in Attachment “A;” and

WHEREAS, a total Subgrant of SEVEN HUNDRED EIGHTY NINE THOUSAND SIX HUNDRED SIXTY ONE DOLLARS and 00/100 ($789,661.00) was approved by the City Council on March 14, 2023 through the adoption of the Second Amendment to the City’s 2021-2022 Annual Action Plan; and

WHEREAS, the SUBRECIPIENT agrees to expend the Subgrant within a time period not exceeding twenty four (24) consecutive months following the Effective Date of this Agreement.

Extension of this time period is at the discretion of the CITY and may only be granted by mutual consent of both parties in writing; and

WHEREAS, the SUBRECIPIENT is a California nonprofit corporation, duly organized and in good standing under the laws of the State of California; and

WHEREAS, the SUBRECIPIENT represents that it has the organization, facilities and personnel to carry out the Program in accordance with the purpose of this Agreement.

NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS:

1. USE OF FUNDS

a. The SUBRECIPIENT shall use all funds provided pursuant to this Agreement exclusively for the purpose of implementing its approved Program as described in Attachment “A.”

b. No funds provided by the CITY under this Agreement to the SUBRECIPIENT shall be used for any political activity whatsoever or for any other purpose.

c. The SUBRECIPIENT shall use monies received under this Agreement in strict conformity with applicable provisions of the HOME-ARP regulations under section 3205 of the American Rescue Plan Act of 2021 (P.L. 117 -2) (“ARP”) and as further specified in other parts of this Agreement. All services provided hereunder shall conform to all federal, state and local laws, rules and regulations.

2. SUSPENSION AND TERMINATION

In accordance with the requirements of the HOME-ARP Regulations and other applicable provisions of this Agreement, the CITY, acting through its City Manager, may, in its sole discretion, suspend or terminate this Agreement if the SUBRECIPIENT materially fails to comply with any term or provision of this Agreement. Upo n receipt of notice, the SUBRECIPIENT shall immediately cease the rendition of services and the expenditure of any funds, unless the notice provides otherwise.

259

Page 3 of 20 ends

3. TIME OF COMPLETION

The SUBRECIPIENT shall commence the work or services provided for in this Agreement immediately after execution hereof and to diligently execute completion of the work within 24 months of execution of the agreement.

4. REVERSION OF ASSETS

a. Upon the earlier to occur of termination of this Agreement or within five (5) CITY business days following the end of FY 2024-2025, the SUBRECIPIENT shall transfer to the CITY any undisbursed funds or accounts receivable attributable to the use of HOME-ARP funds; and

b. As provided for in 24 CFR Section 92.504 of the HOME Regulations, any real property acquired or improved in whole or in part with HOME-ARP funds in excess of $25,000 must either:

i. Continue to be used to meet one of the national objectives as set forth in 24 CFR Section 570.208 of the CDBG Regulations for at least five (5) years from the expiration of the term of this Agreement; or

ii. Be disposed of so as to reimburse the CITY at the full fair market value of the property, less any portion thereof that is attributable to any HOME-ARP funds contributed to the acquisition or improvement. This provision shall expire and lapse upon the fifth anniversary of the expiration of the term of this Agreement.

5. PROGRAM INCOME

Any income earned by the SUBRECIPIENT as a result of the HOME-ARP-funded Program must be returned to the CITY within thirty (30) days of its receipt.

6. GRANT ADMINISTRATION AND OTHER PROGRAM REQUIREMENTS

a. By its signature hereinbelow, the SUBRECIPIENT shall comply with all of the requirements of section 3205 of the American Rescue Plan Act of 2021 (P.L. 117 -2) consistent with the HOME Investment Partnerships Program (HOME) and to adhere to all applicable grant administration requirements established therein.

b. To the extent not required under the regulatory references cited above, the SUBRECIPIENT shall maintain all Program administration and financial records that the CITY is obligated to maintain by HUD by virtue of its status as a subrecipient of HOME-ARP funds under 24 CFR Section A Part 2 of the HOME Regulations.

c. The SUBRECIPIENT shall comply with the provisions of Subpart K of the HOME Regulations that are applicable to the Program approved under this Agreement.

260

Page 4 of 20 ends

d. The SUBRECIPIENT shall comply with all requirements of the Office of Management and Budget (“OMB”) guidance on Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 200).

e. The SUBRECIPIENT shall comply with the provisions of 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135, Economic Opportunities for Low and Very Low Income Persons that are applicable to the Program approved under this Agreement.

f. The SUBRECIPIENT shall comply with the provisions of the “Notice of Outcome Performance Measurement System for Community Planning and Development Formula Grant Programs.”

7. PAYMENT

a. Consideration:

The CITY shall pay to the SUBRECIPIENT as consideration for the services to be performed under this Agreement, an amount not to exceed the amount of the Subgrant, which shall be used in accordance with the Program performance schedule set forth in Attachment “A.” If the number of Program beneficiaries served during the billing period in question is less than the number of Program beneficiaries estimated to be served by the SUBRECIPIENT in Attachment “A ,” the CITY reserves the right to disburse an amount based upon a pro rata calculation involving the number of Program beneficiaries served and the total number of Program beneficiaries estimated to be served by the SUBRECIPIENT in Attachment “A.”

b. Requests for Payment:

The SUBRECIPIENT shall submit to the CITY on forms provided by the CITY, HOME-ARP Nonprofit Agency Payment Requests under this Agreement not more frequently than bi-monthly. Such requests shall reflect expenditures incurred after the Effective Date of this Agreement. Only expenditures incurred from said date through June 30, 2025, shall be considered by the CITY for payment.

c. Documentation of Requests for Payment:

All Requests for Payment shall be accompanied by the following supporting documentation:

i. Verification of all items for which payment is being requested (e.g., copies of receipts, invoices, payroll records and canceled checks paid for Program costs); and

261

Page 5 of 20 ends

ii. A budget status report showing the line item budget, previously submitted expense(s), the expense(s) for which reimbursement is sought, and the balance of each line item; and

iii. Verification of the number of Program beneficiaries served during the billing period including Orange and non-Orange residents.

d. The CITY shall review each completed Payment Request and agrees to pay all such requests as quickly as practicable, generally within 30 days after the CITY deems a Payment Request to be complete.

e. When the purpose of this Agreement includes construction activities, the SUBRECIPIENT shall receive payment upon the CITY’ s receipt and verification of payroll forms and other federal compliance documentation submitted by the construction contractor retained under contract by the SUBRECIPIENT. The SUBRECIPIENT shall not pay its contractor prior to the CITY’s verification and approval of submitted documentation.

f. As required by the OMB Super Circular (previously required by OMB Circular A-110), and required by 24 CFR Section 92.502 of the HOME Regulations, the SUBRECIPIENT shall notify the CITY in writing of all personnel authorized to submit Payment Requests and receive reimbursement checks. All Payment Requests shall be signed by the SUBRECIPIENT’s corporate officer, Executive Director, or his/her designee who is authorized in writing to sign in the absence, or on behalf, of the corporate officer or Executive Director.

8. RECORD-KEEPING REQUIREMENTS

a. The SUBRECIPIENT shall maintain, on a current basis, detailed financial and Program management records as specified by the CITY pursuant to the provisions of 24 CFR Sections 92.502 and 92.508 of the HOME Regulations and in accordance with generally accepted accounting principles and standards.

b. The Program shall meet the National Objective of benefiting Low and Moderate Income persons in the limited clientele category consistent with HOME Regulations, under which the SUBRECIPIENT is obligated to require information on family size and income so that it is evident that at least 51 percent of the clientele are persons whose family income does not exceed the Low and Moderate Income Limits published by HUD.

c. The SUBRECIPIENT shall maintain detailed records in a format prescribed by the City to demonstrate compliance with the HOME Regulations. Said records shall include a description of the benefit provided, the total number of Program beneficiaries, and demographic data for each beneficiary including, but not limited to:
household size; annual gross household income; income categ ory (i.e., Extremely 262

Page 6 of 20 ends

Low, Low, Moderate, or Above Moderate); household type (i.e., Elderly, Family, or Disabled); Ethnicity; Race and Female Head of Household designation, if applicable.

d. All records pertaining to the Program subject to this Agreement shall be maintained by the SUBRECIPIENT for a period of six (6) years from the Effective Date of this Agreement or five (5) years from the date of earlier termination of this Agreement, unless otherwise directed by CITY.

e. All records pertaining to the Program subject to this Agreement shall be made available to CITY upon request.

f. The SUBRECIPIENT shall make available for inspection to authorized CITY and HUD personnel, the SUBRECIPIENT’s Records pertaining to the Program and allow those personnel to inspect and monitor its facilities and Program operations, including the interview of the SUBRECIPIENT’s staff and Program participants as required to enable the CITY and HUD officials to fulfill their obligations to ensure compliance with all applicable laws and regulations upon request and without prior notice.

9. REPORTING REQUIREMENTS

a. The SUBRECIPIENT shall submit a Quarterly Performance Report to the CITY in a format as prescribed by the CITY on the status of the Program and evidence of compliance with HUD regulations no later than the 15th day of each October, January, April, and July during the term of this Agreement. If any of those dates fall on a Saturday, Sunday or other day on which the CITY is not generally open for business, then the submittal date for such Quarterly Performance Report shall be extended to the next following CITY business day.

b. Said reports shall at a minimum provide sufficient information to assess performance against the specifications included in Attachment “A.” Information shall include, but not be limited to, the beneficiary statistics specified in Section 8 of this Agreement.

c. SUBRECIPIENT shall submit a cumulative FY 202 3-2024 Annual Summary Report no later than July 15, 2024. The Annual Report shall include cumulative beneficiary statistics and accomplishments from July 1, 2023 through June 30, 2024, and the status of the Program as of June 30, 2024.

10. CONFLICT OF INTEREST

No member, officer, or employee of the SUBRECIPIENT, or its designees or agents, who exercise any functions or responsibility with respect to the SUBRECIPIENT during his or her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed in connection with the Subgrant of funds made under this Agreement. The SUBRECIPIENT shall incorporate, or cause to be incorporated, in all subcontracts a provision pro hibiting such interest pursuant to 263

Page 7 of 20 ends

the purposes of this Section 10. Exceptions to this provision may only be granted by HUD upon the written request of the SUBRECIPIENT submitted to the CITY.

11. ANTI-DISCRIMINATION PROVISIONS

a. The SUBRECIPIENT shall not employ discriminatory practices in providing services, employment of personnel, or in any other respect on the basis of race, color, religion, sex, national origin, handicap or familial status, as more specifically set forth i n 24 CFR Section 92.350 of the HOME Regulations. During the performance of this Agreement, the SUBRECIPIENT agrees as follows:

i. The SUBRECIPIENT shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, handicap or familial status , or any other basis prohibited by applicable law . The SUBRECIPIENT shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, handicap or familial status, or any other basis prohibited by applicable law . Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The SUBRECIPIENT shall post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provision of this nondiscrimination clause.

ii. The SUBRECIPIENT shall in all solicitations or advertisements for employees placed by or on behalf of the SUBRECIPIENT, state that all qualified applicants shall receive consideration for employment without regard to race, color, religion, sex, nationa l origin, handicap or familial status , or any other basis prohibited by applicable law.

iii. The SUBRECIPIENT shall send to each labor union or representative of workers with which it has a collective bargaining Agreement or other contract or understanding, a notice to be provided by the Contract Compliance Officer advising said labor union o r workers’ representatives of the SUBRECIPIENT’s commitment under this Section and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

iv. The SUBRECIPIENT shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations and relevant orders of the Secretary of Labor.

264

Page 8 of 20 ends

v. The SUBRECIPIENT shall furnish all information and reports required by Executive Order 11246, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and shall permit access to its books, records, and accounts by the Department of Labor and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

vi. In the event of the SUBRECIPIENT’s noncompliance with the nondiscrimination clauses of this Agreement or with any of such rules, regulations, or orders, this Agreement may be canceled, terminated or suspended in whole or in part and the SUBRECIPIENT may be declared ineligible for further go vernment contracts or federally-assisted construction contracts in accordance with procedures authorized in Executive Order 11246, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

vii. The SUBRECIPIENT shall include the portion of the sentence immediately preceding Subsection (i) and the provisions of Subsections (i) through (vi) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246, so that such provisions shall be binding upon each subcontractor or vendor. The SUBRECIPIENT shall take such actions with respect to any subcontract or purchase order as the CITY may direct as a means of enforcing such provisions, including sanctions for noncompliance.

b. The SUBRECIPIENT shall refrain from entering into any subcontract subject to Executive Order 11246, with a subcontractor debarred from, or who has not demonstrated eligibility for government contracts and federally-assisted construction contracts pursuant to said Executive Order and shall carry out such sanctions and penalties for violations of the equal opportunity clause as may be imposed upon contractors and subcontractors by the United States Department of Labor or Secretary of Labor pursuant to Part II, Subpart D of said Executive Order. In addition, the SUBRECIPIENT agrees that if it fails or refuses to comply with these undertakings, the CITY may take any or all of the following actions: cancel, terminate or suspend in whole or in part the Subgrant and this Agreement; refrain from extending any further assistance to the SUBRECIPIENT under the HOME Program with respect to which the failure or refusal occurred until satisfactory assurance of the future compliance has been received from the SUBRECIPI ENT; and refer the case to the United States Department of Justice for appropriate legal proceedings.

12. FEDERAL LABOR STANDARDS

The SUBRECIPIENT and all subcontractors engaged by the SUBRECIPIENT under contracts in excess of $2,000 for the construction, completion or repair of any building or work financed in whole or in part with assistance provided under this Agreement, shall com ply with HUD 265

Page 9 of 20 ends

requirements pertaining to such contracts and the applicable requirements of the regulations of the United States Department of Labor under 29 CFR Parts 3, 5 and 5a, governing the payment of wages and the ratio of apprentices and trainees to journeymen; provided, that if wage rates higher than those required under such regulations are imposed by state or local law, nothing hereunder is intended to relieve the SUBRECIPIENT of its obligations, if any, to require payment of the higher rates. The SUBRECIPIENT shall cause or require to be inserted in full, in all such contracts subject to such regulations, provisions meeting the requirements of the Federal Labor Standards. In order to ensure compliance with said standards, the SUBRECIPIENT shall obtain necessary specifications from an authorized representative of the Community Development Department of the CITY prior to soliciting bids for said construction.

No award of the contracts covered under this Section of the Agreement shall be made to any contractor who is at the time ineligible under the provisions of any applicable regulations of the United States Department of Labor to receive an award of such contract.

13. SECTION 3 CLAUSE

This Agreement is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968 (12 USC 1701u), as amended, the HUD regulations issued pursuant thereto at 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135, and any applicable rules and orders of HUD issued thereunder prior to the HUD authorization of the Approval. The SUBRECIPIENT shall cause or require said Section 3 Clause to be inserted in full in all subcontracts for work financed in whole or in part with assistance provi ded under this Agreement as follows:

a. The work performed under this Agreement is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended [12 U.S.C. 170lu (“Section 3”)]. The purpose of Section 3 is to ensure that employment and other economic oppo rtunities generated by HUD assistance or HUD -assisted Program covered by Section 3, shall, to the greatest extent feasible, be directed to Low and Very Low Income persons, particularly persons who are recipients of HUD assistance for housing.

b. The parties to this Agreement shall comply with HUD regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135, which implement Section 3. As evidenced by their execution of this Agreement, the parties to this Agreement certify that they are under no contractual or other impediment that would prevent them from complying with the regulations set forth in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135.

c. The contractor shall send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this Section 3 clause, and shall post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, 266

Page 10 of 20 ends

availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin.

d. The contractor shall include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135 and shall take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135.

The contractor shall not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR Subtitle B, Chapter I, Subchapter B, Part 135.

e. The contractor shall certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 2 4 CFR, Subtitle B, Chapter I, Subchapter B, Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 CFR , Subtitle B, Chapter I, Subchapter B, Part 135.

f. Noncompliance with HUD’s regulations in 24 CFR, Subtitle B, Chapter I, Subchapter B, Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts.

14. FLOOD DISASTER PROTECTION

This Agreement is subject to the requirements of the Flood Disaster Protection Act of 1973 (P.L. 93-234). No portion of the assistance provided under this Agreement is approved for acquisition or construction purposes as defined under Section 3(a) of said Act, for use in an area identified by the Secretary of HUD as having special flood hazards which is located in a community not then in compliance with the requirements for participation in the National Flood Insurance Program pursuant to Section 201(d) of said Act; and the use of any assistance provided under this Agreement for such acquisition or construction in such identified areas in communities then participating in the National Flood Insurance Program shall be subject to the mandatory purchase of flood insurance requirements of Section 102(a) of said Act.

15. LEAD-BASED PAINT

This Agreement is subject to requirements of the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. 4821-4846), the Residential Lead-Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851-4856), and 24 CFR Part 35.

In compliance with said regulations, the SUBRECIPIENT shall with respect to the SUBRECIPIENT’s property or any property to be acquired or improved by the SUBRECIPIENT under this Agreement:
267

Page 11 of 20 ends

a. Notify occupants about the existence of these hazards so that they can take proper precautions;

b. Identify lead-based paint hazards; and

c. Control lead-based paint hazards to limit lead exposure to residents.

16. COMPLIANCE WITH AIR AND WATER ACTS

This Agreement is subject to the requirements of the Clean Air Act, as amended (42 U.S.C. 1857 et seq.), the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251 et seq.), and the regulations of the Environmental Protection Agency (“EPA”) with respect thereto, at 40 CFR Part 15, as amended from time to time.

In compliance with said regulations, the SUBRECIPIENT shall cause or require to be inserted in full in all contracts and subcontracts with respect to any non-exempt transaction thereunder funded with assistance provided under this Agreement, the following requirements:

a. A stipulation by the contractor or subcontractor that any facility to be utilized in the performance of any non -exempt contract or subcontract is not listed on the List of Violating Facilities issued by the EPA pursuant to 40 CFR 15.20.

b. Agreement by the contractor to comply with all the requirements of Section 114 of the Clean Air Act, as amended (42 U.S.C. 1857c-8) and Section 308 of the Federal Water Pollution Control Act, as amended (33 U.S.C. 1318), relating to inspection, monitoring, entry, reports, and information, as well as all other requirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder.

c. A stipulation that as a condition for the award of the contract, prompt notice shall be given of any notification received from the Director, Office of Federal Activities, EPA, indicating that a facility utilized or to be utilized for the contract is under consideration to be listed on the EPA List of Violating Facilities.

17. ARCHITECTURAL BARRIERS ACT AND THE AMERICANS WITH

DISABILITIES ACT

The Architectural Barriers Act of 1968 (42 U.S.C. 4151 -4157) requires certain federal and federally funded buildings and other facilities to be designed, constructed, or altered in accordance with standards that ensure accessibility to, and use by, physically handicapped people. A building or facility designed, constructed or altered with funds allocated or reallocated under this part after December 11, 1995 and that meets the definition of “residential structure” as defined in 24 CFR

40.2 or the definition of “building” as defined in 41 CFR 101 -19.602(a) is subject to the requirements of the Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) and shall comply 268

Page 12 of 20 ends

with the Uniform Federal Accessibility Standards (Appendix A to 24 CFR Part 40 for residential structures, and Appendix A to 41 CFR Part 101-19, subpart 101-19.6, for general type buildings).

The Americans with Disabilities Act (42 U.S.C. 12131; 47 U.S.C. 155.201, 218 and 225) (“ADA”) provides comprehensive civil rights to individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunications. It further provides that discrimination includes a failure to design and construct facilities for first occupancy after January 26, 1993 that are readily accessible to and usable by individuals with disabilities. Further, the ADA requires the removal of architectural barriers and communication barriers that are structural in nature in existing facilities, where such removal is readily achievable—that is, easily accomplishable and able to be carried out without much difficulty or expense.

18. INDEMNIFICATION AND INSURANCE

a. The SUBRECIPIENT shall indemnify, protect, defend and hold harmless the CITY, its officers, agents and employees from and against any and all claims, losses, liabilities, damages, obligations, demands, litigation, judgments, suits, proceedings, costs, disbursements or expenses, including without limitation, attorneys’ and experts’ fees and disbursements, of any kind or of any nature whatsoever which may at any time be imposed upon, incurred by or asserted or awarded against the CITY and arising out of or resulting from this Agreement, caused in whole or in part by any negligent act or omission of the SUBRECIPIENT, its employees, representatives, subcontractors, or anyone for whom the SUBRECIPIENT is legally liable in connection with the performance of thi s Agreement. Without limiting the SUBRECIPIENT’s indemnification, the SUBRECIPIENT shall maintain in force at all times during the performance of this Agreement a policy or policies of insurance covering its operations.

Certificates evidencing the maintenance of the SUBRECIPIENT’s insurance coverage shall be filed with the CITY and approved by the City Attorney on or before the Effective Date of this Agreement, and the CITY shall be given notice in writing at least thirty (30) days in advance of cancellation of any policy, except in the event of non - payment of premium, in which case ten (10) days’ notice will be acceptable.

i. General Liability. Such policy shall include, but is not limited to contractual liability, public liability, and property damage coverage. The liability limit amount shall not be less than One Million Dollars ($1,000,000) per occurrence.

The CITY, its officers, agents, and employees shall be named as additional insureds and such insurance shall represent primary insurance not contributing to any insurance issued to the CITY.

ii. Automobile. If motor vehicles are used in performing services hereunder, automobile insurance coverage must be obtained with a combined single limit liability of not less than Five Hundred Thousand Dollars ($500,000). The CITY, its officers, agents, and employees shall be named as additional insureds 269

Page 13 of 20 ends

and such insurance shall be primary and not contributing to any insurance the CITY may have.

iii. Workers' Compensation. The SUBRECIPIENT shall carry workers’ compensation insurance as required by law for the protection of its employees. The SUBRECIPIENT understands that it is not entitled to any workers’ compensation benefits under any CITY program.

iv. Property Damage Insurance . For any construction activities for which the SUBRECIPIENT receives Subgrant funding, the SUBRECIPIENT shall take out and maintain, or shall cause its contractor(s) to take out and maintain a builder’s “all risk” policy of insurance in an amount not less than the completed value of the improvements to be constructed on a replacement cost basis or an “all risk” basis, including materials in storage and while in transit and extended coverage, vandalism and malicious mischief.

v. Performance Bond for Construction Activities . Pursuant to the requirements regarding performance bonding for construction contracts financed in whole or in part with CDBG-CV funds set forth under the OMB Super Circular (previously set forth under OMB Circular A -110, Attachment B), the SUBRECIPIENT shall secure appropriate bid and performance bonds for any construction work undertaken as part of performance under this Agreement in excess of $25,000, copies of which shall be delivered to the CITY upon request.

vi. Certificates evidencing the maintenance of the SUBRECIPIENT’s insurance coverage shall be filed with the CITY and approved by the City Attorney on or before the Effective Date of this Agreement, and the CITY shall be given notice in writing at least thirty (30) days in advance of cancellation of any policy, except in the event of non-payment of premium, in which case ten (10) days’ notice will be acceptable.

b. The obligations of indemnity set forth in this Agreement shall survive the expiration or earlier termination of this Agreement.

19. ASSIGNMENT

This Agreement is not assignable by the SUBRECIPIENT without the express prior written consent of the CITY, which consent may be given or withheld in the CITY’s sole and absolute discretion. Any attempt by the SUBRECIPIENT to assign any performance of the terms of this Agreement shall be null and void and shall constitute a material breach of this Agreement upon which the CITY may, among its other remedies, and w ithout limitation, cancel, terminate or suspend this Agreement.

270

Page 14 of 20 ends

20. ALTERATION; AMENDMENTS; VARIATIONS

a. No modification, amendment, supplement, alteration or variation in the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto.

b. The CITY or the SUBRECIPIENT may amend this Agreement at any time provided that such amendments make specific reference to this Agreement and are executed in writing, signed by a duly authorized representative of both parties. Such amendments shall not invalidate this Agreement, nor relieve or release the CITY or the SUBRECIPIENT from its obligations under this Agreement.

c. The CITY may, in its discretion, amend this Agreement to conform with federal, state or local governmental guidelines, policies, available funding amounts, budget modifications or for other reasons. If such an amendment results in a change in the funding, scope of services or schedule of the activities to be undertaken as part of this Agreement, such modifications shall be incorporated only by written amendment signed by both the CITY and the SUBRECIPIENT and approved by the City Council.

d. The City Manager or the Community Development Director are authorized to modify the budget of this Agreement in the form of a written amendment hereto for the movement of funds within the budget categories identified in Attachment “A” on behalf of the CITY, when such modifications:

i. Do not exceed ten percent (10%) of the funds provided pursuant to this Agreement;

ii. Are specifically requested by the SUBRECIPIENT or the CITY in writing no later than 60 days prior to the end of the term of this Agreement;

iii. Do not alter the total amount of funds provided under this Agreement;

iv. Will not change the Program goals or scope of services;

v. Are in the best interests of the CITY, HUD and the SUBRECIPIENT in performing the scope of services under this Agreement;

vi. If related to salaries, are in accordance with any applicable salary ordinances or laws; and

vii. Do not exceed two (2) requests for budget amendments/modifications during the Program Year.

271

Page 15 of 20 ends

21. WAIVER

The CITY’s waiver of any default, breach or condition precedent shall not be construed as a waiver on the part of the CITY of any other default, breach or condition precedent, or any other right hereunder.

22. PROPERTY OWNERSHIP AND PROCUREMENT

a. Upon the expiration or earlier termination of this Agreement or in the event this Agreement is not fully performed to the satisfaction of the CITY, any and all nonexpendable furnishings, equipment or other personal property having a useful life of more than one (1) year and a purchase price of three hundred dollars ($300) or more purchased with any funds provided pursuant to this Agreement and not consumed in the performance of this Agreement shall become the property of the CITY. Such property shall be delivered to the CITY upon written notification by the CITY to the SUBRECIPIENT. Nonexpendable property shall include tangible personal property, including but not limited to office equipment, and real property or any interest in such real property, including any mortgage or other encumbrance of real property as well as any funds derived from the sale or disposition of nonexpendable property.

b. Real property acquired by the SUBRECIPIENT from funds made available by this Agreement shall be used solely for the purposes set forth in this Agreement. Should the SUBRECIPIENT or its successors at any time abandon the use of said property or fail at any time to use the same for the purposes hereinafter required, the CITY shall have the right to take possession of said property and all right, title and interest of the SUBRECIPIENT in and to said property shall cease and terminate. A restriction stating the above in a form acceptable to the City Attorney shall be placed on said property deed at the time of acquisition by the SUBRECIPIENT. The SUBRECIPIENT shall on demand execute and deliver to the CITY a deed to said property and such other instruments as the CITY may deem necessary and appropriate to give effect to this Subsection. No real property shall be acquired by deed or lease without the prior written approval of the CITY.

c. Property acquired in whole or in part with funds provided pursuant to this Agreement shall be managed in accordance with the applicable provisions of the OMB Super Circular (previously set forth under OMB Circular A -110, Attachment N), and any amendments that might become effective thereto during the term of this Agreement.

The SUBRECIPIENT shall obtain three (3) written and documented bids prior to purchasing or leasing any nonexpendable personal property described in Attachment “A.” The SUBRECIPIENT must purchase or lease from the lowest responsible bidder.

All nonexpendable property purchased or leased pursuant to this Agreement shall be properly identified and inventoried and shall be charged at its actual price, deducting all cash discounts, rebat es and allowances received by the SUBRECIPIENT. This inventory shall be provided to the CITY upon request.

272

Page 16 of 20 ends

d. Real property shall be acquired in accordance with the Uniform Relocation Assistance and Real Property Acquisition Policies Act (42 USC4601).

23. OTHER REQUIREMENTS

The SUBRECIPIENT shall comply with all applicable City, State of California, or other governmental agency regulations and requirements, including but not limited to issuance of building permits, use permits, and variances.

24. STATUS OF SUBRECIPIENT

The SUBRECIPIENT and the agents and employees of the SUBRECIPIENT in the performance of this Agreement shall act in an independent capacity and not as officers or employees or agents of the CITY.

25. DRUG-FREE WORKPLACE

SUBRECIPIENT shall provide a drug-free workplace by:

a. Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the SUBRECIPIENT’s workplace and specifying the actions that shall be taken against employees for violation of such prohibition;

b. Establishing an ongoing drug-free awareness program to inform employees about:

i. The dangers of drug abuse in the workplace;

ii. The SUBRECIPIENT’s policy of maintaining a drug-free workplace;

iii. Any available drug counseling, rehabilitation, and employee assistance programs; and

iv. The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace;

c. Making it a requirement that each employee engaged in the performance of the Agreement be given a copy of the statement required by Subsection 25(a);

d. Notifying the employee in the statement required by Subsection 25(a) that, as a condition of employment under the Agreement, the employee shall:

i. Abide by the terms of the statement; and

273

Page 17 of 20 ends

ii. Notify the employer in writing of his or her conviction for a violation of a criminal drug statute occurring in the workplace no later than five (5) calendar days after such conviction;

e. Notifying CITY in writing, within ten (10) calendar days after receiving notice under Subsection 25(d) from an employee or otherwise receiving actual notice of such conviction. Employers of convicted employees must provide notice, including position title, to every Subgrant officer or other designee on whose Subgrant activity the convicted employee was working, unless the CITY has designated a central point for the receipt of such notices;

f. Taking one of the following actions, within 30 calendar days of receiving notice under Subsection 25(d), with respect to any employee who is so convicted:

i. Taking appropriate personnel action against such an employee, up to and including termination, consistent with the requirements of the Rehabilitation Act of 1973, as amended; or

ii. Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a federal, state, or local health, law enforcement, or other appropriate department;

g. Making a good faith effort to continue to maintain a drug -free workplace through implementation of Subsections 25(a) through (f).

26. DRUG-FREE WORKPLACE CERTIFICATION

a. By signing this Agreement, the SUBRECIPIENT is providing the certification set out in Section 25.

b. The certification set out in Section 25 is a material representation of fact upon which reliance is placed when the CITY awards the Subgrant. If it is later determined that the SUBRECIPIENT knowingly rendered a false certification, or otherwise violates the requirements of the Drug -Free Workpla ce Act, the CITY may take action authorized under the Drug-Free Workplace Act.

c. If the workplace(s) identified to the CITY changes during the performance of this Agreement, the SUBRECIPIENT shall inform the CITY of the change(s).

d. The SUBRECIPIENT has provided the site(s) in Attachment “A” for the performance of work done in connection with this Agreement.

e. Definitions of terms in the Nonprocurement Suspension and Debarment common rule and Drug -Free Workplace common rule apply to this certification. The 274

Page 18 of 20 ends

SUBRECIPIENT’s attention is called, in particular, to the following definitions from these rules:

"Controlled substance" means a controlled substance in Schedules I through V of the Controlled Substances Act (21 U.S.C. 812) and as further defined by regulation (21 CFR 1308.11 through 1308.15).

"Conviction" means a finding of guilt (including a plea of nolo contendre ) or imposition of sentence, or both, by any judicial body charged with the responsibility to determine violations of the federal or state criminal drug statutes.

"Criminal drug statute" means a federal or non-federal criminal statute involving the manufacture, distribution, dispensing, use, or possession of any controlled substance.

"Employee" means the employee of the SUBRECIPIENT directly engaged in the performance of work under this Agreement, including: (i) all "direct charge" employees; (ii) all "indirect charge" employees; and (iii) temporary personnel and consultants who are directly engaged in the performance of work under this Agreement and who are not on the SUBRECIPIENT’s payroll.

27. ANTI-LOBBYING

By signing this Agreement, the SUBRECIPIENT is providing the certification set out in this Section that:

a. No federal appropriated funds have been paid or shall be paid, by or on behalf of the SUBRECIPIENT, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative Agreement, and the extension, continuation, renewal, amend ment, or modification of any federal contract, grant, loan, or cooperative Agreement;

b. If any funds other than federal appropriated funds have been paid or shall be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connectio n with this federal contract, grant, loan, or cooperative Agreement, it shall complete and submit Standard Form LLL, "Disclosure of Lobbying Activities," in accordance with its instructions; and

c. This language on anti -lobbying of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.
275

Page 19 of 20 ends

28. SUCCESSORS

This Agreement shall be binding upon and inure to the successors in interest of CITY and SUBRECIPIENT in the same manner as if such party had been expressly named hereinafter.

29. NOTICE

All notices and communications between the parties shall be addressed as follows:

NOTICE TO
CITY:

Jessica Herrera, Senior Administrative Analyst
City of Orange
Community Development Department
300 East Chapman Avenue
Orange, CA 92866-1506

NOTICE TO
SUBRECIPIENT:

Holiday Zimmerman, CEO/President
The HUB OC
1439 W. Chapman Ave. #196
Orange, CA 92868

[SIGNATURES ON FOLLOWING PAGE.]
276

Page 20 of 20 ends

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

“SUBRECIPIENT”
THE HUB OC, CALIFORNIA, INC.
“CITY”

CITY OF ORANGE

By:

Holiday Zimmerman
CEO/President
Daniel R. Slater
Mayor

By: ATTEST:

By: _________________________________
Pamela Coleman, City Clerk

APPROVED AS TO FORM:

By:

Michael J. Vigliotta
City Attorney

NOTE: CITY requires the following signature(s) on behalf of SUBRECIPIENT:

A. (1) the Chairman of the Board, the President or a Vice -President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office, please so indicate. OR

B. The corporate officer, Executive Director , or other person named in a corporate resolution as authorized to enter into this Agreement. A copy of the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to CITY with the executed Agreement.
√

277

ATTACHMENT “A”

PROGRAM DESCRIPTION

[Beneath this sheet.]

278
279
/0/1/2/3/4/5/6/2/7/8/9/10/11/2/12/2/13/14/2/10
/15/13/13/9/16/17/18/19/8/13/14/1/17/20/5/4/21/22/23/0/24/4/19/19/15/6/25/26/10/8/27/2/11/14/28/8/13 /23/29/2/11/14/28/30/2/31/18/32/18/33/34/33/35
/26/10/8/36/8/7/2/37/23/38/36/2/13/37/28/14/9/10/2/26 /10/8/36/8/7/2/37 /5/9/37/39/2/14
/26/10/8/39/10/16/40/12/8/7/14/7
/41/42/43/44/45
/46/47/45/48/49/50/51/52/45/53/42/50/43/51/43/54/42/52
/55/51/43/50/42/52/45/56/57/58
/59/60/61/62/62/62
/63/42/42/64/51/52/64/65/51/43/44/50/59 /66/67/68/61/62/62/62 /69/70/71/54/44/52/44/72/47/53/53/73/54/44/45/59 /57/74/62/61/62/62/62 /75/53/44/50/51/43/54/42/52/51/73/72/47/53/53/73/54/44/45/59 /68/62/61/62/62/62 /76/51/52/54/43/42/50/54/51/73/72/44/50/77/54/78/44/45/66 /79/61/62/62/62 /80/52/43/44/50/52/44/43/59 /66/79/62
/72/43/51/81
/82/54/73/44/51/71/44/50/44/54/83/84/47/50/45/44/83/44/52/43/56/68/58 /85/86/87/88/89/89/89
/0/8/14/16/17/26/10/8/39/10/16/40/12/8/7/14/7/90 /91/92/93/94/95/93/34 /24/16/17/16/10/28/2/7/16/13/37/5/2/13/2/96/14/7
/97/54/50/44/78/43/45/44/50/77/54/78/44
/98
/99/64/83/54/52
/98
/69/100/46/101/44/45/42/47/50/78/44/102/44/52/43/44/50
/97/54/50/44/78/43/42/50/59 /103/74/61/66/62/62
/104/62/98
/59/67/67/61/104/79/62
/60/62/98
/59/68/79/61/67/68/62
/69/100/46/101/44/45/42/47/50/78/44/102/44/52/43/44/50
/75/53/44/50/51/43/54/42/52/45/97/54/50/44/78/43/42/50/59 /67/74/61/74/62/62 /103/62/98
/59/74/79/61/103/74/62
/57/62/98
/59/67/61/74/74/62
/105/13/11/10/2/16/7/2/37/14/1/2
/11/16/36/16/11/28/14/20/16/13/37/37/9/14/28/2/7
/8/106/14/1/28/7/36/8/7/28/14/28/8/13/106/10/8/40
/16/13/1/8/9/10/17/20/36/8/7/28/14/28/8/13/14/8
/7/16/17/16/10/20
/69/100/46/101/44/45/42/47/50/78/44/102/44/52/43/44/50
/97/54/50/44/78/43/42/50/42/107/102/73/54/44/52/43/101/44/73/51/43/54/42/52/45 /59/67/74/61/62/62/62
/103/62/98
/59/74/79/61/74/62/62
/57/62/98
/59/67/61/74/62/62
/12/1/16/13/39/2/28/13
/36/8/7/28/14/28/8/13/18/14/28/14/17/2/108/109/10/8/40
/109/18/0/12/8/8/10/37/28/13/16/14/8/10/14/8
/21/28/10/2/11/14/8/10/8/106/12/17/28/2/13/14
/6/2/17/16/14/28/8/13/7
/69/100/46/101/44/45/42/47/50/78/44/102/44/52/43/44/50
/97/54/50/44/78/43/42/50/42/107/102/73/54/44/52/43/101/44/45/42/47/50/78/44/45/59 /67/74/61/62/62/62 /103/62/98
/59/74/79/61/74/62/62
/57/62/98
/59/67/61/74/62/62
/12/1/16/13/39/2/28/13
/36/8/7/28/14/28/8/13/18/14/28/14/17/2/108/109/10/8/40
/109/18/0/12/8/8/10/37/28/13/16/14/8/10/14/8
/21/28/10/2/11/14/8/10/8/106/12/17/28/2/13/14
/6/2/7/8/9/10/11/2/7
/69/100/46/101/44/45/42/47/50/78/44/102/44/52/43/44/50
/102/42/42/50/64/54/52/51/43/42/50/45
/59/104/79/61/62/62/62
/103/62/98
/59/104/62/61/68/62/62
/57/62/98
/59/104/61/79/62/62
/68/53/51/50/43/43/54/83/44
/78/42/42/50/64/54/52/51/43/42/50/45
/110/59/68/74/48/111/50/112/60/62
/111/50/45/48/65/113
280
/0/1/2/3/4/5/5/6/7/8/9/5/10/11/7/8/10/9/12/13/8
/14/15/16/15/17/18
/19/20/21
/14/22/16/23/24/17
/19/20/21
/14/22/16/23/24/17
/19/21/13/25/26/27/27/4/26/5/28/26/5/26/8/29
/30/10/28/7/31/27/26/12/10/30/12/13/0/32/6
/0/1/2/33/9/9/13/4/27/12/7/27/31/14 /22/20/16/20/20/20/20 /21/22 /20/20/21 /14/22/20/16/20/20/20
/15/20/21/13/25/26/27/27/4/26/5
/28/10/8/34/7/9/10/30/10/28/7/31/27/26/12/10/30
/12/13/0/32/6
/0/1/2/6/35/36/14 /15/15/16/20/20/20/19 /21
/14/22/16/23/19/20
/37/19/21
/14/15/22/16/15/19/20
/15/20/21/13/25/26/27/27/4/26/5/28/26/5/26/8/29
/30/10/28/7/31/27/26/12/10/30/12/13/0/32/6
/0/1/2/38/8/13/31/8/26/39/11/7/8/10/9/12/13/8/14 /15/20/16/20/20/20/19 /21 /14/22/16/19/20/20
/37/19/21
/14/40/18/16/19/20/20
/15/20/21/13/25/26/27/27/4/26/5
/28/26/5/26/8/29/30/10/28/7/31/27/26/12/10/30
/12/13/0/32/6
/0/1/2/41/13/4/12/42/6/10/27/12/10/8/13/25
/36/8/26/27/31/10/11/7/8/10/9/12/13/8
/14/24/16/24/40/19/19 /20/21
/14/15/16/18/23/40
/19/20/21
/14/15/16/18/23/15
/22/20/21/13/25/26/27/27/4/26/5
/28/26/5/26/8/29/30/10/28/7/31/27/26/12/10/30
/12/13/0/32/6
/0/1/2/32/10/28/13/4/8/9/10/6/10/27/12/10/8
/3/13/13/30/28/10/8/34/7/9/10/6/13/13/8/30/7/27/26/12/13/8 /14/15/40/16/19/20/20/37 /20/21
/14/40/37/16/40/19/20
/22/20/21
/14/15/16/40/19/20
/14/40/19/43/42/8/44/40/19
/42/8/28/43/45/10/10/46
/3/8/7/27/31/10/2/10/27/10/47/12/28/48/35/32/49/26/44/50 /51/6/52/40/40/21
/14/22/20/17/16/23/20/17/14 /24/24/16/22/37/22/14 /40/24/16/17/22/15 /53/54/55/56/57/58/56/57/56/59/60/61/62/56/63/64/65/61/63/61/66/55/62/67 /68/69/70/71/70/72/72/67 /73/74/75/71/70/68/72/67 /76/77/74/71/70/74/70 /78/64/79/60/63/60/62/55/59/56/55/60/80/61/81/54/62/55/62 /82/61/63/61/59/56/57/58/83/84/84/57/60/61/62/85/86/87/83/60/84/79/61/63/55 /88/10/27/10/8/26/5/89/4/90/90/5/7/10/28/50
/35/91/4/7/90/39/10/27/12
/14/19/16/20/20/20
/89/12/26/92/50/93/13/5/4/27/12/10/10/8
/11/10/34/10/5/13/90/39/10/27/12
/14/19/16/20/20/20
/35/38/94/95/95/27/28/4/8/26/27/9/10/14 /19/16/20/20/20 /53/54/55/56/57/78/64/79/60/63/60/62/55/59/56/55/60/80/61/81/54/62/55/62/67 /76/68/71/70/70/70 /82/96/78/97/98/53/99/53/78/100/67 /76/71/101/70/101/71/68/68/72 /102/99/97/53/103/100/104/53/99/53/78/100
/67/76/70/75/71/77/101/70
/105/106/106/107/108/106/107/109/110/111
/112/113/114/115/116/117/110/118/119/120/121/108/110/122/106/120/107/121/107/123/106/108/124/125/117/126/127/109/107/128/123/108/109/123/107/109/129/130/123/128/128/106/108/128/131/125/109/117/107/123/128/123/132/109/126/133/106/120/107/121/134/123/108/127/135/136/137/122/121/107/120/106/108/110/133/120/106/129/122/106/123/108/107 /138/115/107/106/139/106/123/108/107/116/115/121/107/107/140/109/126/123/110/141/120/109/107/123/106/108/106/133/107/140/109/135/136/137/110/107/121/133/133/115 /112/142/114/143/107/121/133/133/129/123/128/109/121/127/109/120/109/123/129/125/117/120/110/109/129/109/108/107/124/116/117/126/127/109/107/128/123/108/109/123/107/109/129/133/106/120/129/123/128/109/110/126/120/123/144/109/108/145 /115/146/147/147/122/109/120/129/123/128/109/115/143/107/121/133/133/130/123/128/128 /125/109/120/109/123/129/125/117/120/110/109/126/133/106/120/129/123/128/109/110/126/120/123/144/109/108/130/140/123/128/109/106/108/126/117/107/131/121/108/126/120/117/108/108/123/108/127/109/120/120/121/108/126/110/133/106/120/135/136/137/115/148/149/121/129/122/128/109/150/122/123/141/134/123/108/127/117/122 /133/106/106/126/121/108/126/110/117/122/122/128/123/109/110/121/107/128/106/141/121/128/120/109/107/121/123/128/110/107/106/120/109/110/115/143/107/121/133/133/130/123/128/128/125/109/120/109/151/117/123/120/109/126/107/106/134/109/109/122/121/126/109/107/121/123/128/109/126/128/106/127/106/133/129/123/128/109/121/127/109 /130/140/109/108/120/109/151/117/109/110/107/123/108/127/120/109/123/129/125/117/120/110/109/129/109/108/107/115 281
TheHUBResourceCenterAnnual/MonthlyBUDGETSUMMARYProjectionJanuary1- June30, 2023 ProposedExpenditure ProposedBudget
ProgramCosts NotesHygieneSupplies $150,000
Bust / TransportationPatrons
$1,500
FoodandWater $400,000
Total ProgramCosts $551,500
SalariesandBeneﬁtsDirectService%
Admin%HUBResourceCenter SiteDirector $44,308
70%31,016
30%$13,292HUBResourceCenterCoordinators( 2FTand4PT) $86,545 90%$77,891
10%$8,654
HUBFull CircleDirector $1,674 50%$837
50%$837HUBAccounting $5,281 0% 100%$5,281
HUBCEO $22,193 5%$1,110
95%$21,083HubDirector of Operations $10,273 90%$9,246
10%$1,027HUBProgramDirector $30,186 5%$1,509
95%$28,677HUBYouthCenter of OrangeDirector2positions
$9,920 50%$4,960
50%$4,960
HUBResourceCenterFoodserviceCoordinator
$14,858 90%$13,372
10%$1,486FringeBeneﬁts $44,446 $28,282 $16,164Total SalariesandBeneﬁts $269,684 $168,223 $101,461 282
AdministrativeCosts
General Supplies&Equipment
General Supplies&Equipment
$3,500
Staﬀ&VolunteerDevelopment
$1,500
ServiceEquipment $6,750StaﬀmileageReimbursement $2,500Total AdministrativeCosts $14,250 GRANDTOTAL $835,434
MONTHLYTOTAL $139,239
283
Agenda Item
City Council
Item #: 3.8. 9/12/2023 File #: 23-0589
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Russell Bunim, Community Development Director

1. SUBJECT
First Amendment to Agreement with Kane, Ballmer & Berkman to provide attorney services for affordable housing loans.

2. SUMMARY
Agreement with Kane, Ballmer & Berkman for $30,000 to provide attorney services for affordable housing loan applications as needed.

3. RECOMMENDED ACTION

1. Approve the appropriation of $30,000 from the Low & Moderate Income Housing Asset Fund (921) unreserved fund balance to expenditure account 921.6041.51670.00000. Estimated fund balance after appropriation is $3,155,000 for Fiscal Year 2024.

2. Approve the Agreement with Kane, Ballmer & Berkman for $30,000 to provide attorney services for affordable housing loans as needed; and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this amendment is $30,000 and will be funded through the Low & Moderate Income Housing Asset Fund (921).

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

Goal 3: Enhance and promote quality of life in the community c: Support and enhance attractive, diverse living environments.

6. DISCUSSION AND BACKGROUND
Kane, Ballmer & Berkman (KBB) been providing legal advice and services to protect the interests of the City in connection with the development of affordable housing for over a decade. KBB has skilled Counsel with the qualifications, experience, and resources necessary to assist City Counsel and staff with the negotiation of affordable housing development agreements and advise on the administration and management of existing affordable housing agreements overseen by the Successor Agency.

Council formed the Successor Agency on January 10, 2012, after the dissolution of the former City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
284
Item #: 3.8. 9/12/2023 File #: 23-0589
Council formed the Successor Agency on January 10, 2012, after the dissolution of the former Orange Redevelopment Agency. All assets, properties, contracts, leases, and records of the former Orange Redevelopment Agency were transferred to the Successor Agency.

Most recently, KBB provided counsel for the Katella Terrace and Villa St. Joseph. Additional interest has been expressed by affordable housing developers seeking special City administered funding restricted to the development of affordable housing. Requests for funding will come before Council for consideration at a future date.

Staff is recommending the approval of the Agreement with Kane, Ballmer & Berkman for continued attorney services in Fiscal Year 24 related to the affordable housing loans administered and managed by the City.

7. ATTACHMENTS
· Agreement with Kane, Ballmer, Berkmann
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
285
Agenda Item
City Council
Item #: 3.8. 9/12/2023 File #: 23-0589
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Russell Bunim, Community Development Director

1. SUBJECT
First Amendment to Agreement with Kane, Ballmer & Berkman to provide attorney services for affordable housing loans.

2. SUMMARY
Agreement with Kane, Ballmer & Berkman for $30,000 to provide attorney services for affordable housing loan applications as needed.

3. RECOMMENDED ACTION

4. FISCAL IMPACT
The total expenditure for this amendment is $30,000 and will be funded through the Low & Moderate Income Housing Asset Fund (921).

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

Goal 3: Enhance and promote quality of life in the community c: Support and enhance attractive, diverse living environments.

Council formed the Successor Agency on January 10, 2012, after the dissolution of the former City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
286
Item #: 3.8. 9/12/2023 File #: 23-0589
Council formed the Successor Agency on January 10, 2012, after the dissolution of the former Orange Redevelopment Agency. All assets, properties, contracts, leases, and records of the former Orange Redevelopment Agency were transferred to the Successor Agency.

7. ATTACHMENTS
· Agreement with Kane, Ballmer, Berkmann
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
287

ATTORNEY SERVICES AGREEMENT

THIS AGREEMENT is entered into by and between the City of Orange, a municipal corporation (“City”) and KANE, BALLMER & BERKMAN , a professional corporation (“Law Firm”) to be effective as of this _______ day of _______________, 2023 (“Agreement”).

RECITALS

WHEREAS, the City Attorney of the City of Orange (“City Attorney”) is the chief legal advisor and litigator for City and is charged with the responsibility of protecting the interest of City in any or all actions or proceedings to which City or its officers or employees are parties by reason of any act allegedly arising out of their official capacity with City, and to advise the City Council and/or City staff on legal matters involving the City; and

WHEREAS, City, acting through its City Attorney, has, on occasion, need of assistance from outside counsel in maintaining or defending said actions and proceedings or in otherwise seeking legal advice or services related to protecting the interests of City; and

WHEREAS, City desires to engage the Law Firm, in association with the City Attorney, to provide advice and assistance in connection with the development of an affordable rental housing project to be located on the City’s former corporation yard (the “Project”), and

WHEREAS, Law Firm represents that it possesses the skill, qualifications, experience, and resources necessary to render said assistance as hereinafter provided.

NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE MUTUAL

PROMISES, COVENANTS AND CONDITIONS HEREIN CONTAINED, IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:

SECTION 1: SERVICES

A. Law Firm is being retained by the City to provide specialized legal services and legal assistance to the City pertaining to the Project. This representation may involve the interest of City, its officers, employees, former officers or former employees as directed by City Attorney.

B. Law Firm has assigned Murray Kane as lead counsel primarily responsible for this matter. It is anticipated that Law Firm may utilize other lawyers in the firm to assist in performing these services, but Law Firm shall not assign other lawyers for such primary responsibility without prior approval of City Attorney.

C. Law Firm shall not, and is not, authorized to enter into any agreements other than relating to routine procedural matters without first obtaining authority from City Attorney or the City Council. Such authority may be provided orally.

288
2 D. Law Firm is not authorized to accept service of any summons and complaint or summons and cross -complaint on behalf of City, its officers, employees, former officers, or former employees without prior approval of City.

E. Law Firm shall not incur any expenses or costs for experts, or consultants or specialists without first obtaining authorization from City Attorney. Such authority may be provided orally.

F. Law Firm's service pursuant to this Agreement shall be performed in a professional, ethical manner and to the satisfaction of City Attorney and City Council.

SECTION 2: PAYMENT

A. City shall pay Law Firm as consideration for services satisfactorily rendered pursuant to this Agreement at the hourly rates set forth in Exhibit “A,” attached and incorporated herein by this reference. Total payments for services performed pursuant to this Agreement , including reimbursables, shall not exceed THIRTY THOUSAND DOLLARS and 00/100 ($30,000.00) without prior written approval of City Council. A condition precedent to any payment to Law Firm shall be that Law Firm submit a statement which cl early sets forth, by dates, the designated items of work, the work time of each item and amount charged for said work time.

B. City shall pay invoices within thirty-five (35) days of approval of the invoice.

C. City shall compensate Law Firm in accordance with the attached “Guidelines for Billing of Legal Services” set forth in Exhibit “B,” attached and incorporated herein by this reference, and Law Firm agrees that it shall not be entitled to compensation for services or billing not rendered in accordance with such guidelines.

SECTION 3: AMENDMENT

The terms of this Agreement can only be amended by written Agreement signed by the parties hereto.

SECTION 4: ASSIGNMENT

Law Firm shall not assign or transfer its interest in this Agreement without the written consent of City Attorney.

SECTION 5: COMPLIANCE WITH APPLICABLE LAWS

In performance of this Agreement, Law Firm shall abide by and conform to any and all applicable laws of the United States, State of California, and ordinances and policies of the City.

289
3 SECTION 6: CAPACITY AS AN INDEPENDENT CONTRACTOR

Performance of Law Firm’s services pursuant to this Agreement shall be in the capacity of an independent contractor and not as an officer, agent, or employee of City.

SECTION 7: CONFLICT OF INTEREST

It is recognized that Law Firm may have clients who may, from time to time, have interests adverse to City, and Law Firm reserves the right to represent such clients in matters not connected with case(s) assigned Law Firm by City. Should Law Firm represen t a client who may have interests adverse to City during performance of this Agreement, Law Firm shall immediately, but in no event fewer than ten (10) days, after becoming aware of said possible adverse interest provide written notice to City of the poss ible adverse interest. Law Firm agrees to comply with any obligations pursuant to California Government Code §87100 et seq. The parties agree that the scope of this engagement does not confer “consultant” status on any of the attorneys or other firm personnel providing services to City, and Law Firm enters this Agreement on condition that, under City’s conflict code, neither Law Firm not its attorneys or other personnel qualify as public officials.

SECTION 8: TERMINATION

This Agreement and all legal services to be rendered hereunder may be terminated at any time by City Attorney with or without cause. Upon such termination, or upon the conclusion of such services by Law Firm, all finished and unfinished documents, case d ata and reports, both originals and all copies, relating to such matter and then in the possession of Law Firm shall be deemed the property of City and shall immediately be placed in the physical possession of City by Law Firm. In the event of such termination, Law Firm shall be paid for all satisfactory services rendered, unless such termination is for cause, in which event compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination.

SECTION 9: INDEMNIFICATION

Law Firm agrees to indemnify, defend and hold harmless City, its officers, agents, employees, representatives, and volunteers for damage to property and for injury to or death of any person and from all claims, demands, actions, purported liability, or consequential damages of any kind or nature arising out of or in connection with Law Firm's negligent performances of services under the terms of this Agreement or exercising any rights granted herein, except those claims, demands, purported liability or consequential damages which arise out of the misconduct or negligence of City.

SECTION 10: INSURANCE

A. Law Firm shall carry and maintain during the course of this Agreement the following insurance coverage with limits as specified for each type of insurance:

1. Workers' compensation insurance as required by California law; 290
4 2. Professional liability (errors and omissions) insurance coverage in an amount not less than one million dollars ($1,000,000) to protect from negligent acts, errors or omissions of a professional nature. Any insurance maintained by City shall apply in excess of and not contribute with insurance provided by this policy.

B. As a condition precedent to City’s obligation to pay Law Firm any compensation hereunder, Law Firm shall deliver to City insurance certificates, in such form as may be acceptable to City Attorney, evidencing the existence of the insurance required by t his Agreement.

SECTION 11: NOTICES

Except as otherwise provided herein, all notices required under this Agreement shall be in writing and delivered personally, by e -mail, or by first class U.S. mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices shall be deemed received upon receipt of same or within three (3) days of deposit in the U.S. Mail, whichever is earlier. Notices sent by e-mail shall be deemed received on the date of the e-mail transmission.

City Law Firm

City of Orange Kane, Ballmer & Berkman
300 East Chapman Avenue 515 S. Figueroa Street, Suite 780 Orange, CA 92866 Los Angeles, CA 90071-3301
Attn: City Attorney Attn: Murray Kane

SECTION 12: ENTIRE AGREEMENT

This writing constitutes the entire Agreement between the parties with respect to the subject matter hereof, and supersedes all prior oral or written representations or written Agreements which may have been entered into between the parties. No modification or revision to this Agreement shall be of any force or effect, unless the same is in writing and e xecuted by the parties hereto.

SECTION 13: EFFECTIVE DATE AND AUTHORITY

Law Firm represents that the signatories hold the positions set forth below their signatures and that the signatories are authorized to execute this Agreement on behalf of Law Firm and to bind Law Firm hereto.

[Remainder of page intentionally left blank; signatures on next page]

291
5 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed on the first date written herein above.

CITY OF ORANGE, a municipal corporation

Daniel R. Slater

ATTEST:

Pamela Coleman, City Clerk

KANE, BALLMER & BERKMAN,
a professional corporation

By:

Printed Name:

Title:

APPROVED AS TO FORM:

OFFICE OF THE CITY ATTORNEY

Melissa C. Crosthwaite
Senior Assistant City Attorney

√

292
EXHIBIT “A”

HOURLY RATES

[Beneath this sheet]
293

KANE, BALLMER & BERKMAN,
A Law Corporation

SCHEDULE OF RATES
Senior Principal $250/hour
Principal $250/hour
Of Counsel $250/hour
Senior Counsel $250/hour
Senior Associate $225/hour
Associate $210/hour
Paralegal $100/hour
________________________________

CLASSIFICATION OF ATTORNEYS
Name Status Billable Rate
Royce K. Jones Senior Principal $250/hour
Susan Y. Apy Principal $250/hour
Kendall D. Levan Principal $250/hour
Todd C. Mooney Principal $250/hour
Murray O. Kane Of Counsel $250/hour
Glenn W. Calsada Of Counsel $250/hour
NOTE: The same hourly rate is applicable to Court appearances.

NOTE: The firm may modify the name and status of attorneys listed above. 294
Travel, subsistence, and other out-of-pocket expenses authorized in connection with the performance of duties under the agreement would include, along with any other such authorized expenses:
a. The amount of the actual cost of coach class transportation by common carrier, or at the per mile rate established by the IRS if travel is performed by privately-owned vehicle; b. Reasonable subsistence expenses, supported by detailed records in the amount of actual costs; c. Taxi fares, long distance telephone calls, postage, online legal research and similar expenditures in the amount of the actual cost;
d. Duplication costs for all copies at twenty-five (25) cents per page, and facsimile costs at one dollar (1.00) per page; and
e. Fees and costs incurred by the firm in engaging consultants and experts approved by the client.

The firm shall not be reimbursed for secretarial or typist services or normal office operating expenses, with the exception of word processing fees but only if noted in the rate schedule.

The firm shall be reimbursed for actual litigation costs, fees and expenses, such as filing fees, expert witness fees, charges for service of process and costs of investigation. 295
EXHIBIT “B”

GUIDELINES FOR BILLING

OF LEGAL SERVICES

1. All cases shall be billed monthly.

2. All billing shall be done in .10-hour increments.

3. Each month’s bill shall include the total fees and costs incurred to date for the legal services.

4. Monthly billing entries shall be by date and task. Entries shall list the names or initials of each attorney or paralegal working on the matter and full descriptions of tasks performed.

Each task performed shall be listed separately.

5. The City will not pay for new attorneys to “get up to speed” on a file unless approved in advance by the City Attorney.

6. City encourages the use of paralegals for any task that can be appropriately delegated.

7. Billing shall include photocopying charges on a per-copy basis. The maximum charge is 25¢ per copy. If copying charges exceed 15¢ per copy, the City encourages use of City staff for copying services.

8. Messenger and outside charges are billable at actual cost.

9. Law Firm may charge a maximum of one hour each way or actual time for travel, whichever is less.

10. Research support services (e.g., Westlaw, LEXIS or computer time or services), long distance telephone, cellular phone, and postage charges are billable at actual cost. Where charges are made for research time, the specific issue being researched shall be identified on the bill.

11. Except for actual travel costs (plane ticket, taxi, hotel room, etc.) associated with meetings and events Law Firm personnel are expected to attend, or must attend, such as City Council meetings, depositions, and court appearances, meals and costs of t ravel, e.g. mileage charges, are not billable to the City and must be approved in advance by the City Attorney.

296
2 12. Expert witness fees are not automatically authorized and must be approved in advance by the City Attorney.

13. City will not pay for secretarial time or secretarial overtime. City will not pay attorneys or paralegals for secretarial tasks or tasks that should be included in your overhead. For example, faxing, mailing, arranging for messengers and calendaring are not acceptable charges.

14. City will not pay for word processing charges.

15. City will not pay for billing or discussion of bills. If we have questions about billing or need additional information on bills, time spent on such questions shall not constitute a chargeable event.

16. City will not pay for billing relating to the attorney contract or insurance.

17. City will not pay for minimum billing charges other than the 0.1 hours listed above.

18. City will not pay for file opening or file closing.

19. The City has retained you because of your past experience but will not pay for research performed or forms developed and billed to prior clients.

20. Unilateral raises of hourly rates or contingency rates, if applicable, will not be honored.

Any increases in such rates must be reduced to writing and approved in advance by the City Attorney.

21. Any costs in excess of $500 must be approved in advance by the City Attorney.

22. If you are provided with a new case directly from staff, or if a matter arises that requires you to open a new file, the City Attorney shall be informed immediately.

23. City accountants will send a request for an auditor response letter annually. Please respond promptly. The response should not take longer than one hour per case. In complicated cases where more than 2.0 hours is required, please contact the City Attorney before drafting your response.

297
Agenda Item
City Council
Item #: 3.9. 9/12/2023 File #: 23-0192
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Dan Adams, Chief of Police

1. SUBJECT
Appropriation of $18,024.57 in designated funding received from the State of California Office of Emergency Services.

2. SUMMARY
The State of California Office of Emergency Services has approved an annual training allotment available to 9-1-1 County Coordinator’sand Public Safety Answering Point’s.The reimbursement will cover the cost of training, lodging, transportation, and per diem expenses up to $20,000 for Fiscal Year 2022-2023.

3. RECOMMENDED ACTION

1. Accept into the City’srevenue budget an $18,024.57 deposit from the State of California Office of Emergency Services, into revenue account number 100.4011.48210.20131 CALNENA.

2. Authorize the appropriation of $18,024.57 into the following expenditure account numbers for Fiscal Year 2022-2023: $5,090.06 into account number 100.4011.51830.20131, Overnight Training Conference - CALNENA; $2,285 into account number 100.4011.51840.20131, Local Training, Conference - CALNENA; and $10,649.51 into account number 100.4012.50002.20131, Regular Salaries - CALNENA.

4. FISCAL IMPACT
The total appropriations for this reimbursement are funded by the additional revenue received from the State of California Office of Emergency Services.

5. STRATEGIC PLAN GOALS
Goal 4: Provide outstanding public service
e: Attract, retain, and develop quality employees dedicated to public service.

6. DISCUSSION AND BACKGROUND
The Public Safety Communications Division of the California Governor’s Office of Emergency Services provides valuable communication services to first responders and oversight of the 9-1-1 system. For Fiscal Year 2022-2023, the California 9-1-1 Emergency Communications Branch approved 9-1-1 County Coordinators and Public Safety Answering Point’suse of their annual training allotment of $20,000 to attend approved annual training courses including the California Chapter of the National Emergency Number Association’s(CALNENA) 2023 annual conference in San Diego, California, March 5 - 8, 2023. The purpose of CALNENA is to foster a reliable and continuously City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
298
Item #: 3.9. 9/12/2023 File #: 23-0192
California, March 5 - 8, 2023. The purpose of CALNENA is to foster a reliable and continuously improved emergency telephone number network through research, planning, training, and education.

The allocation amount of $18,024.57 to the City of Orange Police Department will reimburse salaries and travel expenditures incurred during Fiscal Year 2022-2023.

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
299
Agenda Item
City Council
Item #: 3.9. 9/12/2023 File #: 23-0192
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Dan Adams, Chief of Police

1. SUBJECT
Appropriation of $18,024.57 in designated funding received from the State of California Office of Emergency Services.

3. RECOMMENDED ACTION

1. Accept into the City’srevenue budget an $18,024.57 deposit from the State of California Office of Emergency Services, into revenue account number 100.4011.48210.20131 CALNENA.

4. FISCAL IMPACT
The total appropriations for this reimbursement are funded by the additional revenue received from the State of California Office of Emergency Services.

5. STRATEGIC PLAN GOALS
Goal 4: Provide outstanding public service
e: Attract, retain, and develop quality employees dedicated to public service.

6. DISCUSSION AND BACKGROUND
The Public Safety Communications Division of the California Governor’s Office of Emergency Services provides valuable communication services to first responders and oversight of the 9-1-1 system. For Fiscal Year 2022-2023, the California 9-1-1 Emergency Communications Branch approved 9-1-1 County Coordinators and Public Safety Answering Point’suse of their annual training allotment of $20,000 to attend approved annual training courses including the California Chapter of the National Emergency Number Association’s(CALNENA) 2023 annual conference in San Diego, California, March 5 - 8, 2023. The purpose of CALNENA is to foster a reliable and continuously City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
300
Item #: 3.9. 9/12/2023 File #: 23-0192
California, March 5 - 8, 2023. The purpose of CALNENA is to foster a reliable and continuously improved emergency telephone number network through research, planning, training, and education.

The allocation amount of $18,024.57 to the City of Orange Police Department will reimburse salaries and travel expenditures incurred during Fiscal Year 2022-2023.

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
301
Agenda Item
City Council
Item #: 3.10. 9/12/2023 File #: 23-0569
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Leslie Hardy, Community Services Director

1. SUBJECT
Appropriation of $6,396 in revenue from Recreation class programs.

2. SUMMARY
Collected revenues are recommended to be appropriated for Fiscal Year 2023-2024 payments for contract class instructors for the City’s Recreation class programs.

3. RECOMMENDED ACTION

1. Accept into the City’s Fiscal Year 2023-2024 revenue budget $6,396 in recreation class revenue into account 100.7001.46540.00000, Recreation Classes.

2. Authorize the appropriation of $4,477.20 in the following Fiscal Year 2023-2024 expenditure account number 100.7011.51670.00000, Other Professional and Consulting Services.

4. FISCAL IMPACT
The revenue received funds the requested appropriation.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community.
a: Expend fiscal resources responsibly.

Goal 3: Enhance and promote quality of life in the community. b: Deliver high quality and safe recreational, social, environmental, educational, and cultural services.

6. DISCUSSION AND BACKGROUND
Recreation Class Program
The City offers recreational classes to the community through quarterly sessions conducted by contract instructors. Each contract instructor sets their class rates and agrees to a revenue sharing model (percentage split), wherein the City retains a portion of the revenue generated by class registration. Contract Class instructors are paid their revenue share through the General Fund (100) after the quarter is completed.

Historically, the City has budgeted both revenue and expenditures for the Recreation classes through the annual budget process. With the Community Services Department’sexpansion of services and other programming, the City Council approved modifications to the contract class budget to direct limited resources to other programs without significantly impacting the General Fund (100). The City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
302
Item #: 3.10. 9/12/2023 File #: 23-0569
limited resources to other programs without significantly impacting the General Fund (100). The Fiscal Year 2023-2024 (FY24) expenditure budget was reduced, and the revenue portion was not budgeted. Therefore, beginning FY24, staff will periodically request that the City Council accept unbudgeted revenue generated through the contract class program into the budget and appropriate a percentage of that revenue into the expenditure budget to pay the contract class instructors. This method will allow the City to use program revenue to pay the contract class instructors, better linking the revenue to the corresponding expenditure and minimally impacting the existing General Fund (100) balance.

The summer 2023 contract class quarter, which generally encompasses June, July, and August, concluded on August 24, 2023. While the majority of the contract class revenue for this quarter is generated in the prior Fiscal Year, the City received some summer class revenue in July and August.

The summer class revenue received in FY24 is $6,396. At this time, staff is requesting that this revenue be accepted into the City’sFY24 budget. Additionally, staff is requesting $4,477.20 of the revenue be appropriated into the corresponding expenditure account to compensate the instructors for the quarter.

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
303
Agenda Item
City Council
Item #: 3.10. 9/12/2023 File #: 23-0569
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Leslie Hardy, Community Services Director

1. SUBJECT
Appropriation of $6,396 in revenue from Recreation class programs.

2. SUMMARY
Collected revenues are recommended to be appropriated for Fiscal Year 2023-2024 payments for contract class instructors for the City’s Recreation class programs.

3. RECOMMENDED ACTION

1. Accept into the City’s Fiscal Year 2023-2024 revenue budget $6,396 in recreation class revenue into account 100.7001.46540.00000, Recreation Classes.

2. Authorize the appropriation of $4,477.20 in the following Fiscal Year 2023-2024 expenditure account number 100.7011.51670.00000, Other Professional and Consulting Services.

4. FISCAL IMPACT
The revenue received funds the requested appropriation.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community.
a: Expend fiscal resources responsibly.

Goal 3: Enhance and promote quality of life in the community. b: Deliver high quality and safe recreational, social, environmental, educational, and cultural services.

Historically, the City has budgeted both revenue and expenditures for the Recreation classes through the annual budget process. With the Community Services Department’sexpansion of services and other programming, the City Council approved modifications to the contract class budget to direct limited resources to other programs without significantly impacting the General Fund (100). The City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
304
Item #: 3.10. 9/12/2023 File #: 23-0569
limited resources to other programs without significantly impacting the General Fund (100). The Fiscal Year 2023-2024 (FY24) expenditure budget was reduced, and the revenue portion was not budgeted. Therefore, beginning FY24, staff will periodically request that the City Council accept unbudgeted revenue generated through the contract class program into the budget and appropriate a percentage of that revenue into the expenditure budget to pay the contract class instructors. This method will allow the City to use program revenue to pay the contract class instructors, better linking the revenue to the corresponding expenditure and minimally impacting the existing General Fund (100) balance.

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
305
Agenda Item
City Council
Item #: 3.11. 9/12/2023 File #: 23-0591
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Sean deMetropolis, Fire Chief

1. SUBJECT
Appropriation of $124,320.43 in National Opioid Settlement funds from California’sState-Subdivision Agreements.

2. SUMMARY
The City of Orange has received two initial settlement payments totaling $124,320.43 as a result of the National Opioid Settlements and California State-Subdivision Agreements with Janssen Pharmaceuticals and Johnson & Johnson, pharmaceutical distributors McKesson, Cardinal Health, and AmerisourceBergen, opioid manufacturers Teva and Allergan, and pharmacies Walgreens, Walmart, and CVS.

3. RECOMMENDED ACTION

1. Accept into the City’s revenue budget $124,320.43 in National Opioid Settlement funds from California’sState-Subdivision Agreements, into revenue account number 100.3015.43440.30227, General Fund - Opioid Funds.

2. Authorize the appropriation of $124,320.43 into expenditure account number 125.3015.53510.30227, EMT Transport, Fire/Paramedic Medical Supplies- Opioid Funds.

4. FISCAL IMPACT
The total appropriations for the received settlement funds are funded by additional revenue received from California State-Subdivision Agreements from the National Opioid Settlements.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a. Provide staffing and resources to deliver services that ensure public safety. e. Develop and implement effective community outreach services and programs to promote public safety.

6. DISCUSSION AND BACKGROUND
In 2022, California Attorney General Rob Bonta announced the final settlement agreements with prescription opioid manufacturer Janssen Pharmaceuticals and Johnson & Johnson (collectively “Janssen”)and pharmaceutical distributors McKesson, Cardinal Health, and AmerisourceBergen (collectively, Distributors). In 2023, Attorney General Bonta announced proposed multistate settlements with opioid manufacturers Teva and Allergan, and pharmacies Walgreens, Walmart, and CVS (collectively, Pharmacies). These settlements mark the culmination of years of negotiations to City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
306
Item #: 3.11. 9/12/2023 File #: 23-0591
CVS (collectively, Pharmacies). These settlements mark the culmination of years of negotiations to resolve more than 3,000 opioid-related lawsuits from state and local governments across the country and will provide substantial funds for the abatement of the opioid crisis in California.

California and its cities and counties stand to receive up to $1.8 billion for substance use prevention, harm reduction, treatment, and recovery from Teva, Allergan and the Pharmacies. This is in addition to the up to $2.2 billion California is expected to receive from the Janssen and Distributors settlements. Payment timeframes vary by settlement and can last up to 18 years. Funds from these settlements must be spent on opioid remediation activities focused on prevention, intervention, harm reduction, treatment, and recovery services in California communities. Funds from this settlement may be rolled over from year to year and must be expended or encumbered within five (5) years of receipt, or seven (7) years of receipt for capital outlay projects. Encumbered funds not expended within the five-year or seven-year timeframes must be reported to DHCS and returned to the state.

In August 2023, the City of Orange received two initial settlement payments totaling $124,320.43.

The Fire Department will allocate funds from this settlement towards high-impact activities for vulnerable populations, including interventions to prevent drug overdoses and addiction, acquiring essential treatment and transfer equipment, and procuring naloxone to increase access to opioid overdose reversals throughout the community. Staff recommends acceptance of revenue and appropriation of expenditures to Civil Penalty Settlements revenue account 100.3015.43440.30227.

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
307
Agenda Item
City Council
Item #: 3.11. 9/12/2023 File #: 23-0591
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Sean deMetropolis, Fire Chief

1. SUBJECT
Appropriation of $124,320.43 in National Opioid Settlement funds from California’sState-Subdivision Agreements.

3. RECOMMENDED ACTION

2. Authorize the appropriation of $124,320.43 into expenditure account number 125.3015.53510.30227, EMT Transport, Fire/Paramedic Medical Supplies- Opioid Funds.

6. DISCUSSION AND BACKGROUND
In 2022, California Attorney General Rob Bonta announced the final settlement agreements with prescription opioid manufacturer Janssen Pharmaceuticals and Johnson & Johnson (collectively “Janssen”)and pharmaceutical distributors McKesson, Cardinal Health, and AmerisourceBergen (collectively, Distributors). In 2023, Attorney General Bonta announced proposed multistate settlements with opioid manufacturers Teva and Allergan, and pharmacies Walgreens, Walmart, and CVS (collectively, Pharmacies). These settlements mark the culmination of years of negotiations to City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
308
Item #: 3.11. 9/12/2023 File #: 23-0591
CVS (collectively, Pharmacies). These settlements mark the culmination of years of negotiations to resolve more than 3,000 opioid-related lawsuits from state and local governments across the country and will provide substantial funds for the abatement of the opioid crisis in California.

In August 2023, the City of Orange received two initial settlement payments totaling $124,320.43.

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
309
Agenda Item
City Council
Item #: 3.12. 9/12/2023 File #: 23-0597
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Sean deMetropolis, Fire Chief

1. SUBJECT
Appropriation of $40,475.58 in State of California Office of Emergency Services funding received.

2. SUMMARY
Costs for strike team and individual overhead deployments represent non-budgeted expenditures for the Fire Department. These costs are reimbursed by the State of California Office of Emergency Services at a later date. Staff is requesting that funds be appropriated into the appropriate expenditure accounts for Fiscal Year 2023-2024.

3. RECOMMENDED ACTION

1. Accept into the City’srevenue budget $40,475.58 in strike team reimbursement funds from the California Office of Emergency Services, into the revenue account numbers for Cal-OES reimbursements as specified in Section 6 of the staff report.

2. Authorize the appropriation of $37,762.98 into the expenditure account numbers for Overtime- Safety as specified in Section 6 of the staff report.

3. Authorize the appropriation of $1,908.60 into the expenditure account numbers for Strike Team Expenditures as specified in Section 6 of the staff report.

4. Authorize the appropriation of $804.00 into the expenditure account numbers for Motor Vehicle Replacement as specified in Section 6 of the staff report.

4. FISCAL IMPACT
The total appropriations for this reimbursement are funded by the additional revenue received from the State of California Office of Emergency Services.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a. Provide staffing and resources to deliver services that ensure public safety.

6. DISCUSSION AND BACKGROUND
The Orange City Fire Department is a party to a state-level agreement with the State of California Office of Emergency Services (Cal-OES) to provide fire and emergency assistance to state and federal fire agencies. This agreement is managed by Cal-OES and referred to as the California Fire Assistance Agreement (CFAA). Under this agreement, the Orange City Fire Department generally City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
310
Item #: 3.12. 9/12/2023 File #: 23-0597
provides resources two different ways: Strike Teams and Individual Overhead.

Strike team deployments involve an Engine Company, or a Battalion Chief, or a Deputy Chief responding to an incident with their vehicle, as part of a multi-agency team. Individual Overhead resources respond to fill a specific role for an incident, such as Safety Officer or Line Emergency Medical Technician (EMT).

Upon return from an incident, reimbursement paperwork and invoices are submitted to Cal-OES. The Fire Department recently received reimbursement payment for the OES Pre-Position #230040 for $40,475.58. Staff is requesting that funds be appropriated into the appropriate expenditure accounts for Fiscal Year 2023-2024. The additional funds will reimburse Fire Department overtime, travel expenditures, and vehicle expenditures incurred during these incidents.

Staff recommends acceptance of revenue and appropriation of expenditures as follows:

Cal-OES reimbursements (revenue account 100.3024.48212.xxxxx):
$ 40,475.58 .40330 - OES Pre-Position #230040
Overtime-Safety (expenditure account 100.3024.50221.xxxxx):
$ 37,762.98 .40330 - OES Pre-Position #230040
Strike Team (expenditure account 100.3024.53860.xxxxx):
$ 1,908.60 .40330 - OES Pre-Position #230040
Motor Vehicle Replacement (expenditure account 720.5023.55212.xxxxx) $ 804.00 .40330 - OES Pre-Position #230040

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
311
Agenda Item
City Council
Item #: 3.12. 9/12/2023 File #: 23-0597
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Sean deMetropolis, Fire Chief

1. SUBJECT
Appropriation of $40,475.58 in State of California Office of Emergency Services funding received.

3. RECOMMENDED ACTION

2. Authorize the appropriation of $37,762.98 into the expenditure account numbers for Overtime- Safety as specified in Section 6 of the staff report.

3. Authorize the appropriation of $1,908.60 into the expenditure account numbers for Strike Team Expenditures as specified in Section 6 of the staff report.

4. Authorize the appropriation of $804.00 into the expenditure account numbers for Motor Vehicle Replacement as specified in Section 6 of the staff report.

4. FISCAL IMPACT
The total appropriations for this reimbursement are funded by the additional revenue received from the State of California Office of Emergency Services.

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
a. Provide staffing and resources to deliver services that ensure public safety.

6. DISCUSSION AND BACKGROUND
The Orange City Fire Department is a party to a state-level agreement with the State of California Office of Emergency Services (Cal-OES) to provide fire and emergency assistance to state and federal fire agencies. This agreement is managed by Cal-OES and referred to as the California Fire Assistance Agreement (CFAA). Under this agreement, the Orange City Fire Department generally City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
312
Item #: 3.12. 9/12/2023 File #: 23-0597
provides resources two different ways: Strike Teams and Individual Overhead.

Staff recommends acceptance of revenue and appropriation of expenditures as follows:

7. ATTACHMENTS
· None
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
313
Agenda Item
City Council
Item #: 3.13. 9/12/2023 File #: 23-0570
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Mike Vigliotta, City Attorney

1. SUBJECT
Claims for Damages.

2. SUMMARY
Six claims have been received and investigated by the City Attorney’sOffice and/or the Risk Manager with the involved departments.

3. RECOMMENDED ACTION
Deny the following claims and refer to City Attorney and Claims Adjuster:

1. John Samy Farag

2. Colleen Phillips

3. Elie Sayegh

4. Gloria Azucena Ac Caal

5. Michael Loomis

6. David Castanon

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. DISCUSSION AND BACKGROUND

1. Claim for damages from John Samy Farag alleging property damage when a City tree branch fell on Claimant’s vehicle.

2. Claim for damages from Colleen Phillips alleging personal injury when Claimant tripped and fell on a City sidewalk.

3. Claim for damages from Elie Sayegh alleging property damage to vehicle when a City contractor was performing repairs on a City street.

4. Claim for damages from Gloria Azucena Ac Caal alleging personal injury when Claimant was struck by a vehicle while crossing a street on County of Orange property.

5. Claim for damages from Michael Loomis alleging personal injury when Claimant fell off bike while riding on a City sidewalk.

6. Claim for damages from David Castanon alleging personal injury due to a traffic collision with City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
314
Item #: 3.13. 9/12/2023 File #: 23-0570

6. Claim for damages from David Castanon alleging personal injury due to a traffic collision with an Orange County Sheriff’s Department officer in Riverside.

7. ATTACHMENTS
· None.

City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
315
Agenda Item
City Council
Item #: 3.13. 9/12/2023 File #: 23-0570
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Mike Vigliotta, City Attorney

1. SUBJECT
Claims for Damages.

2. SUMMARY
Six claims have been received and investigated by the City Attorney’sOffice and/or the Risk Manager with the involved departments.

3. RECOMMENDED ACTION
Deny the following claims and refer to City Attorney and Claims Adjuster:

1. John Samy Farag

2. Colleen Phillips

3. Elie Sayegh

4. Gloria Azucena Ac Caal

5. Michael Loomis

6. David Castanon

4. FISCAL IMPACT
None.

5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community
a: Expend fiscal resources responsibly.

6. DISCUSSION AND BACKGROUND

1. Claim for damages from John Samy Farag alleging property damage when a City tree branch fell on Claimant’s vehicle.

2. Claim for damages from Colleen Phillips alleging personal injury when Claimant tripped and fell on a City sidewalk.

3. Claim for damages from Elie Sayegh alleging property damage to vehicle when a City contractor was performing repairs on a City street.

4. Claim for damages from Gloria Azucena Ac Caal alleging personal injury when Claimant was struck by a vehicle while crossing a street on County of Orange property.

5. Claim for damages from Michael Loomis alleging personal injury when Claimant fell off bike while riding on a City sidewalk.

6. Claim for damages from David Castanon alleging personal injury due to a traffic collision with City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
316
Item #: 3.13. 9/12/2023 File #: 23-0570

6. Claim for damages from David Castanon alleging personal injury due to a traffic collision with an Orange County Sheriff’s Department officer in Riverside.

7. ATTACHMENTS
· None.

City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
317
Agenda Item
City Council
Item #: 3.14. 9/12/2023 File #: 23-0551
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Superior Pavement Markings, Inc. for the Annual Traffic Striping, Pavement Markings, and Raised Pavement Markers Installation project; Bid No. 23-24.01.

2. SUMMARY
Bids for the Annual Traffic Striping, Pavement Markings, and Raised Pavement Markers Installation Project were received and opened on August 10, 2023. One bidder responded to the notice inviting bids. The apparent low bidder is Superior Pavement Markings, Inc. of Cypress, CA in the amount of $166,035.

3. RECOMMENDED ACTION
Approve a contract with Superior Pavement Markings, Inc. for an initial term of three years in the amount of $498,105 for the Annual Traffic Striping, Pavement Markings, and Raised Pavement Markers Installation Project; and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this contract is $498,105, with the Fiscal Year 2003-2004 annual amount of $166,035 to be funded through General Fund (100)

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
On an annual basis, the City contracts the maintenance of traffic striping, pavement markings and raised pavement markers. The current contract with BC Traffic expired on June 30, 2023.

The City Council approved advertisement for bids on July 11, 2023. The bid solicitation was advertised on July 20, 2023, for a period of three weeks and bids were opened on August 10, 2023.

One bid was received from Superior Pavement Markers, Inc. in the amount of $166,035.

The maintenance contract has an initial three-year term, with one optional two-year extension contingent upon contractor performance, to reduce administrative efforts of annual contract City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
318
Item #: 3.14. 9/12/2023 File #: 23-0551
contingent upon contractor performance, to reduce administrative efforts of annual contract amendments. Renegotiation of the amount and unit prices may be initiated by the City or the contractor if and when the contract is extended, with price increases limited to construction price index.

The low bid is about 18.5% higher than the Engineer’sEstimate of $140,000. In the past three years, there has been an escalation of construction costs. The bid received is reflective of current construction market conditions. Staff checked the references and qualifications for Superior Pavement Markings, Inc. and found them to be acceptable, with adequate years of experience in completing contracts of similar nature to this project. Therefore, staff recommends that Superior Pavement Markings, Inc. be awarded a three-year term contract in the amount of $498,105.

7. ATTACHMENTS
· Bid Abstract
· Contract
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
319
Agenda Item
City Council
Item #: 3.14. 9/12/2023 File #: 23-0551
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Superior Pavement Markings, Inc. for the Annual Traffic Striping, Pavement Markings, and Raised Pavement Markers Installation project; Bid No. 23-24.01.

4. FISCAL IMPACT
The total expenditure for this contract is $498,105, with the Fiscal Year 2003-2004 annual amount of $166,035 to be funded through General Fund (100)

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

The City Council approved advertisement for bids on July 11, 2023. The bid solicitation was advertised on July 20, 2023, for a period of three weeks and bids were opened on August 10, 2023.

One bid was received from Superior Pavement Markers, Inc. in the amount of $166,035.

The maintenance contract has an initial three-year term, with one optional two-year extension contingent upon contractor performance, to reduce administrative efforts of annual contract City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
320
Item #: 3.14. 9/12/2023 File #: 23-0551
contingent upon contractor performance, to reduce administrative efforts of annual contract amendments. Renegotiation of the amount and unit prices may be initiated by the City or the contractor if and when the contract is extended, with price increases limited to construction price index.

7. ATTACHMENTS
· Bid Abstract
· Contract
City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
321
Annual Insatallation of Traffic Striping, Pavement Markings, and Pavement Markers Bid Abstract - Bid No. 23-24.01
NO. DESCRIPTION OF WORK ESTIMATED
QUANTITY Unit Estimate
unit price
Engineer
Estimate
TOTAL
Unit Price Total
Schedule A - Waterborne Fast Dry Traffic Paint
1 Install 4 inch wide broken lines, white or yellow 100,000 LF .12 $12,000.00 .08 $8,000.00 2 Install 4 inch wide solid line , white or yellow 20,000 LF .16 $3,200.00 .14 $2,800.00 3 Install 8 inch wide solid line, white 20,000 LF .32 $6,400.00 .22 $4,400.00 4 Install 6 wide solid line, white (bike lane) 20,000 LF .22 $4,400.00 .18 $3,600.00 5 Install 4 inch wide yellow, 3 inch wide black; 4 inch wide 20,000 LF .30 $6,000.00 .25 $5,000.00 6 4 inch wide broken yellow lines (continuous left turn lane) 2,500 LF .32 $800.00 .32 $800.00 7 Install red, white, green or blue curb painting 500 LF 0.8 $400.00 2.25 $1,125.00 8 Install 8 foot directional arrow, white 500 LF 24.00 $12,000.00 18.00 $9,000.00 9 Install 8 foot letters, white or yellow 1,000 EA 10 $10,000.00 12.00 $12,000.00 10 Install 12 inch solid line, white or yellow (crosswalk) 10,000 EA 2 $20,000.00 1.20 $12,000.00 11 Install Type A or Type AY non reflective pavement markers 100 EA 2 $200.00 5.00 $500.00 12 Install Type B,C,D,G or H reflective pavement markers 1,500 EA 3.75 $5,625.00 6.50 $9,750.00 13 Layout of lines for new pavement striping 5,000 LF .37 $1,850.00 .40 $2,000.00 14 Install parking tee's per City standards 500 EA 7.5 $3,750.00 12.00 $6,000.00 15 Install railroad crossing legends 50 EA 75 $3,750.00 125.00 $6,250.00 16 Install blue and white handicap legends 10 EA 50 $500.00 75.00 $750.00 17 Install 4 inch white or yellow parking stalls 150 EA 5 $750.00 18.00 $2,700.00 18 Removal of lane lines and pavement markings by wet 3,000 SF 1.5 $4,500.00 4.75 $14,250.00 19 Per day rate removal lane line and pavement markings by wet sandblasting or grinding method to include traffic control and clean up. 1 per day 3,000.00 $3,000.00 4,500.00 $4,500.00 20 Install/furnish 36 inch "Safety Hit" delineators 100 EA 50 $5,000.00 72.00 $7,200.00 Schedule B - Thermoplastic
21 Install 4 inch wide broken lines, white or yellow 50 LF 30 $1,500.00 .80 $40.00 22 Install 4 inch wide solid line, white or yellow 50 LF 20 $1,000.00 1.40 $70.00 23 Install 8 inch wide broken lines, white or yellow 500 LF 1 $500.00 1.60 $800.00 24 Install 6 inch wide solid line, white or yellow 500 LF 1 $500.00 1.20 $600.00 25 Install 8 inch wide solid, white 1,000 LF 1.25 $1,250.00 1.60 $1,600.00 26 Install 6 inch wide solid line, white (bike lane) 1,000 LF 1 $1,000.00 1.20 $1,200.00 27 Install 4 inch wide yellow; 3 inch wide black; 4 inch yellow solid lines (centerline) 1,000 LF 1.25 $1,250.00 1.45 $1,450.00 28 4 inch wide broken yellow lines (continuous left turn lane) 1,000 LF 1.25 $1,250.00 1.30 $1,300.00 29 Install 8 foot directional arrow, white 50 EA 65 $3,250.00 68.00 $3,400.00 30 Install 8 foot letters, white or yellow 50 EA 50 $2,500.00 73.00 $3,650.00 Schedule C - Methly Methacrylate (MMA-Spray)
31 Install 12 inch wide solid line, white or yellow (crosswalk) 1,000 LF 2.5 $2,500.00 6.80 $6,800.00 32 Install railroad crossing legends 10 LF 205 $2,050.00 600.00 $6,000.00 33 Install 6 inch wide solid line, white (bike lane) 1,000 LF 2.5 $2,500.00 3.90 $3,900.00 34 Install 8 foot directional arrow, white 40 EA 68 $2,720.00 105.00 $4,200.00 35 Install 8 foot letters, white or yellow 40 EA 40 $1,600.00 115.00 $4,600.00 36 Install 12 inch solid line, white or yellow (crosswalk) 1,000 LF 4 $4,000.00 6.80 $6,800.00 37 Sharrow (bike legend) 25 EA 130 $3,250.00 140.00 $3,500.00 38 Bike lane and arrow (legend) 25 EA 130 $3,250.00 140.00 $3,500.00 $139,995.00 Total $166,035.00Estimated Totals
5312 Cypress Street
Cypress CA. 90630
Superior Pavement Markings, Inc.
322

CONTRACT
[Annual Installation of Traffic Striping, Pavement Markings, and Raised Pavement Markers (Bid No. 23-24.01)]

THIS CONTRACT (the “Contract”) is made and ente red into as of ___ ___________, 2023 (“Effective Date”) by and between the CITY OF ORANGE, a municipal corporation (“City”), and SUPERIOR PAVEMENT MARKINGS , INC., a California corporation, (“Contractor”), who agree as follows.

ARTICLE 1
Work Performed

a. For and in consideration of the payments and agreements hereinafter mentioned, to be made and performed by City, and under the conditions expressed in the two (2) bonds presented to City with this Contract and incorporated herein by this reference , Contractor hereby agrees to and shall do all the work and furnish all the labor, materials, tools and equipment, except such as are mentioned in the specifications to be furnished by City to Contractor, necessary to complete in good workmanship and substantial manner the work (the “Work”) described in:

(1) The latest edition of the "City of Orange Standard Plans and Specifications" (the “Orange Book”) with the term "Engineer," as used in the Orange Book and in this Contract, to specifically include the City Engineer (or designee);

(2) The "Standard Specifications for Public Works Construction” (the “Greenbook”), and all amendments thereto, except the definition of “Subcontractor” in Section 1.2 (General – Terms and Definitions) of Part 1 (General Provisions) of the Greenbook, which is hereby amended in its entirety to read as follows: “Subcontractor – An individual, firm, or corporation having a direct contract with the Contractor for the performance of a part of the Work;”

(3) The “City of Orange Standard Special Provisions”;

(4) The Standard Plans; and

(5) Contractor’s Bid Proposal , which is on file with City’s Department of Public Works.

b. Contractor acknowledges that it has received the Plans from City and that a complete copy of the Plans are in its possession and are hereby specifically referred to and by such reference made a part hereof. The Orange Book, Greenbook and City of Orange Standard Special Provisions and Standard Plans are on file with City’s Public Works Director and are hereby specifically referred to and by such reference made a part hereof. A copy of the Special Provisions and Standard Plans will also be kept on file with the City Clerk. Contractor hereby acknowledges that it has read, reviewed and understands the Plans, the Orange Book, the Greenbook, the Special Provisions, the Standard Plans, and the Encroachment Permit as they relate to the Work, all of which documents shall be referred to herein collectively as the “Plans and Specifications.” 323
2 c. Contractor acknowledges the provisions of Chapter 8.28 of the Orange Municipal Code which requires, among other things, that Contractor utilize City’s exclusive solid waste hauler for the rental of bins for trash and debris removal and imposes mandatory recycling requirements for self-hauled construction and demolition waste. The terms and conditions set forth in this Contract shall control over any terms and conditions in the Plans and Specifications to the contrary.

d. The Work shall be performed in conformity with the Plans and Specificati ons and the Bid Proposal and all applicable laws, including any and all applicable federal and state labor laws and standards and applicable prevailing wage requirements and any and all state, federal and local statutes, regulations and ordinances relating to the protection of human health or the environment.

e. Unless and until otherwise notified in writing by City’s Public Works Director, City’s Deputy Public Works Director, Alan Truong (“Authorized City Representative”), shall be the person to whom Contractor will report for the performance of the Work hereunder. It is understood that Contractor’s performance hereunder shall be under the direction and supervision of the Authorized City Representative or such other person as City’s Public Works Director may designate from time to time, that Contractor shall coordinate the Work hereunder with the Authorized City Representative to the extent required by the Authorized City Representative, and that all performances required hereunder by Contractor shall be performed to the satisfaction of the Authorized City Representative or City’s Public Works Director.

f. It is expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument and Contractor’s Bid Proposal, then this instrument shall control and nothing herein shall be considered as an acceptance of the said terms of said Bid Proposal conflicting herewith.

ARTICLE 2
Commencement of Work

Contractor shall commence the Work provided for in this Contract within fifteen (15) days of the date of the issuance by City of a Notice to Proceed and diligently prosecute completion of the Work within three (3) years from such date, unless legal extension is granted in accordance with the terms set forth in the Greenbook. Time is of the essence in this Contract. Contractor shall do all things necessary and incidental to the prosecution of Contractor's Work.

ARTICLE 3
Compensation; Term and Extension

a. Contractor agrees to receive and accept an amount not to exceed FOUR HUNDRED NINETY -EIGHT THOUSAND ONE HUNDRED FIVE DOLLARS and 00/100 ($498,105.00) as compensation for furnishing all materials and doing all the Work contemplated and embraced in this Contract. Said compensation covers (1) all loss or damage arising out of the nature of the Work, from the acts of the elements; (2) any unforeseen difficulties or obstructions 324
3 which may arise or be encountered in the prosecution of the Work until its acceptance by City, other than as provided below ; (3) all risks of every description connected with the Work; (4) all expenses incurred by or in consequence of the suspension or discontinuance of the Work; and (5) well and faithfully completing the Work, and for the whole thereof, in the manner and according to the Plans and Specifications, and requirements of the Authorized City Representative under them. Retention amounts shall be withheld from progress payments as required by law unless Contractor provides securities in lieu of retention.

b. The Initial Term of this Contract is three (3) years (the “Initial Term”), commencing July 1, 2023 and expiring on June 30, 2026 (the “Expiration Date”); provided, however, that City has the right to extend the term of this Contract for the following extensions and upon the following terms:

• First Extension (the “First Extension Term”) commencing July 1 , 2026, and terminating June 30, 20 28 in amount not to exceed THREE HUNDRED THIRTY -EIGHT THOUSAND SEVEN HUNDRED ELEVEN DOLLARS and 00/100 ($338,711.00) without the prior written authorization of City;

c. The City Manager is hereby authorized on behalf of City to give written notice to Contractor of City’s intention to exercise each Extension (if at all) no later than thirty (30) days prior to the Expiration Date of the then -current term; provided, however, that City’s notice of its intention to extend the term of this Contract for each Extension shall be expressly conditioned upon and subject to the approval by the City Council, in its sole and absolute discretion, of an amount sufficient to pay the compensation set forth herein for each Extension as part of its annual budget approval process prior to the beginning of each Extension. While the parties acknowledge that City is required to give its notice of intention to extend the term of this Contract not later than thirty (30) days prior to the Expiration Date of then -current term, it is possible that the City Council’s approval of its annual budget and appropriation of funds for the Extension in question may occur thereafter. Accordingly, if the City Council fails to approve and appropriate funds sufficient to pay the amount of compensation set forth herein for an Extension, this Contract shall terminate and be of no further force and effect as of the expiration of the then -current term.

Notwithstanding anything in this provision to the contrary, in the event City gives Contractor written notice exercising an Extension and City receives notice that appropriation of funds for the Extension in question are not available after Contractor has per formed services under the Extension, City agrees that Contractor will be equitably compensated for all services performed under any portion of an Extension through the date of termination of the Contract. Except as specifically set forth herein, the terms and conditions of each Extension will be the same as the Initial Contract.

f. Any Extension, if properly exercised, shall be memorialized in the form of an amendment to this Contract. The City Manager is hereby authorized to approve and execute amendments to this Contract reflecting the exercise of each Extension and the amount of compensation (including the amount of funds to be made available for additional work or services) payable to Contractor for each respective Extension.

325
4 ARTICLE 4
Licenses

Contractor represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the Work contemplated by this Contract and that Contractor and subcontractors shall maintain all appropriate licenses, including a City of Orange business license, at its cost, during the performance of this Contract.

ARTICLE 5
Guarantees

a. Contractor guarantees the construction and installation of all Work included in the Plans and Specifications for which Contractor has been awarded this Contract.

b. Should any of the materials or equipment installed pursuant to this Contract prove defective or should the Work as a whole prove defective, due to faulty equipment, workmanship, materials furnished or methods of installations, or should said Work or any part thereof fail to function properly, as designed, due to any of the above causes within twelve (12) months after the date on which said Work is accepted by City, Contractor shall make repairs and furnish such materials and equipment as are necessary to be furnished and installed within fifteen (15) calendar days after the receipt of a demand from City.

c. Said Work will be deemed defective within the meaning of this guarantee in the event that it fails to function as originally intended either by the Plans and Specifications of this Contract or by the manufacturer(s) of the equipment incorporated into the Work.

d. In the event repairs are not made within fifteen (15) calendar days after Contractor's receipt of a demand from City, City shall have the unqualified option to make any needed repairs or replacements itself or by any other contractor. Contractor shall reimburse City, upon demand, for all expenses incurred in restoring said Work to the condition contemplated in this Contract, including the cost of any equipment or materials replaced.

e. It is understood that emergency repairs may, by necessity, be made by City.

Therefore, when defective equipment, materials or workmanship result in emergency repairs by City, Contractor shall reimburse City, upon demand, for all expenses incurred. Emergency repairs will be deemed as those repairs det ermined by City’s Director of Public Works to be necessary due to an immediate detriment to the health, safety, welfare or convenience of the residents of City.

ARTICLE 6
Water Quality

a. The Santa Ana Regional Water Quality Control Board (“RWQCB”) has issued National Pollutant Discharge Elimination System (“NPDES”) Permit No. R8 -2009-0030 (the “Permit”), which governs storm water and non -storm water discharges resulting from municipal activities performed by City or its contractors. In order to comply with the Permit requirements, 326
5 the County of Orange has prepared a Drainage Area Management Plan (“DAMP”), containing Model Maintenance Procedures with Best Management Practices (“BMPs”) that City and its contractors must adhere to. The Model Maintenance Procedures contain pollution prevention and source control techniques to minimize the impact of those activities upon dry -weather urban runoff, storm water runoff, and receiving water quality. Examples include: wash water from cleaning of sidewalks or parking lots must be collected and disposed of in the sewer or landscaped areas.

b. The Permit, the DAMP and the Model Maintenance Procedures are on file in the office of City’s Director of Publ ic Works. Contractor hereby acknowledges that it has read, reviewed and understands the Permit, the DAMP and the Model Maintenance Procedures, as they relate to the Work and hereby shall perform the Work in conformance therewith.

ARTICLE 7
Independent Contractor; Contractor not Agent

a. At all times during the term of this Contract, Contractor shall be an independent contractor and not an employee of City. City shall have the right to control Contractor only insofar as the result of Contra ctor’s services rendered pursuant to this Contract. City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Contract. Contractor shall, at its sole cost and expense, furnish all facilities, m aterials and equipment which may be required for furnishing services pursuant to this Contract. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its subcontractors, agents and employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Contractor acknowledges that Contractor and any subcontractors, agents or emp loyees employed by Contractor shall not, under any circumstances, be considered employees of City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, h oliday pay, Public Employees Retirement System benefits, or health, life, dental, long -term disability or workers' compensation insurance benefits.

b. Except as City may specify in writing, Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor shall have no authority, express or implied, to bind City to any obligation whatsoever.

ARTICLE 8
Public Work; Prevailing Wage

a. The Work which is the subject of this Contract is a “public work,” as that term is defined in Section 1720 of the California Labor Code, for which prevailing wages must be paid.

To the extent Contractor’s employees will perform any work that falls within any o f the classifications for which the Department of Labor Relations of the State of California promulgates prevailing wage determinations, Contractor hereby agrees that Contractor, and any subcontractor under it, shall pay not less than the specified prevail ing rates of wages to all such workers . The general prevailing wage determinations for crafts can be located on the website of the Department 327
6 of Industrial Relations ( www.dir.ca.gov/DLSR). Additionally, to perform work under this Contract, Contractor must meet all State registration requirements and criteria, including project compliance monitoring.

b. Attached hereto as Attachment No. 1 and incorporated herein by this reference is a copy of the provisions of Sections 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815 of the California Labor Code. Contractor hereby acknowledges that it has read, reviewed and understands those provisions of the Labor Code and shall prosecute and complete the Work under this Contract in strict compliance with all of those terms and provisions.

c. Contractor shall secure the payment of compensation to its employees in accordance with the provisions of Section 3700 of the California Labor Code. Accordingly, and as required by Section 1861 of the California Labor Code, Contractor hereby certifies as follows:

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with suc h provisions before commencing the performance of the work of this contract.”

d. Contractor shall indemnify, protect, defend and hold harmless City and its officers, employees, contractors and agents, with counsel reasonably acceptable to City, from and a gainst any and all loss, liability, damage, claim, cost, expense, and/or “increased costs” (including reasonable attorney’s fees, court and litigation costs, and fees of expert witnesses) which result or arise in any way from the noncompliance by Contractor of any applicable local, state and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages). It is agreed by the parties that, in connection with the construction of the W ork which is the subject of this Contract, Contractor shall bear all risks of payment or non -payment of state prevailing wages. “Increased costs” as used in this paragraph shall have the meaning ascribed to it in Labor Co de Section 1781, as the same may be enacted, adopted or amended from time to time. The foregoing indemnity shall survive termination of this Contract.

ARTICLE 9
Equal Employment Opportunity

During the performance of this Contract, Contractor agrees as follows:

a. Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. Contractor shall ensure that applicants are employed and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Contractor shall post in 328
7 conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

b. Contractor shall, in all solicitations and advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

c. Contractor shall cause the foregoing paragraphs (a) and (b) to be inserted in all subcontracts for any Work covered by this Contract, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials.

ARTICLE 10
Conflicts of Interest

ARTICLE 11
Indemnity

Contractor shall defend, indemnify and hold harmless City and its officers, officials, agents, and employees from and against:

a. Any and all claims, liabilities, losses, damages, penalties, costs or expenses (including reasonable attorneys' fees and court costs) which City may directly or indirectly sustain or suffer arising from or as a result of the death of any person or any accident, injury, loss or damage whatsoever caused to any person or the property of any person which shall occur on or adjacent t o the real property which is the subject of this Contract, or in connection with performance of this Contract which may be directly or indirectly caused by the acts or omissions of Contractor or its officers, employees, contractors or agents, or as a conse quence of any use, generation, manufacture, storage, disposal, release or threatened release of a hazardous waste or substance. Contractor shall not be responsible for (and such indemnity shall not apply to) any willful misconduct, negligence or breach of this Contract by City or its officers, officials, agents, and employees. The foregoing indemnity shall survive termination of this Contract.

b. Any and all claims under workers’ compensation acts and other employee benefit acts with respect to Contractor’s employees or Contractor’s subcontractor’s employees arising out of Contractor’s Work under this Contract, including any and all claims under an y law pertaining to Contractor’s status as an independent contractor.

329
8 ARTICLE 12
Insurance

a. Contractor shall procure and maintain for the duration of this Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder and the results of that Work by Contractor, its agents, representatives, employees or subcontractors. Any umbrella liability insurance that is provided as part of the general or automobile liability minimums set forth below shall be maintained for the duration of the Contract.

b. Contractor shall maintain the following minimum amount of insurance: the greater of either the limits set forth in (1) through (4), below; or all of the insurance coverage and/or limits carried by or available to Contractor.

(1) General Liability $2,000,000 per occurrence for bodily injury, personal injury and property damage. If
Commercial General Liability insurance
or other form with a general aggregate
limit is used, either the general aggregate
limit shall apply separately to this
project/location or the general aggregate
limit shall be twice the required
occurrence limit.

(2) Automobile Liability $1,000,000 per accident for bodily injury and property damage.

(3) Workers’ Compensation as required by the State of California.

(4) Employer’s Liability $1,000,000 per accident for bodily injury or disease.

c. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits which are applicable to a given loss shall be available to City. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor under this Contract.

d. Any deductibles or self -insured retentions must be declared to and approve d by City. At the option of City, either: the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to City, its officers, officials, agents and employees; or Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

e. Each policy of general liability and automotive liability insurance shall contain, or be endorsed to contain, the following provisions:

330
9 (1) City, its officers, officials, agents, and employees are declared to be additional insureds under the terms of the policy, with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of Contractor (any auto), an d with respect to liability arising out of Work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such Work or operations. A policy endorsement to that effect shall be provided to City along with the certificate of insurance. In lieu of an endorsement, City will accept a copy of the policy(ies) which evidences that City is an additional insured as a contracting party. The minimum coverage required by Subsection 12.b, above, shall apply to City as an additional insured.

(2) For any claims related to this Contract, Contractor’s insurance coverage shall be primary insurance with respect to City, its officers, officials, agents and employees. Any insurance or self-insurance maintained by City, its officers, officials, agents and employees shall be excess of Contractor’s insurance and shall not contribute with it.

(3) Coverage shall not be canceled, except after thirty (30) days’ prior written notice has been provided to City.

f. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Article 12. The endorsements shall be on forms acceptable to City. All certificates and endorsements are to be received and approved by City before the Work commences. However, failure to do so shall not operate as a waiver of these insurance requirements. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time.

g. All insurance procured and maintained by Contractor shall be issued by insurers admitted to conduct the pertinent line of insurance business in California and having a rating of Grade A or better and Class VII or better by the latest edition of Best Key Rating Guide.

h. Contractor shall immediately notify City if any required insurance lapses or is otherwise modified and cease performance of this Contract unless otherwise directed by City. In such a case, City may procure insurance or self-insure the risk and charge Contractor for such costs and any and all damages resulting therefrom by way of set-off from any sums owed Contractor.

i. Contractor agrees that in the event of loss due to any of the perils for which i t has agreed to provide insurance, Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City, on behalf of any insurer providing insurance to either Contractor or City with respect to the services of Contractor herein, a waiver of any right to subrogation which any such insurer may acquire against City by virtue of the payment of any loss under such insurance.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of City for all Work performed by Contractor, its employees, agents and subcontractors. Contractor shall obtain any other endorsement that may be necessary to effect this waiver of subrogation.

j. Contractor shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein.
331
10 ARTICLE 13
Termination

City, acting through its City Manager or designee, reserves the right to terminate this Contract for any reason by giving five (5) days’ written notice of intent to terminate to Contractor.

Upon receipt of notice, Contractor shall immediately cease work, unless the notice provides otherwise. Should City terminate this Contract, City shall pay Contractor for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Contract, unless such termination shall be for cause, in which event City may withhold any disputed compensation. City shall not be liable for any claim of lost profits.

ARTICLE 14
Maintenance and Inspection of Records

In accordance with generally accepted accounting principles, Contractor and its subcontractors shall maintain reasonably full and complete books, documents, papers, accounting records and other information (collectively, the “records”) pertaining to the costs of and completion of services performed under this Contract. During the term of this Contract and for a period of three (3) years after termination or completion of this Contract, City shall have the right to inspect and/or audit Contractor's records pertaining to the performance of this Contract at Contractor's office. Contractor shall make available all such records for inspection or audit at its offices during normal business hours and upon three (3) days’ notice from City, and copies thereof shall be furnished if requested.

ARTICLE 15
Compliance with Laws

a. Contractor shall be knowledgeable of and comply with all local, state and federal laws pertaining to the subject matter hereof or in any way regulating the activities undertaken by Contractor or any subcontractor hereunder.

b. Contractor represents and warrants that it:

(1) Has complied and shall at all times during the term of this Contract comply, in all respects, with all immigration laws, regulations, statutes, rules, codes, and orders, including, without limitation, the Immigration Reform and Control Act of 1986 (IRCA); and

(2) Has not and will not knowingly employ any individual to perform services under this Contract w ho is ineligible to work in the United States or under the terms of this Contract; and

(3) Has properly maintained, and shall at all times during the term of this Contract properly maintain, all related employment documentation records including, without limitation, the completion and maintenance of the Form I -9 for each of Contractor’s employees; and
332
11 (4) Has responded, and shall at all times during the term of this Contract respond, in a timely fashion to any government inspection requests relating to im migration law compliance and/or Form I -9 compliance and/or worksite enforcement by the Department of Homeland Security, the Department of Labor, or the Social Security Administration.

c. Contractor shall require all subcontractors and/or subconsultants to make the same representations and warranties required by this Article 15 when hired to perform services under this Contract.

d. Contractor shall, upon request of City, provide a list of all employees working under this Contract and shall provide, to th e reasonable satisfaction of City, verification that all such employees are eligible to work in the United States. All costs associated with such verification shall be borne by Contractor. Once such request has been made, Contractor may not change employees working under this Contract without written notice to City, accompanied by the verification required herein for such employees. Contractor shall require all subcontractors and/or sub-consultants to make the same verification when hired to perform services under this Contract.

e. If Contractor, or a subcontractor or subconsultant, knowingly employs an employee providing Work under this Contract who is not authorized to work in the United States, and/or fails to follow federal laws to determine the stat us of such employee , such shall constitute a material breach of this Contract and may be cause for immediate termination of this Contract by City.

f. Contractor shall indemnify and hold City, its officials and employees harmless for, of and from any loss, including but not limited to fines, penalties and corrective measures, City may sustain by reason of Contractor’s failure to comply with said laws, rules and regulati ons in connection with the performance of this Contract.

ARTICLE 16
Governing Law and Venue

This Contract shall be construed in accordance with and governed by the laws of the State of California and Contractor shall submit to the juri sdiction of California courts. Venue for any dispute arising under this Contract shall be in Orange County, California.

ARTICLE 17
Integration and Amendment

a. This Contract constitutes the entire agreement of the parties. No other agreement, oral or written, pertaining to the Work to be performed under this Contract shall be of any force or effect unless it is in writing and signed by both parties. Any Work performed which is inconsistent with or in violation of the provisions of this Contract shall not be compensated.

333
12 b. Amendments to this Contract must be in writing and signed by both parties. The City Manager is authorized to execute amendments to this Contract up to the amounts specified in Chapter 3.08 of the Orange Municipal Code.]

ARTICLE 18
Notice

Except as otherwise provided herein, all notices required under this Contract shall be in writing and delivered personally, by e-mail, or by first class mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices shall be deemed received upon receipt of same or within three (3) days of deposit in the U.S. Mail, whichever is earlier. Notices sent by e-mail shall be deemed received on the date of the e-mail transmission.

"CONTRACTOR” “CITY”

Superior Pavement Marking, Inc. City of Orange
5312 Cypress Street 300 E. Chapman Avenue
Cypress, CA 90630 Orange, CA 92866-1591

Attn: Darren Veltz, Chief Financial Officer Attn: Alan Truong

Telephone No. 714-995-9100 Telephone No. 714-532-6480 Email: [email protected] Email: [email protected]

ARTICLE 19
Claim Resolution

City and Contractor agree that the claim resolution process applicable to any claim by Contractor in connection with the Work provided herein shall be subject to the procedures set forth in Californi a Public Contract Code Section 9204, attached hereto as Attachment No. 2, and incorporated herein by this reference.

ARTICLE 20
Counterparts

This Contract may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures transmitted via facsimile and electronic mail shall have the same effect as original signatures.

[Remainder of page intentionally left blank; signatures on next page] 334
13 “CITY”

CONTRACT, BONDS AND INSURANCE
APPROVED BY:

Melissa M. Crosthwaite
Senior Assistant City Attorney

CITY OF ORANGE, a municipal corporation

By:

Daniel R. Slater
Mayor of the City of Orange

ATTEST:

Pamela Coleman, City Clerk

“CONTRACTOR”

SUPERIOR PAVEMENT MARKINGS, INC.,
a California corporation

[Note: Signature of Chairman of the By:

Board, President or Vice President is Printed Name:
required] Title:

[Note: Signature of Secretary, Assistant By:

Secretary, Chief Financial Officer or Printed Name:

Assistant Treasurer is also required] Title:

√

335

Attachment No. 1

Page 1 of 13 ends

ATTACHMENT NO. 1

CALIFORNIA LABOR CODE
SECTIONS 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815

Section 1725.5. Registration of contractors; mandatory registration; qualifications and application; fees; exempt contractors
A contractor shall be registered pursuant to this section to be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any public work contract that is subject to the requirements of this chapter. For the purposes of this section, “contractor” includes a subcontractor as defined by Section 1722.1. (a) To qualify for registration under this section, a contractor shall do all of the following:
(1)(A) Register with the Department of Industrial Relations in th e manner prescribed by the department and pay an initial nonrefundable application fee of four hundred dollars ($400) to qualify for registration under this section and an annual renewal fee on or before July 1 of each year thereafter. The annual renewal fee shall be in a uniform amount set by the Director of Industrial Relations, and the initial registration and renewal fees may be adjusted no more than annually by the director to support the costs specified in Section 1771.3. (B) Beginning June 1, 2019, a contractor may register or renew according to this subdivision in annual increments up to three years from the date of registration. Contractors who wish to do so will be required to prepay the applicable nonrefundable application or renewal fees to qualify for the number of years for which they wish to preregister.
(2) Provide evidence, disclosures, or releases as are necessary to establish all of the following:
(A) Workers' compensation coverage that meets the req uirements of Division 4 (commencing with Section 3200) and includes sufficient coverage for any worker whom the contractor employs to perform work that is subject to prevailing wage requirements other than a contractor who is separately registered under this section.

Coverage may be evidenced by a current and valid certificate of workers' compensation insurance or certification of self-insurance required under Section 7125 of the Business and Professions Code. (B) If applicable, the contractor is licensed in accordance with Chapter 9 (commencing with Section 7000) of the Business and Professions Code.
(C) The contractor does not have any delinquent liability to an employee or the state for any assessment of back wages or related damages, interest, fines, or penalties pursuant to any final judgment, order, or determination by a court or any federal, state, or local administrative agency, including a confirmed arbitration award. However, for purposes of this paragraph, the contractor shall not be disqualified for any judgment, order, or determination that is under appe al, provided that the contractor has secured the payment of any amount eventually found due through a bond or other appropriate means. (D) The contractor is not currently debarred under Section 1777.1 or under any oth er federal or state law providing for the debarment of contractors from public works. (E) The contractor has not bid on a public works contract, been listed in a bid proposal, or engaged in the performance of a contract for public works without being lawfully registered in accordance with this section, within the preceding 12 months or since the effective date of the requirements set forth in subdivision (e), whichever is earlier. If a contractor is found to be in violation of the requirements of this paragraph, the period of disqualification shall be waived if both of the following are true:
336

Attachment No. 1

Page 2 of 13 ends

(i) The contractor has not previously been found to be in violation of the requirements of this paragraph within the preceding 12 months.
(ii) The contractor pays an additional nonrefundable penalty registration fee of two thousand dollars ($2,000). (b) Fees received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (c) A contractor who fails to pay the renewal fee required under paragraph (1) of subdivision (a) on or before the expiration of any prior period of registration shall be prohibited from bidding on or engaging in the performance of any contract for public work until once again registered pursuant to this section. If the failure to pay the renewal fee was inadvertent, the contractor may renew its registration retroactively by paying an additional nonrefundable penalty renewal fee equal to the amount of the renewal fee within 90 days of the due date of the renewal fee.
(d) If, after a body awarding a contract accepts the contractor's bid or awards the contract, the work covered by the bid or contract is determined to be a public work to which Section 1771 applies, either as the result of a determination by the director pursuant to Section 1773.5 or a court decision, the requirements of this section shall not apply, subject to the following requirements:
(1) The body that awarded the contract failed, in the bid specification or in the contract documents, to identify as a public work that portion of the work that the determination or decision subsequently classifies as a public work.
(2) Within 20 days following service of notice on the awarding body of a determination by the Director of Industrial Relations pursuant to Section 1773.5 or a decision by a court that the contract was for public work as defined in this chapter, the contractor and any subcontractors are registered under this section or are replaced by a contractor or subcontractors who are registered under this section. (3) The requirements of this section shall apply prospectively only to any subsequent bid, bid proposal, contract, or work performed after the awarding body is served with notice of the determination or decision referred to in paragraph (2).
(e) The requirements of this section shall apply to any bid proposal submitted on or after March 1, 2015, to any contract for public work, as defined in this chapter, executed on or after April 1, 2015, and to any work performed under a contract for public work on or af ter January 1, 2018, regardless of when the contract for public work was executed.
(f) This section does not apply to work performed on a public works project of twenty -five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771. Payment of general prevailing rate

Except for public works projects of one thousand dollars ($1,000) or less, not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the public work is performed, and not less than the general preva iling rate of per diem wages for holiday and overtime work fixed as provided in this chapter, shall be paid to all workers employed on public works.

This section is applicable only to work performed under contract, and is not applicable to work carried out by a public agency with its own forces. This section is applicable to contracts let for maintenance work. 337

Attachment No. 1

Page 3 of 13 ends

Section 1771.1 . Registration as a contractor or subcontractor required prior to bid submission; exceptions; violations; penalties
(a) A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code , or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code , provided the contractor is registered to perform public wor k pursuant to Section 1725.5 at the time the contract is awarded.
(b) Notice of the requirement described in subdivision (a) shall be included in all bid invitations and public works contracts, and a bid shall not be accepted nor any contract or subcontract entered into without proof of the contractor or subcontractor's current registration to perform public work pursuant to Section 1725.5. (c) An inadvertent error in listing a subcontractor who is no t registered pursuant to Section 1725.5 in a bid proposal shall not be grounds for filing a bid protest or grounds for considering the bid nonresponsive, provided that any of the following apply:
(1) The subcontractor is registered prior to the bid opening. (2) Within 24 hours after the bid opening, the subcontractor is registered and has paid the penalty registration fee specified in subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (3) The subcontractor is replaced by another registered subcontractor pursuant to Section 4107 of the Public Contract Code.
(d) Failure by a subcontractor to be registered to perform public work as required by subdivision (a) shall b e grounds under Section 4107 of the Public Contract Code for the contractor, with the consent of the awarding authority, to substitute a subcontractor who is registered to perform public work pursuant to Section 1725.5 in place of the unregistered subcontractor.
(e) The department shall maintain on its Internet Web site a list of contractors who are currently registered to perform public work pursuant to Section 1725.5.
(f) A contract entered into with any contractor or subcontractor in violation of subdivision (a) shall be subject to cancellation, provided that a contract for public work shall not be unlawful, void, or voidable solely due to the failure of the awarding body, contractor, or any subcontractor to comply with the requirements of Section 1725.5 or this section.
(g) If the Labor Commissioner or his or her designee determines that a contractor or subcontractor engaged in the performance of any public work contract without having been registered in accordance with this section, the contractor or subcontractor shall forfeit, as a civil penalty to the state, one hundred dollars ($100) for each day of work performed in violation of the registration requirement, not to exceed an aggregate penalty of eight thousand dollars ($8,000) in addition to any penalty registration fee assessed pursuant to clause (ii) of subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (h)(1) In addition to, or in lieu of, any other penalty or sanction authorized pursuant to this chapter, a higher tiered public works contractor or subcontractor who is found to have entered into a subcont ract with an unregistered lower tier subcontractor to perform any public work in violation of the requirements of Section 1725.5 or this section shall be subject to forfeiture, as a civil penalty to the state, of one hundred dollars ($100) 338

Attachment No. 1

Page 4 of 13 ends

for each day the unregistered lower tier subcontractor performs work in violation of the registration requirement, not to exceed an aggregate penalty of ten thousand dollars ($10,000). (2) The Labor Commissioner shall use the same standards sp ecified in subparagraph (A) of paragraph (2) of subdivision (a) of Section 1775 when determining the severity of the violation and what penalty to assess, and may waive the penalty for a first time violat ion that was unintentional and did not hinder the Labor Commissioner's ability to monitor and enforce compliance with the requirements of this chapter. (3) A higher tiered public works contractor or subcontractor shall not be liable for penalties assessed pursuant to paragraph (1) if the lower tier subcontractor's performance is in violation of the requirements of Section 1725.5 due to the revocation of a previously approved registration. (4) A subcontractor shall not b e liable for any penalties assessed against a higher tiered public works contractor or subcontractor pursuant to paragraph (1). A higher tiered public works contractor or subcontractor may not require a lower tiered subcontractor to indemnify or otherwise be liable for any penalties pursuant to paragraph (1).
(i) The Labor Commissioner or his or her designee shall issue a civil wage and penalty assessment, in accordance with the provisions of Section 1741, upon determination of penalties pursuant to subdivision (g) and subparagraph (B) of paragraph (1) of subdivision (h). Review of a civil wage and penalty assessment issued under this subdivision may be requested in accordance with the provisions of Section 1742 . The regulations of the Director of Industrial Relations, which govern proceedings for review of civil wage and penalty assessments and the withholding of contract payments under Article 1 (commencing with Section 1720) and Article 2 (commencing with Section 1770), shall apply. (j)(1) Where a contractor or subcontractor engages in the performance of any public work contract without having been registered in violation of the requirements of Section 172 5.5 or this section, the Labor Commissioner shall issue and serve a stop order prohibiting the use of the unregistered contractor or the unregistered subcontractor on all public works until the unregistered contractor or unregistered subcontractor is registered. The stop order shall not apply to work by registered contractors or subcontractors on the public work.
(2) A stop order may be personally served upon the contractor or subcontractor by either of the following methods:
(A) Manual delivery of the order to the contractor or subcontractor personally. (B) Leaving signed copies of the order with the person who is apparently in charge at the site of the public work and by thereafter mailing copies of the order by first c lass mail, postage prepaid to the con tractor or subcontractor at one of the following:
(i) The address of the contractor or subcontractor on file with either the Secretary of State or the Contractors' State License Board.
(ii) If the contractor or subcontr actor has no address on file with the Secretary of State or the Contractors' State License Board, the address of the site of the public work. (3) The stop order shall be effective immediately upon service and shall be subject to appeal by the party contracting with the unregistered contractor or subcontractor, by the unregistered contractor or subcontractor, or both. The appeal, hearing, and any further review of the hearing decision shall be governed by the procedures, time limits, and other requirements specified in subdivision (a) of Section 238.1. 339

Attachment No. 1

Page 5 of 13 ends

(4) Any employee of an unregistered contractor or subcontractor who is affected by a work stoppage ordered by the commissioner pursuant to this subdivision s hall be paid at his or her regular hourly prevailing wage rate by that employer for any hours the employee would have worked but for the work stoppage, not to exceed 10 days.
(k) Failure of a contractor or subcontractor, owner, director, officer, or managi ng agent of the contractor or subcontractor to observe a stop order issued and served upon him or her pursuant to subdivision (j) is guilty of a misdemeanor punishable by imprisonment in county jail not exceeding 60 days or by a fine not exceeding ten thousand dollars ($10,000), or both.
(l) This section shall apply to any bid proposal submitted on or after March 1, 2015, and any contract for public work entered into on or after April 1, 2015. This section shall also apply to the performance of any public work, as defined in this chapter, on or after January 1, 2018, regardless of when the contract for public work was entered.
(m) Penalties received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (n) This section shall not apply to work performed on a public works project of twenty -five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771.4. Additional requirements when bidding and awarding public works contracts

(a) All of the following are applicable to all public works projects that are otherwise subject to the requirements of this chapter:
(1) The call for bids and contract documents shall specify that the project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. (2) The awarding body shall post or require the prime contractor to post job site notices, as prescribed by regulation.
(3) Each contractor and subcontractor shall furnish the records specified in Section 1776 directly to the Labor Commissioner, in the following manner:
(A) At least monthly or more frequently if specified in the contract with the awarding body. (B) In a format prescribed by the Labor Commissioner.
(4) If the contractor or subcontractor is not registered pursuant to Section 1725.5 and is performing work on a project for which registration is not required because of subdivision (f) of Section 1725.5, the unregistered contractor or subcontractor is not required to furnish the records specified in Section 1776 directly to the Labor Commissioner but shall retain the records specified in Section 1776 for at least three years after completion of the work.
(5) The department shall undertake those activitie s it deems necessary to monitor and enforce compliance with prevailing wage requirements.
340

Attachment No. 1

Page 6 of 13 ends

(b) The Labor Commissioner may exempt a public works project from compliance with all or part of the requirements of subdivision (a) if either of the following occurs:
(1) The awarding body has enforced an approved labor compliance program, as defined in Section 1771.5, on all public works projects under its authority, except those deemed exempt pursuant to subdivision (a) of Section 1771.5, continuously since December 31, 2011.
(2) The awarding body has entered into a collective bargaining agreement that binds all contractors performing work on the project and that includes a mechanism for resolving disputes about the payment of wages. (c) The requirements of paragraph (1) of subdivision (a) shall only apply to contracts for public works projects awarded on or after January 1, 2015.
(d) The requirements of paragraph (3) of subdivision (a) shall apply to all contracts for public work, whether new or ongoing, on or after January 1, 2016.

Section 1775. Penalties for violations

(a)(1) The contractor and any subcontractor under the contractor shall, as a penalty to the state or political subdivision on whose behalf the contract is made or awarded, forfeit not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates as determined by the director for the work or craf t in which the worker is employed for any public work done under the contract by the contractor or, except as provided in subdivision (b), by any subcontractor under the contractor.
(2)(A) The amount of the penalty shall be determined by the Labor Commissioner based on consideration of both of the following:
(i) Whether the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor.
(ii) Whether the contractor or subcontractor has a prior record of failing to meet its prevailing wage obligations.
(B)(i) The penalty may not be less than forty dollars ($40) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, unless the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor. (ii) The penalty may not be less than eighty dollars ($80) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the contractor or subcontractor has been assessed penalties within the previous three years for failing to meet its prevailing wage obligations on a separate contract, unless those penalties were subsequently withdrawn or overturned. (iii) The penalty may not be less than one hundred twenty dollars ($120) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the Labor Commissioner determines that the violation was willful, as defined in subdivision (c) of Section 1777.1. (C) If the amount due under this section is collected from the contractor or subcontractor, any outstanding wage claim under Chapter 1 (commencing with Section 1720) of Part 7 of Division 2 against that contractor 341

Attachment No. 1

Page 7 of 13 ends

or subcontractor shall be satisfied before applying that amount to the penalty imposed on that contractor or subcontractor pursuant to this section.
(D) The determination of the Labor C ommissioner as to the amount of the penalty shall be reviewable only for abuse of discretion.
(E) The difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the contractor or subcontractor, and the body awarding the contract shall cause to be inserted in the contract a stipulation that this section will be complied with. (b) If a worker employed by a subcontractor on a public works project is not paid the general prevailing rate of per diem wages by the subcontractor, the prime contractor of the project is not liable for any penalties under subdivision (a) unless the prime contractor had knowledge of that failure of the subcontractor to pay the specified prevailing rate of wages to those workers or unless the prime contractor fails to comply with all of the following requirements:
(1) The contract executed between the contractor and the subcontract or for the performance of work on the public works project shall include a copy of the provisions of this section and Sections 1771, 1776, 1777.5, 1813, and 1815.
(2) The contractor shall monitor the payment of the specified general prevailing rate of per diem wages by the subcontractor to the employees, by periodic review of the certified payroll records of the subcontractor. (3) Upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages, the contractor shall diligently take corrective action to halt or rectify the failure, including, but not limited to, retaining sufficient funds due the subcontractor for work performed on the public works project. (4) Prior to making f inal payment to the subcontractor for work performed on the public works project, the contractor shall obtain an affidavit signed under penalty of perjury from the subcontractor that the subcontractor has paid the specified general prevailing rate of per diem wages to his or her employees on the public works project and any amounts due pursuant to Section 1813. (c) The Division of Labor Standards Enforcement shall notify the contractor on a public works project within 15 days of t he receipt by the Division of Labor Standards Enforcement of a complaint of the failure of a subcontractor on that public works project to pay workers the general prevailing rate of per diem wages.

Section 1776. Payroll records; retention; inspection; redacted information; agencies entitled to receive nonredacted copies of certified records; noncompliance penalties; rules

(a) Each contractor and subcontractor shall keep accurate payroll records, showing the name, address, social security number, work cl assification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. Each payroll record shall cont ain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
(1) The information contained in the payroll record is true and correct. (2) The employer has complied with the requirements of Sections 17 71, 1811, and 1815 for any work performed by his or her employees on the public works project. 342

Attachment No. 1

Page 8 of 13 ends

(b) The payroll records enumerated under subdivision (a) shall be certified and shall be available for inspection at all reasonable hours at the principal office of the contractor on the following basis:
(1) A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or his or her authorized representative on request. (2) A certified copy of all payroll records enumerated in subdivision (a) shall be made available for inspection or furnished upon request to a representative of the body awarding the contract and the Division of Labor Standards Enforcement of the Department of Industrial Relations. (3) A certified copy of all payroll records enumerated in subdivision (a) shall be made available upon request by the public for inspection or for copies thereof. However, a request by the public shall be made through either the body awarding the contract or the Division of Labor Standards Enforcement. If the requested payroll records have not been provided pursuant to paragraph (2), the requesting party shall, prior to being provi ded the records, reimburse the costs of preparation by the contractor, subcontractors, and the entity through which the request was made. The public may not be given access to the records at the principal office of the contractor.
(c) Unless required to be furnished directly to the Labor Commissioner in accordance with paragraph (3) of subdivision (a) of Section 1771.4, the certified payroll records shall be on forms provided by the Division of Labor Standards Enforcement or shall contain the same information as the forms provided by the division.

The payroll records may consist of printouts of payroll data that are maintained as computer records, if the printouts contain the same information as the forms provided by the division and the printouts are verified in the manner specified in subdivision (a).
(d) A contractor or subcontractor shall file a certified copy of the records enumerated in subdivision (a) with the entity that requested the records within 10 days after receipt of a written request. (e) Except as provided in subdivision (f), any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by the awarding body or the Division of Labo r Standards Enforcement shall be marked or obliterated to prevent disclosure of an individual's name, address, and social security number. The name and address of the contractor awarded the contract or the subcontractor performing the contract shall not be marked or obliterated. Any copy of records made available for inspection by, or furnished to, a multiemployer Taft -Hartley trust fund ( 29 U.S.C. Sec. 186(c)(5) ) that requests the records for the purpo ses of allocating contributions to participants shall be marked or obliterated only to prevent disclosure of an individual's full social security number, but shall provide the last four digits of the social security number. Any copy of records made available for inspection by, or furnished to, a joint labor- management committee established pursuant to the federal Labor Management Cooperation Act of 1978 (29 U.S.C. Sec. 175a) shall be marked or obliterated only to prevent disclo sure of an individual's social security number.
(f)(1) Notwithstanding any other provision of law, agencies that are included in the Joint Enforcement Strike Force on the Underground Economy established pursuant to Section 329 of the Unemployment Insurance Code and other law enforcement agencies investigating violations of law shall, upon request, be provided nonredacted copies of certified payroll records. Any copies of records or certified payroll made available for inspection and furnished upon request to the public by an agency included in the Joint Enforcement Strike Force on the Underground Economy or to a law enforcement agency investigating a violation of law shall be marked or redacted to prevent disclosure of an individual's name, address, and social security number. 343

Attachment No. 1

Page 9 of 13 ends

(2) An employer shall not be liable for damages in a civil action for any reasonable act or omission taken in good faith in compliance with this subdivision.
(g) The contractor shall inform the body awarding the contract of the location of the records enumerated under subdivision (a), including the street address, city, and county, and shall, within five working days, provide a notice of a change of location and address.
(h) The contractor or subcontractor has 10 days in which to comply subsequent to receipt of a written notice requesting the records enumerated in subdivision (a). In the event that the contractor or subcontractor fails to comply within the 10-day period, he or she shall, as a penalty to the state or political sub division on whose behalf the contract is made or awarded, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Upon the request of the Division of Labor Standards Enforcement, these penalties shall be withheld from progress payments then due. A contractor is not subject to a penalty assessment pursuant to this section due to the failure of a subcontractor to comply with this section.
(i) The body awarding the contract shall cause to be inserted in the contract stipulations to effectuate this section.
(j) The director shall adopt rules consistent with the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of Title 1 of the Government Code ) and the Information Practices Act of 1977 (Title 1.8 (commencing with Section 1798) of Part 4 of Division 3 of the Civil Code) governing the release of these records, including the establishment of reaso nable fees to be charged for reproducing copies of records required by this section.

Section 1777.5. Employment of registered apprentices; wages; standards; number; apprenticeable craft or trade; exemptions; contributions; compliance program

(a)(1) This chapter does not prevent the employment upon public works of properly registered apprentices who are active participants in an approved apprenticeship program. (2) For purposes of this chapter, “apprenticeship program” means a program under the jurisdicti on of the California Apprenticeship Council established pursuant to Section 3070. (b)(1) Every apprentice employed upon public works shall be paid the prevailing rate of per diem wages for apprentices in the trade to which he or she is registered and shall be employed only at the work of the craft or trade to which he or she is registered.
(2) Unless otherwise provided by a collective bargaining agreement, when a contractor requests the dispatch of an apprentice pursuant to this section to perform work on a public works project and requires the apprentice to fill out an application or undergo testing, training, an examination, or other preemployment process as a condition of employment, the apprentice shall be paid for the time spent on the required preemployment activity, including travel time to and from the required activity, if any, at the prevailing rate of per diem wages for apprentices in the trade to which he or she is registered. Unless otherwise provided by a collectiv e bargaining agreement, a contractor is not required to compensate an apprentice for the time spent on preemployment activities if the apprentice is required to take a preemployment drug or alcohol test and he or she fails to pass that test.
(c) Only apprentices, as defined in Section 3077, who are in training under apprenticeship standards that have been approved by the Chief of the Division of Apprenticeship Standards and who are parties to written 344

Attachment No. 1

Page 10 of 13 ends

apprentice agreements under Ch apter 4 (commencing with Section 3070) of Division 3 are eligible to be employed at the apprentice wage rate on public works. The employment and training of each apprentice shall be in accordance with either of the following:
(1) The apprenticeship standards and apprentice agreements under which he or she is training. (2) The rules and regulations of the California Apprenticeship Council. (d) If the contractor to whom the contract is awarded by the state or any political subdivisi on, in performing any of the work under the contract, employs workers in any apprenticeable craft or trade, the contractor shall employ apprentices in at least the ratio set forth in this section and may apply to any apprenticeship program in the craft or trade that can provide apprentices to the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. However, the decision of the apprenticeship program to approve or deny a certificate shall be subject to review by the Administrator of Apprenticeship. The apprenticeship program or programs, upon approving the contractor, shall arrange for the dispatch of apprentices to the contractor. A contractor covered by an apprenticeship program's standards shall not be required to submit any additional application in order to include additional public works contracts under that program. “Apprenticeable craft or trade,” as used in this section, means a craft or trade determined as an apprenticeable occupation in accordance with rules and regulations prescribed by the California Apprenticeship Council. As used in this section, “contractor” includes any subcontractor under a contractor who perfo rms any public works not excluded by subdivision (o).
(e) Before commencing work on a contract for public works, every contractor shall submit contract award information to an applicable apprenticeship program that can supply apprentices to the site of the public work.

The information submitted shall include an estimate of journeyman hours to be performed under the contract, the number of apprentices proposed to be employed, and the approximate dates the apprentices would be employed. A copy of this infor mation shall also be submitted to the awarding body, if requested by the awarding body. Within 60 days after concluding work on the contract, each contractor and subcontractor shall submit to the awarding body, if requested, and to the apprenticeship program a verified statement of the journeyman and apprentice hours performed on the contract. The information under this subdivision shall be public. The apprenticeship programs shall retain this information for 12 months. (f) The apprenticeship program sup plying apprentices to the area of the site of the public work shall ensure equal employment and affirmative action in apprenticeship for women and minorities. (g) The ratio of work performed by apprentices to journeymen employed in a particular craft or tr ade on the public work may be no higher than the ratio stipulated in the apprenticeship standards under which the apprenticeship program operates if the contractor agrees to be bound by those standards. However, except as otherwise provided in this section, in no case shall the ratio be less than one hour of apprentice work for every five hours of journeyman work.
(h) This ratio of apprentice work to journeyman work shall apply during any day or portion of a day when any journeyman is employed at the jobsite and shall be computed on the basis of the hours worked during the day by journeymen so employed. Any work performed by a journeyman in excess of eight hours per day or 40 hours per week shall not be used to calculate the ratio. The contractor shall em ploy apprentices for the number of hours computed as above before the end of the contract or, in the case of a subcontractor, before the end of the subcontract. However, the contractor shall endeavor, to the greatest extent possible, to employ apprentices during the same time period that the journeymen in the same craft or trade are employed at the jobsite. When an hourly apprenticeship ratio is not feasible for a particular craft or trade, the Administrator 345

Attachment No. 1

Page 11 of 13 ends

of Apprenticeship, upon application of an appre nticeship program, may order a minimum ratio of not less than one apprentice for each five journeymen in a craft or trade classification. (i) A contractor covered by this section who has agreed to be covered by an apprenticeship program's standards upon the issuance of the approval certificate, or who has been previously approved for an apprenticeship program in the craft or trade, shall employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the applicable apprenticeship st andards, but in no event less than the 1 -to-5 ratio required by subdivision (g).
(j) Upon proper showing by a contractor that he or she employs apprentices in a particular craft or trade in the state on all of his or her contracts on an annual average of not less than one hour of apprentice work for every five hours of labor performed by journeymen, the Administrator of Apprenticeship may grant a certificate exempting the contractor from the 1-to-5 hourly ratio, as set forth in this section for that craft or trade. (k) An apprenticeship program has the discretion to grant to a participating contractor or contractor association a certificate, which shall be subject to the approval of the Administrator of Apprenticeship, exempting the contractor from the 1-to-5 ratio set forth in this section when it finds that any one of the following conditions is met:
(1) Unemployment for the previous three-month period in the area exceeds an average of 15 percent. (2) The number of apprentices in training in the area exceeds a ratio of 1 to 5. (3) There is a showing that the apprenticeable craft or trade is replacing at least one-thirtieth of its journeymen annually through apprenticeship training, either on a statewide basis or on a local basis. (4) Assignment of an ap prentice to any work performed under a public works contract would create a condition that would jeopardize his or her life or the life, safety, or property of fellow employees or the public at large, or the specific task to which the apprentice is to be a ssigned is of a nature that training cannot be provided by a journeyman.
(l) If an exemption is granted pursuant to subdivision (k) to an organization that represents contractors in a specific trade from the 1-to-5 ratio on a local or statewide basis, the member contractors shall not be required to submit individual applications for approval to local joint apprenticeship committees, if they are already covered by the local apprenticeship standards.
(m)(1) A contractor to whom a contract is awarded, who, in performing any of the work under the contract, employs journeymen or apprentices in any apprenticeable craft or trade shall contribute to the California Apprenticeship Council the same amount that the director determines is the prevailing amount of apprenticeship training contributions in the area of the public works site. A contractor may take as a credit for payments to the council any amounts paid by the contractor to an approved apprenticeship program that can supply apprentices to the site of the publ ic works project. The contractor may add the amount of the contributions in computing his or her bid for the contract. (2)(A) At the conclusion of the 2002 -03 fiscal year and each fiscal year thereafter, the California Apprenticeship Council shall distribute training contributions received by the council under this subdivision, less the expenses of the Department of Industrial Relations for administering this subdivision, by making grants to approved apprenticeship programs for the purpose of training apprentices. The grant funds shall be distributed as follows:
346

Attachment No. 1

Page 12 of 13 ends

(i) If there is an approved multiemployer apprenticeship program serving the same craft or trade and geographic area for which the training contributions were made to the council, a grant to that p rogram shall be made.
(ii) If there are two or more approved multiemployer apprenticeship programs serving the same craft or trade and county for which the training contributions were made to the council, the grant shall be divided among those programs based on the number of apprentices from that county registered in each program. (iii) All training contributions not distributed under clauses (i) and (ii) shall be used to defray the future expenses of the Department of Industrial Relations for the administration and enforcement of apprenticeship and preapprenticeship standards and requirements under this code. (B) An apprenticeship program shall only be eligible to receive grant funds pursuant to this subdivision if the apprenticeship program agrees, prior to the receipt of any grant funds, to keep adequate records that document the expenditure of grant funds and to make all records available to the Department of Industrial Relations so that the Department of Industrial Relations is able to verify that grant funds were used s olely for training apprentices. For purposes of this subparagraph, adequate records include, but are not limited to, invoices, receipts, and canceled checks that account for the expenditure of grant funds. This subparagraph shall not be deemed to require an apprenticeship program to provide the Department of Industrial Relations with more documentation than is necessary to verify the appropriate expenditure of grant funds made pursuant to this subdivision.
(C) The Department of Industrial Relations shall verify that grants made pursuant to this subdivision are used solely to fund training apprentices. If an apprenticeship program is unable to demonstrate how grant funds are expended or if an apprenticeship program is found to be using grant funds for purposes other than training apprentices, then the apprenticeship program shall not be eligible to receive any future grant pursuant to this subdivision and the Department of Industrial Relations may initiate the process to rescind the regi stration of the apprenticeship program.
(3) All training contributions received pursuant to this subdivision shall be deposited in the Apprenticeship Training Contribution Fund, which is hereby created in the State Treasury. Upon appropriation by the Legislature, all moneys in the Apprenticeship Training Contribution Fund shall be used for the purpose of carrying out this subdivision and to pay the expenses of the Department of Industrial Relations. (n) The body awarding the contract shall cause to be inse rted in the contract stipulations to effectuate this section. The stipulations shall fix the responsibility of compliance with this section for all apprenticeable occupations with the prime contractor.
(o) This section does not apply to contracts of general contractors or to contracts of specialty contractors not bidding for work through a general or prime contractor when the contracts of general contractors or those specialty contractors involve less than thirty thousand dollars ($30,000). (p) An awarding body that implements an approved labor compliance program in accordance with subdivision (b) of Section 1771.5 may, with the approval of the director, assist in the enforcement of this section under the terms and conditions prescribed by the director.

Section 1813. Forfeiture for violations; contract stipulation; report of violations

The contractor or subcontractor shall, as a penalty to the state or political subdivision on whose behalf the contract is made or awarded, forfeit twenty- five dollars ($25) for each worker employed in the execution of 347

Attachment No. 1

Page 13 of 13 ends

the contract by the respective contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of this article. In awarding any contract for public work, the awarding body shall cause to be inserted in the contract a stipulation to this effect. The awardin g body shall take cognizance of all violations of this article committed in the course of the execution of the contract, and shall report them to the Division of Labor Standards Enforcement.

Section 1815. Overtime

Notwithstanding the provisions of Secti ons 1810 to 1814, inclusive, of this code, and notwithstanding any stipulation inserted in any contract pursuant to the requirements of said sections, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of 8 h ours per day at not less than 1 ½ times the basic rate of pay.
348

Attachment No. 2

Page 1 of 3 ends

ATTACHMENT NO. 2

CALIFORNIA PUBLIC CONTRACT CODE SECTION 9204

Section 9204. Legislative findings and declarations regarding timely and complete payment of contractors for public works projects; claims process (Eff: January 1, 2017)

(a) The Legislature finds and declares that it is in the best interests of the state and its citizens to ensure that all construction business performed on a public works project in the state that is complete and not in dispute is paid in full and in a timely manner.
(b) Notwithstanding any other law, including, but not limited to, Article 7.1 (commencing with Section 10240) of Chapter 1 of Part 2, Chapter 10 (commencing with Section 19100) of Part 2, and Article 1.5 (commencing with Section 20104) of Chapter 1 of Part 3, this section shall apply to any claim by a contractor in connection with a public works project.
(c) For purposes of this section:
(1) “Claim” means a separate demand by a contractor sent by registered mail or certified mail with return receipt requested, for one or more of the following:
(A) A time extension, including, without limitation, for relief from damages or penalties for delay assessed by a public entity under a contract for a public works project. (B) Payment by the public entity of money or damages arising from work done by, or on behalf of, the contractor pursuant to the contract for a public works project and payment for which is not otherwise expressly provided or to which the claimant is not otherwise entitled. (C) Payment of an amount that is disputed by the public entity. (2) “Contractor” means any type of contractor within the meaning of Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code who has entered into a direct contract with a public entity for a public works project.
(3)(A) “Public entity” means, without limitation, except as provided in subparagraph (B), a state agency, department, office, division, bureau, board, or commission, the California State University, the University of California, a city, including a charter city, county, including a charter county, city and county, including a charter city and county, district, special district, public authority, political subdivision, public corporation, or nonprofit transit corporation whol ly owned by a public agency and formed to carry out the purposes of the public agency.
(B) “Public entity” shall not include the following:
(i) The Department of Water Resources as to any project under the jurisdiction of that department. (ii) The Department of Transportation as to any project under the jurisdiction of that department. (iii) The Department of Parks and Recreation as to any project under the jurisdiction of that department. (iv) The Department of Corrections and Rehabilitation with r espect to any project under its jurisdiction pursuant to Chapter 11 (commencing with Section 7000) of Title 7 of Part 3 of the Penal Code. 349

Attachment No. 2

Page 2 of 3 ends

(v) The Military Department as to any project under the jurisdiction of that department. (vi) The Department of General Services as to all other projects. (vii) The High-Speed Rail Authority.
(4) “Public works project” means the erection, construction, alteration, repair, or improvement of any public structure, building, road, or other public improvement of any kind. (5) “Subcontractor” means any type of contractor within the meaning of Chapter 9 (commencing with Section 7000) of Division 3 of the Business and Professions Code who either is in direct contract with a contractor or is a lower tier subcontractor.
(d)(1)(A) Upon receipt of a claim pursuant to this section, the public entity to which the claim applies shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the claimant a written statement identifying what portion of the claim is disputed and what portion is undisputed. Upon receipt of a claim, a public entity and a contractor may, by mutual agreement, extend the time period provided in this subdivision.
(B) The claimant shall furnish reasonable documentation to support the claim. (C) If the public entity needs approval from its governing body to provide the claimant a written statement identifying the disputed portion and the undisputed portion of the claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, the public entity shall have up to three days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the claimant a written statement identifying the disputed portion and the undisputed portion. (D) Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the public entity issues its written statement. If the public entity fails to issue a written statement, paragraph (3) shall apply.
(2)(A) If the claimant disputes the public entity’s written response, or if the public entity fails to respond to a claim issued pursuant to this section within the time prescribed, the claimant may demand in writing an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand in writing sent by registered mail or certi fied mail, return receipt requested, the public entity shall schedule a meet and confer conference within 30 days for settlement of the dispute. (B) Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the public entity shall provide the claimant a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after the public entity issues its written statement. Any disputed portion of the claim, as identified by the contractor in writing, shall be submitted to nonbinding mediation, with the public entity and the claiman t sharing the associated costs equally. The public entity and claimant shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing. If the parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each party shall bear the fees and costs charged by its respective mediator in connection with the selec tion of the neutral mediator. If mediation is unsuccessful, the parts of the claim remaining in dispute shall be subject to applicable procedures outside this section. 350

Attachment No. 2

Page 3 of 3 ends

(C) For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section.
(D) Unless otherwise agreed to by the public entity and the contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after litigation has been commenced.
(E) This section does not preclude a public entity from requiring arbitration of disputes under private arbitration or the Public Works Contract Arbitration Program, if mediation under this section does not resolve the parties’ dispute.
(3) Failure by the public entity to respond to a claim from a contractor within the time periods described in this subdivision or to otherwise meet the time requirements of this section shall result in the claim being deemed rejected in its entirety. A claim that is denied by reason of the public entity’s failure to have responded to a claim, or its failure to otherwise meet the time requirements of this section, shall not constitute an adverse finding with regard to the merits of the claim or the responsibility or qualifications of the claimant. (4) Amounts not paid in a timely manner as required by this section shall bear interest at 7 percent per annum. (5) If a subcontractor or a lower tier subcontractor lacks legal standing to assert a claim against a public entity because privity of contract does not exist, the contractor may present to the public entity a claim on behalf of a subcontractor or lower tier subcontractor. A subcontractor may request in writing, either on their own behalf or on behalf of a lower tier subc ontractor, that the contractor present a claim for work which was performed by the subcontractor or by a lower tier subcontractor on behalf of the subcontractor. The subcontractor requesting that the claim be presented to the public entity shall furnish re asonable documentation to support the claim. Within 45 days of receipt of this written request, the contractor shall notify the subcontractor in writing as to whether the contractor presented the claim to the public entity and, if the original contractor did not present the claim, provide the subcontractor with a statement of the reasons for not having done so. (e) The text of this section or a summary of it shall be set forth in the plans or specifications for any public works project that may give rise to a claim under this section. (f) A waiver of the rights granted by this section is void and contrary to public policy, provided, however, that (1) upon receipt of a claim, the parties may mutually agree to waive, in writing, mediation and proceed directly to the commencement of a civil action or binding arbitration, as applicable; and (2) a public entity may prescribe reasonable change order, claim, and dispute resolution procedures and requirements in addition to the provisions of this section, so long as the contractual provisions do not conflict with or otherwise impair the timeframes and procedures set forth in this section. (g) This section applies to contracts entered into on or after January 1, 2017. (h) Nothing in this section shall impose liability upon a public entity that makes loans or grants available through a competitive application process, for the failure of an awardee to meet its contractual obligations. (i) This section shall remain in effect only until January 1, 2027, and as of that date is repealed, unless a later enacted statute, that is enacted before January 1, 2027, deletes or extends that date. 351
Agenda Item
City Council
Item #: 3.15. 9/12/2023 File #: 23-0571
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Pavement Coatings Co. for Annual Slurry Seal at Various Locations, FY 23-24; Bid No. 23-24.03.

2. SUMMARY
Bids for the Annual Slurry Seal at Various Locations, FY 23-24 (SP-4259) were received and opened on August 24, 2023. Four bidders responded to the notice inviting bids. The apparent low bidder is Pavement Coatings Co. of Jurupa Valley, California, in the amount of $618,500.

3. RECOMMENDED ACTION
Approve the contract with Pavement Coatings Co. in the amount of $680,350, representing an original amount of $618,500, plus a 10% contingency of $61,850, for Annual Slurry Seal at Various Locations, FY 23-24; and authorize the Mayor and City Clerk to execute on behalf of the City.

4. FISCAL IMPACT
The total expenditure for this contract is $680,350 and will be funded through:

Pavement Management Program (13120) RMRA (274) $662,684 Minor Traffic Control Devices (16302) Capital Projects (500) 17,666 Total: $680,350

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

6. DISCUSSION AND BACKGROUND
The Annual Slurry Seal Project at Various Locations, FY 23-24 is part of the City’songoing Annual Street Maintenance activities and is designed to prolong the pavement life of City streets.

Rehabilitation methods vary depending on the sustained damage, but in general consist of localized areas of pavement reconstruction as needed and slurry seal. The rehabilitated pavement will have a longer service life and will provide a safe and smooth ride for the public.

This slurry seal project will include arterial and local streets throughout the City. The streets are selected for maintenance in accordance with our Pavement Management Plan, generally fall into the City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
352
Item #: 3.15. 9/12/2023 File #: 23-0571
selected for maintenance in accordance with our Pavement Management Plan, generally fall into the “fair”category, and require work at this time to prevent pavement deterioration and avoid a higher cost for asphalt concrete overlay in the future. The work includes local dig out repairs, slurry seal, signing, and striping.

The City Council previously approved advertisement for bids on July 25, 2023. The bid solicitation was advertised on August 3, 2023 for a period of three weeks and bids were opened on August 24, 2023. Four bids were received as follows:

1. Pavement Coatings Co., Jurupa Valley, CA $618,500.00

2. American Asphalt South, Inc., Riverside, CA $652,254.00

3. Roy Allan Slurry Seal, Inc., Santa Fe Springs, CA $728,823.40

4. All American Asphalt, Corona, CA $796,550.00
The low bid is about 10% higher than the Engineer’sEstimate of $553,520 for the project. This is likely due to increases in labor costs and prices of materials. City staff checked the references and qualifications for Pavement Coatings Co. and found them to be acceptable, with adequate years of experience in completing contracts of similar nature to this project. Therefore, staff recommends that Pavement Coatings Co. be awarded the contract in the amount of $680,350, representing an original amount of $618,500 plus a 10% contingency of $61,850 for Annual Slurry Seal Project at Various Locations, FY 23-24.

Construction is scheduled to begin in October 2023 and is expected to be completed within 60 calendar days.

7. ATTACHMENTS
· Bid Abstract
· Location Maps
· Contract with Pavement Coatings Co.

City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
353
Agenda Item
City Council
Item #: 3.15. 9/12/2023 File #: 23-0571
TO: Honorable Mayor and Members of the City Council
THRU: Tom Kisela, City Manager
FROM: Christopher Cash, Public Works Director

1. SUBJECT
Award of Contract to Pavement Coatings Co. for Annual Slurry Seal at Various Locations, FY 23-24; Bid No. 23-24.03.

4. FISCAL IMPACT
The total expenditure for this contract is $680,350 and will be funded through:

Pavement Management Program (13120) RMRA (274) $662,684 Minor Traffic Control Devices (16302) Capital Projects (500) 17,666 Total: $680,350

5. STRATEGIC PLAN GOALS
Goal 1: Provide for a safe community
b: Provide and maintain infrastructure necessary to ensure the safety of the public.

Goal 4: Provide outstanding public service
b: Provide facilities and services to meet customer expectations.

This slurry seal project will include arterial and local streets throughout the City. The streets are selected for maintenance in accordance with our Pavement Management Plan, generally fall into the City of Orange Printed on 9/7/2023Page 1 of 2
powered by Legistar™
354
Item #: 3.15. 9/12/2023 File #: 23-0571
selected for maintenance in accordance with our Pavement Management Plan, generally fall into the “fair”category, and require work at this time to prevent pavement deterioration and avoid a higher cost for asphalt concrete overlay in the future. The work includes local dig out repairs, slurry seal, signing, and striping.

1. Pavement Coatings Co., Jurupa Valley, CA $618,500.00

2. American Asphalt South, Inc., Riverside, CA $652,254.00

3. Roy Allan Slurry Seal, Inc., Santa Fe Springs, CA $728,823.40

Construction is scheduled to begin in October 2023 and is expected to be completed within 60 calendar days.

7. ATTACHMENTS
· Bid Abstract
· Location Maps
· Contract with Pavement Coatings Co.

City of Orange Printed on 9/7/2023Page 2 of 2
powered by Legistar™
355
City of Orange: Summary of Bid Abstracts for:
1 2
Bid No. 23-24.03
Date of Bid Opening: 8/24/2023
Tel. No. (714) 826-3011 Tel. No. (909) 427-8276
NO. DESCRIPTION OF WORK QUANTITY UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT 1 Traffic Control 1 LS 75,000.00$ $75,000.00 $136,000.00 $136,000.00 $103,000.00 $103,000.00 2 Cold Mill Asphalt Concrete (2.5"
Minimum) for Pavement Repair Prior to
Slurry
890 SY 18.00$
$16,020.00 $30.00 $26,700.00 $26.40 $23,496.00
3 Asphalt Concrete for Paving Repairs Prior
to Slurry 130 Ton 250.00$ $32,500.00 $248.00 $32,240.00 $280.50 $36,465.00 4 Type II Polymer Modified Emulsion RAP
Slurry Seal (PME-RAP) 930 ELT 400.00$ $372,000.00 $325.00 $302,250.00 $383.10 $356,283.00 5 Verify, Inventory, and Re-Install All
Roadway Traffic Signing and Striping,
Raised Pavement Markers (RPM's) and
Pavement Markings (Legends)
1 LS 35,000.00$
$35,000.00 $97,000.00 $97,000.00 $104,340.00 $104,340.00 6 Remove and Replace Concrete Collars
and Water Valves per OWD-101 (D) 10 EA 1,000.00$ $10,000.00 $825.00 $8,250.00 $1,100.00 $11,000.00 7 Furnish and Install RRFB Crosswalk
Roadside Sign 2 EA 500.00$ $1,000.00 $510.00 $1,020.00 $560.00 $1,120.00 8 Furnish and Install RRFB Assembly (D)2 EA 6,000.00$ $12,000.00 $7,520.00 $15,040.00 $8,275.00 $16,550.00 $553,520.00 $618,500.00 $652,254.00
* Figures with red text has discrepancies from the submitted hardcopy proposal.

Total

ENGINEER'S ESTIMATE
SP-4259 Annual Slurry Project FY 2023-24
Pavement Coatings Co.

Jurupa Valley, CA
American Asphalt South, Inc.

Riverside, CA

Page 1 of 2 ends

City of Orange: Summary of Bid Abstracts for:

Bid No. 23-24.03
Date of Bid Opening: 8/24/2023
NO. DESCRIPTION OF WORK QUANTITY
1 Traffic Control 1 LS
2 Cold Mill Asphalt Concrete (2.5"
Minimum) for Pavement Repair Prior to
Slurry
890 SY
3 Asphalt Concrete for Paving Repairs Prior
to Slurry 130 Ton
4 Type II Polymer Modified Emulsion RAP
Slurry Seal (PME-RAP) 930 ELT
5 Verify, Inventory, and Re-Install All
Roadway Traffic Signing and Striping,
Raised Pavement Markers (RPM's) and
Pavement Markings (Legends)
1 LS
6 Remove and Replace Concrete Collars
and Water Valves per OWD-101 (D) 10 EA
7 Furnish and Install RRFB Crosswalk
Roadside Sign 2 EA
8 Furnish and Install RRFB Assembly (D)2 EA
* Figures with red text has discrepancies from the submitted hardcopy proposal.

Total
SP-4259 Annual Slurry Project FY 2023-24 3 4
Tel. No. (562) 864-3363 Tel. No. (951) 736-7600

UNIT PRICE AMOUNT UNIT PRICE AMOUNT
$60,600.00 $60,600.00 $60,000.00 $60,000.00
$27.00 $24,030.00 $36.00 $32,040.00
$280.00 $36,400.00 $325.00 $42,250.00
$502.38 $467,213.40 $575.00 $534,750.00
$104,340.00 $104,340.00 $100,000.00 $100,000.00
$1,850.00 $18,500.00 $1,000.00 $10,000.00
$570.00 $1,140.00 $555.00 $1,110.00
$8,300.00 $16,600.00 $8,200.00 $16,400.00
$728,823.40 $796,550.00
All American Asphalt
Corona, CA
Roy Allan Slurry Seal, Inc
Santa Fe Springs, CA

Page 2 of 2 ends

Location Map 1
Esri, HERE, Garmin, (c) OpenStreetMap contributors, and the GIS user community
7/17/2023, 9:18:28 AM
0 0.075 0.150.0375 mi
0 0.1 0.20.05 km
1:4,514
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design358
Location Map 2
Esri, HERE, Garmin, (c) OpenStreetMap contributors, and the GIS user community
7/17/2023, 9:20:30 AM
0 0.075 0.150.0375 mi
0 0.1 0.20.05 km
1:4,514
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design359
Location Map 3
Esri, HERE, Garmin, (c) OpenStreetMap contributors, and the GIS user community
7/17/2023, 10:29:36 AM
0 0.075 0.150.0375 mi
0 0.1 0.20.05 km
1:4,514
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., USGS, EPA | City of Orange - Engineering Design360
Location Map 4
Esri, HERE, Garmin, (c) OpenStreetMap contributors, and the GIS user community
7/17/2023, 9:46:56 AM
0 0.15 0.30.075 mi
0 0.2 0.40.1 km
1:9,028
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., Intermap, USGS, EPA | City of Anaheim, Esri, HERE | City of Orange - Engineering Design361
Location Map 5
Esri, HERE, Garmin, (c) OpenStreetMap contributors, and the GIS user community
8/11/2023, 10:55:14 AM
0 0.15 0.30.075 mi
0 0.2 0.40.1 km
1:9,028
City of Anaheim, County of Los Angeles, Bureau of Land Management, Esri, HERE, Garmin, GeoTechnologies, Inc., Intermap, USGS, EPA | City of Anaheim, Esri, HERE | City of Orange - Engineering Design362

CONTRACT
[Annual Slurry Seal at Various Locations, FY 23-24 (Bid No. 23-24.03)]

THIS CONTRACT (the “Contract”) is made and entered into as of ______________, 2023 (“Effective Date”) by and between the CITY OF ORANGE, a municipal corporation (“City”), and PAVEMENT COATINGS CO., a California corporation (“Contractor”), who agree as follows.

ARTICLE 1
Work Performed

a. For and in consideration of the payments and agreements hereinafter mentioned, to be made and performed by City, and under the conditions expressed in the two (2) bonds presented to City with this Contract and incorporated herein by this reference, Contrac tor hereby agrees to and shall do all the work and furnish all the labor, materials, tools and equipment, except such as are mentioned in the specifications to be furnished by City to Contractor, necessary to complete in good workmanship and substantial manner the work (the “Work”) described in:

(1) The Construction Plans for Annual Slurry Seal at Various Locations, FY 23-24 (Drawing SP-4259) prepared and approved by the “Engineer” (as defined herein below) on February 22, 2023, and consisting of sheets numbered 1 through 5, inclusive (the “Plans”);

(2) The latest edition of the "City of Orange Standard Plans and Specifications" (the “Orange Book”) with the term "Engineer ," as used in the Orange Book and in this Contract , to specifically include the City Engineer (or designee);

(3) The "Standard Specifications for Public Works Construction” (the “Greenbook”), and all amendments thereto, except the definition of “Subcontractor” in Section 1.2 (General – Terms and Definitions) of Part 1 (General Provisions) of the Greenbook, which is hereby amended in its entirety to read as follows: “Subcontractor – An individual, firm, or corporation having a direct contract with the Contractor for the performance of a part of the Work;”

(4) The “City of Orange Standard Special Provisions;”

(5) The Standard Plans; and

(6) Contractor’s Bid Proposal , which is on file with City ’s Department of Public Works.

c. Contractor acknowledges the provisions of Chapter 8.28 of the Orange Municipal Code which requires, among other things, that Contractor utilize City ’s exclusive solid waste hauler for the rental of bins for trash and debris removal and imposes mandatory recycling requirements for self-hauled construction and demolition waste. The terms and conditions set forth in this Contract shall control over any terms and conditions in the Plans and Specifications to the contrary.

d. The Work shall be performed in conformity with the Plans and Specifications and the Bid Proposal and all applicable laws, including any and all applicable fed eral and state labor laws and standards and applicable prevailing wage requirements and any and all state, federal and local statutes, regulations and ordinances relating to the protection of human health or the environment.

e. Unless and until otherwise notified in writing by City ’s Public Works Director, City’s Senior Civil Engineer, Youichi Nakagawa (“Authorized City Representative”), shall be the person to whom Contractor will report for the performance of the Work hereunder. It is understood that Contractor’s performance hereunder shall be under the direction and supervision of the Authorized City Representative or such other person as City’s Public Works Director may designate from time to time, that Contractor shall coordinate the Work hereunder with the Authorized City Representative to the extent required by the Authorized City Representative, and that all performances required hereunder by Contractor shall be performed to the satisfaction of the Authorized City Representative or City’s Public Works Director.

g. Contractor agrees that it has an obligation to reset all permanent survey markers as stated in the Orange Book, Part 4, Section 400- 2, “Permanent Survey Markers ,” and obtain the approval for pre- and post-construction centerline tie sheets and Corner Records from the County of Orange and deliver said approved documents to City as soon as they are received. This obligation extends to any of its subcontractors that have performed work in this regard. This subsection survives completion of the Work, the Notice of Completion, and final payment and shall be an enforceable obligation until fulfilled.

ARTICLE 2
Commencement of Work

Contractor shall commence the Work provided for in this Contract within ten (10) days of the date of the issuance by City of a Notice to Proceed and diligently prosecute completion of the Work within sixty (60) calendar days from such date, unless legal extension is granted in accordance with the terms set forth in the Greenbook. Time is of the essence in this Contract. 364
3 Contractor shall do all things necessary and incidental to the prosecution of Contractor's Work.

ARTICLE 3
Compensation

a. Contractor agrees to receive and accept an amount not to exceed SIX HUNDRED EIGHTEEN THOUSAND FIVE HUNDRED DOLLARS and 00/100 ($618,500.00) unless said amount is amended by Contract Change Order approved by the City, as compensation for furnishing all materials and doing all the Work contemplated and embraced in this Contract. Said compensation covers (1) all loss or damage arising out of the nature of the Work, from the acts of the elements; (2) any unforeseen difficulties or obstructions which may arise or be encountered in the prosecution of the Work until its acceptance by City, other than as provided below; (3) all risks of every description connected with the Work; (4) all expenses incurred by or in consequence of the suspension or discontinuance of the Work; and (5) well and faithfully completing the Work, and for the whole thereof, in the manner and according to the Pl ans and Specifications, and requirements of the Authorized City Representative under them. Retention amounts shall be withheld from progress payments as required by law unless Contractor provides securities in lieu of retention.

b. In addition to the scheduled Work to be performed by the Contractor, the parties recognize that additional, unforeseen work and services may be required by the Authorized City Representative. In anticipation of such contingencies, the sum of SIXTY-ONE THOUSAND EIGHT HUNDRED FIFTY DOLLARS and 00/100 ($61,850.00) has been added to the total compensation of this Contract . The Authorized City Representative may approve the additional work and the actual costs incurred by the Contractor in performance of additional work or services in accordance with such amount as the Authorized City Representative and the Contractor may agree upon in advance. Said additional work or services and the amount of compensation therefor, up to the amount of the authorized contingency, shall be memorialized in the form of a Contract Amendment approved by the City Manager on a form acceptable to the City Attorney. The Contractor agrees to perform only that work or those services that are specifically requested by the Authorized City Representative. A ny and all additional work and services performed under this Contract shall be completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care in accordance with a cost estimate or proposal submitted to and approved by the Authorized City Representative prior to the commencement of such Work or services.

c. The total amount of compensation under this Contract , including contingencies, shall not exceed SIX HUNDRED EIGHTY THOUSAND THREE HUNDRED FIFTY DOLLARS and 00/100 ($680,350).

ARTICLE 4
Licenses

Contractor represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the Work contemplated by this 365
4 Contract and that Contractor and subcontractors shall maintain all appropriate licenses, including a City of Orange business license, at its cost, during the performance of this Contract.

ARTICLE 5
Guarantees

a. Contractor guarantees the construction and installation of all Work included in the Plans and Specifications for which Contractor has been awarded this Contract.

e. It is understood that emergency repairs may, by necessity, be made by City.

ARTICLE 6
Water Quality

a. The Santa Ana Regional Water Quality Control Board (“RWQCB”) has i ssued National Pollutant Discharge Elimination System (“NPDES”) Permit No. R8 -2009-0030 (the “Permit”), which governs storm water and non- storm water discharges resulting from municipal activities performed by City or its contractors. In order to comply w ith the Permit requirements, the County of Orange has prepared a Drainage Area Management Plan (“DAMP”), containing Model Maintenance Procedures with Best Management Practices (“BMPs”) that City and its contractors must adhere to. The Model Maintenance Procedures contain pollution prevention and source control techniques to minimize the impact of those activities upon dry- weather urban runoff, storm water runoff, and receiving water quality. Examples include: wash water from 366
5 cleaning of sidewalks or parking lots must be collected and disposed of in the sewer or landscaped areas.

b. The Permit, the DAMP and the Model Maintenance Procedures are on file in the office of City’s Director of Public Works. Contractor hereby acknowledges that it has read, reviewed and understands the Permit, the DAMP and the Model Maintenance Procedures, as they relate to the Work and hereby shall perform the Work in conformance therewith.

ARTICLE 7
Independent Contractor; Contractor not Agent

a. At all times during the term of this Contract, Contractor shall be an independent contractor and not an employee of City. City shall have the right to control Contractor only insofar as the result of Contractor’s services rendered pursuant to this Contract. City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Contract. Contractor shall, at its sole cost and expense, furnish all facilities, materials and equipment which may be required for furnishing services purs uant to this Contract. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its subcontractors, agents and employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be cons idered employees of City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits.

ARTICLE 8
Public Work; Prevailing Wage

a. The Work which is the subject of this Contract is a “public work,” as that term is defined in Section 1720 of the California Labor Code, for which prevailing wages must be paid.

To the extent Contractor ’s employees will perform any work that falls within any of the classifications for which the Department of Labor Relations of the State of California promulgates prevailing wage determinations, Contractor hereby agrees that Contractor, and any subcontractor under it, shall pay not less than the specified prevailing ra tes of wages to all such workers . The general prevailing wage determinations for crafts can be located on the website of the Department of Industrial Relations ( www.dir.ca.gov/DLSR). Additionally, to perform work under this Contract, Contractor must meet all State registration requirements and criteria, including project compliance monitoring.

367
6 b. Attached hereto as Attachment No. 1 and incorporated herein by this reference is a copy of the provisions of Sections 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815 of the California Labor Code. Contractor hereby acknowledges that it has read, reviewed and understands those provisions of the Labor Code and shall prosecute and complete the Work under this Contract in strict compliance with all of those terms and provisions.

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”

d. Contractor shall indemnify, protect, defend and hold harmless City and its officers, employees, contractors and agents, with counsel reasonably acceptable to City, from and against any and all loss, liability, damage, claim, cost, expense, and/or “increased costs” (including reasonable attorney’s fees, court and litigation costs, and fees of expert witnesses) which result or arise in any way from the noncompliance by Contractor of any applicable local, state and/or federal law, including, without limitation , any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages). It is agreed by the parties that, in connection with the construction of the W ork which is the subject of this Contract , Contractor shall bear all risks of payment or non- payment of state prevailing wages. “Increased costs” as used in this paragraph shall have the meaning ascribed to it in Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time. The foregoing indemnity shall survive termination of this Contract.

ARTICLE 9
Equal Employment Opportunity

During the performance of this Contract, Contractor agrees as follows:

a. Contractor shall not discriminate against any employee or applicant f or employment because of race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. Contractor shall ensure that applicants are employed and that employees are treated during employment, wi thout regard to their race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. Contractor shall post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause.

368
7 b. Contractor shall, in all solicitations and advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration fo r employment without regard to race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law.

ARTICLE 10
Conflicts of Interest

Contractor agrees that it shall not make, participate in the making, or in any way attempt to use its position as a contractor to influence any decision of City in which Contractor knows or has reason to know that Contractor, its officers, partners, or employees have a financial interest as defined in Section 87103 of the Government Code. Contractor further agrees that it shall not be eligible to work as the builder for any project for which the design work is part of this Contract.

ARTICLE 11
Indemnity

Contractor shall defend, indemnify and hold harmless City and its officers, officials, agents, and employees from and against:

b. Any and all claims under workers’ compensation acts and other employee benefit acts with respect to Contractor’s employees or Contractor’s subcontractor’s employees arising out of Contractor’s Work under this Contract, including any and all claims under any law pertaining to Contractor’s status as an independent contractor.

ARTICLE 12
Insurance

a. Contractor shall procure and maintain for the duration of this Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection 369
8 with the performance of the Work hereunder and the results of that Work by Contractor, its agents, representatives, employees or subcontractors. Any umbrella liability insurance that is provided as part of the general or automobile liability minimums set forth below shall be maintained for the duration of the Contract.

(2) Automobile Liability $1,000,000 per accident for bodily injury and property damage.

(3) Workers’ Compensation as required by the State of California.

(4) Employer’s Liability $1,000,000 per accident for bodily injury or disease.

e. Each policy of general liability and automotive liability insurance shall contain, or be endorsed to contain, the following provisions:

(1) City, its officers, officials, agents, and employees are declared to be additional insureds under the terms of the policy,
with respect to liability arising out of automobiles
owned, leased, hired or borrowed by or on behalf of Contractor (any auto), and with respect to liability arising out of Work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such Work or operations. A policy endorsement to that effect shall be provided to City along with the certificate of insurance. In lieu 370
9 of an endorsement, City will accept a copy of the policy(ies) which evidences that City is an additional insured as a contracting party. The minimum coverage required by Subsection 12.b, above, shall apply to City as an additional insured.

(2) For any claims related to this Contract , Contractor’s insurance coverage shall be primary insurance with respect to City, its officers, officials, agents and employees. Any insurance or self-insurance maintained by City, its officers, officials, agents and employees shall be excess of Contractor’s insurance and shall not contribute with it.

(3) Coverage shall not be canceled, except after thirty (30) days’ prior written notice has been provided to City.

g. All insurance procured and maintained by Contractor shall be issued by insurers admitted to conduct the pertinent line of insurance business in California and having a r ating of Grade A or better and Class VII or better by the latest edition of Best Key Rating Guide.

h. Contractor shall immediately notify City if any required insurance lapses or is otherwise modified and cease performance of this Contract unless otherwis e directed by City. In such a case, City may procure insurance or self-insure the risk and charge Contractor for such costs and any and all damages resulting therefrom by way of set-off from any sums owed Contractor.

i. Contractor agrees that in the event of loss due to any of the perils for which it has agreed to provide insurance, Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City, on behalf of any insurer providing insurance to either Contractor or City with respect to the services of Contractor herein, a waiver of any right to subrogation which any such insurer may acquire against City by virtue of the payment of any loss under such insurance.

j. Contractor shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein.

ARTICLE 13
Termination

City, acting through its City Manager or designee, reserves the right to terminate this Contract for any reason by giving five (5) days’ written notice of intent to terminate to Contractor. 371
10 Upon receipt of notice, Contractor shall immediately cease work, unless the notice provides otherwise. Should City terminate this Contract, City shall pay Contractor for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Contract, unless such te rmination shall be for cause, in which event City may withhold any disputed compensation. City shall not be liable for any claim of lost profits.

ARTICLE 14
Maintenance and Inspection of Records

In accordance with generally accepted accounting principle s, Contractor and its subcontractors shall maintain reasonably full and complete books, documents, papers, accounting records and other information (collectively, the “records”) pertaining to the costs of and completion of services performed under this Contract. During the term of this Contract and for a period of three (3) years after termination or completion of this Contract, City shall have the right to inspect and/or audit Contractor's records pertaining to the performance of this Contract at Contractor's office. Contractor shall make available all such records for inspection or audit at its offices during normal business hours and upon three (3) days’ notice from City, and copies thereof shall be furnished if requested.

ARTICLE 15
Compliance with Laws

b. Contractor represents and warrants that it:

(2) Has not and will not knowingly employ any individual to perform services under this Contract who is ineligible to work in the United States or under the terms of this Contract; and

(4) Has res ponded, and shall at all times during the term of this Contract respond, in a timely fashion to any government inspection requests relating to immigration law compliance and/or Form I -9 compliance and/or worksite enforcement by the Department of Homeland Security, the Department of Labor, or the Social Security Administration.

372
11 c. Contractor shall require all subcontractors and/or subconsultants to make the same representations and warranties required by this Article 15 when hired to perform services unde r this Contract.

d. Contractor shall, upon request of City, provide a list of all employees working under this Contract and shall provide, to the reasonable satisfaction of City, verification that all such employees are eligible to work in the United States. All costs associated with such verification shall be borne by Contractor. Once such request has been made, Contractor may not change employees working under this Contract without written notice to City, accompanied by the verification required herein for such employees. Contractor shall require all subcontractors and/or sub-consultants to make the same verification when hired to perform services under this Contract.

e. If Contractor, or a subcontractor or subconsultant, knowingly employs an employee providing Work under this Contract who is not authorized to work in the United States, and/or fails to follow federal laws to determine the status of such employee , such shall constitute a material breach of this Contract and may be cause for immediate termination of this Contract by City.

f. Contractor shall indemnify and hold City, its officials and employees harmless for, of and from any loss, including but not limi ted to fines, penalties and corrective measures, City may sustain by reason of Contractor’s failure to comply with said laws, rules and regulations in connection with the performance of this Contract.

ARTICLE 16
Governing Law and Venue

ARTICLE 17
Integration and Amendment

b. Amendments to this Contract must be in writing and signed by both parties. [For contracts approved by the City Council: The City Manager is authorized to execute amendments to this Contract up to the amounts specified in Chapter 3.08 of the Orange Municipal Code.]

ARTICLE 18
Notice

373
12 Except as otherwise provided herein, all notices required under this Contract shall be in writing and delivered personally, by e-mail, or by first class mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices shall be deemed received upon receipt of same or wi thin three (3) days of deposit in the U.S. Mail, whichever is earlier. Notices sent by e-mail shall be deemed received on the date of the e-mail transmission.

“CONTRACTOR” “CITY”

Pavement Coating Co. City of Orange
10240 San Sevaine Way 300 E. Chapman Avenue
Jurupa Valley, CA 91752 Orange, CA 92866-1591
Attn: James Wu Attn: Youichi Nakagawa

Telephone: (714) 826-3011 Telephone: (714) 744-5572
E-Mail: [email protected] E-Mail: [email protected]

ARTICLE 19
Claim Resolution

City and Contractor agree that the claim resolution process applicable to any claim by Contractor in connection with the Work provided herein shall be subject to the procedures set forth in Califor nia Public Contract Code Section 9204, attached hereto as Attachment No. 2, and incorporated herein by this reference.

ARTICLE 20
Counterparts

[Remainder of page intentionally left blank; signatures on next page] 374
13 “CITY”

CONTRACT, BONDS AND INSURANCE
APPROVED BY:

Melissa M. Crosthwaite
Senior Assistant City Attorney

CITY OF ORANGE, a municipal corporation

By:

Daniel R. Slater
Mayor of the City of Orange

ATTEST:

Pamela Coleman, City Clerk

“CONTRACTOR”

PAVEMENT COATINGS CO., a California
corporation

[Note: Signature of Chairman of the By:

Board, President or Vice President is Printed Name:
required] Title:

[Note: Signature of Secretary, Assistant By:

Secretary, Chief Financial Officer or Printed Name:

Assistant Treasurer is also required] Title:

√
375

Attachment No. 1

Page 1 of 13 ends

ATTACHMENT NO. 1

CALIFORNIA LABOR CODE
SECTIONS 1725.5, 1771, 1771.1, 1771.4, 1775, 1776, 1777.5, 1813 and 1815

Section 1725.5. Registration of contractors; mandatory registration; qualifications and application; fees; exempt contractors
A contractor shall be registered pursuant to this section to be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any public work contract that is subject to the requirements of this chapter. For the purposes of this section, “contractor” includes a subcontractor as defined by Section 1722.1. (a) To qualify for registration under this section, a contractor shall do all of the following:
(1)(A) Register with the Department of Industrial Relations in the manner prescribed by the department and pay an initial nonrefundable application fee of four hundred dollars ($400) to qualify for registration under this section and an annual renewal fee on or before July 1 of each year thereafter. The annual renewal fee shall be in a uniform amount set by the Director of Industrial Relations, and the initial registration and renewal fees may be adjusted no more than annually by the director to support the costs specified in Section 1771.3. (B) Beginning June 1, 2019, a contractor may register or renew according to this subdivision in annual increments up to three years from the date of registration. Contractors who wish to do so will be required to prepay the applicable nonrefundable application or renewal fees to qualify for the number of years for which they wish to preregister.
(2) Provide evidence, disclosures, or releases as are necessary to establish all of the following:
(A) Workers' compensation coverage that meets the requirements of Division 4 (commencing with Section 3200) and includes sufficient coverage for any worker whom the contractor employs to perform work that is subject to prevailing wage requirements other than a contractor who is separately registered under this section.

Coverage may be evidenced by a current and valid certificate of workers' compensation insurance or certification of self-insurance required under Section 7125 of the Business and Professions Code. (B) If applicable, the contractor is licensed in accordance with Chapter 9 (commencing with Section 7000) of the Business and Professions Code.
(C) The contractor does not have any delinquent liability to an employee or the state for any assessment of back wages or related damages, interest, fines, or penalties pursuant to any final judgment, order, or determination by a court or any federal, state, or local administrative agency, including a confirmed arbitration award. However, for purposes of this paragraph, the contractor shall not be disqualified for any judgment, order, or determination that is under appeal, provided that the contractor has secured the paymen t of any amount eventually found due through a bond or other appropriate means. (D) The contractor is not currently debarred under Section 1777.1 or under any other federal or state law providing for the debarment of contractors from public works. (E) The contractor has not bid on a public works contract, been listed in a bid proposal, or engaged in the performance of a contract for public works without being lawfully registered in accordance with this section, within the preceding 12 months or since the effective date of the requirements set forth in subdivision (e), whichever is earlier. If a contractor is found to be in violation of the requirements of this paragraph, the period of disqualification shall be waived if both of the following are true:
376

Attachment No. 1

Page 2 of 13 ends

(i) The contractor has not previously been found to be in violation of the requirements of this paragraph within the preceding 12 months.
(ii) The contractor pays an additional nonrefundable penalty registration fee of two thousand dollars ($2,000). (b) Fees received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (c) A contractor who fails to pay the renewal fee required under paragraph (1) of subdivision (a) on or before the expiration of any prior period of registration shall be prohibited from bidding on or engaging in the performance of any contract for public work until once again registered pursuant to this section. If the failure to pay the renewal fee was inadvertent, the contractor may renew its registration retroactively by paying an additional nonrefundable penalty renewal fee equal to the amount of the renewal fee within 90 days of the due date of the renewal fee.
(d) If, after a body awarding a contract accepts the contractor's bid or awards the contract, the work covered by the bid or contract is determined to be a public work to which Section 1771 applies, either as the result of a determination by the director pursuant to Section 1773.5 or a court decision, the requirements of this section shall not apply, subject to the following requirements:
(1) The body that awarded the contract failed, in the bid specification or in the contract documents, to identify as a public work that portion of the work that the determination or decision subsequently classifies as a public work.
(2) Within 20 days following service of notice on the awarding body of a determination by the Director of Industrial Relations pursuant to Section 1773.5 or a decision by a court that the contract was for public work as defined in this chapter, the contractor and any subcontractors are registered under this section or are replaced by a contractor or subcontractors who are registered under this section. (3) The requirements of this section shall apply prospectively only to any subsequent bid, bid proposal, contract, or work performed after the awarding body is served with notice of the determination or decision referred to in paragraph (2).
(e) The requirements of this section shall apply to any bid proposal submitted on or after March 1, 2015, to any contract for public work, as defined in this chapter, executed on or after April 1, 2015, and to any work performed under a contract for public work on or after January 1, 2018, regardless of when the contract for public work was executed.
(f) This section does not apply to work performed on a public works project of twenty- five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771. Payment of general prevailing rate

Except for public works projects of one thousand dollars ($1,000) or less, not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the public work is performed, and not les s than the general prevailing rate of per diem wages for holiday and overtime work fixed as provided in this chapter, shall be paid to all workers employed on public works.

Attachment No. 1

Page 3 of 13 ends

Section 1771.1. Registration as a contractor or subcontractor required prior to bid submission; exceptions; violations; penalties
(a) A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code , or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code , provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.
(b) Notice of the requirement described in subdivision (a) shall be included in all bid invitations and public works contracts, and a bid shall not be accepted nor any contract or subcontract entered into without proof of the contractor or subcontractor's current registration to perform public work pursuant to Section 1725.5. (c) An inadvertent error in listing a subcontractor who is not registered pursuant to Section 1725.5 in a bid proposal shall not be grounds for filing a bid protest or gr ounds for considering the bid nonresponsive, provided that any of the following apply:
(1) The subcontractor is registered prior to the bid opening. (2) Within 24 hours after the bid opening, the subcontractor is registered and has paid the penalty registration fee specified in subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (3) The subcontractor is replaced by another registered subcontractor pursuant to Section 4107 of the Public Contract Code.
(d) Failure by a subcontractor to be registered to perform public work as required by subdivision (a) shall be grounds under Section 4107 of the Public Contract Code for the contractor, with the consent of the awarding authority, to substitute a subcontractor who is registered to perfor m public work pursuant to Section 1725.5 in place of the unregistered subcontractor.
(e) The department shall maintain on its Internet Web site a list of contractors who are currently registered to perform public work pursuant to Section 1725.5.
(f) A contract entered into with any contractor or subcontractor in violation of subdivision (a) shall be subject to cancellation, provided that a contract for public work shall not be unlawful, void, or voidable solely due to the failure of the awarding body, contractor, or any subcontractor to comply with the requirements of Section 1725.5 or this section.
(g) If the Labor Commissioner or his or her designee determines that a contractor or subcontractor engaged in the performance of any public work contract without having been registered in accordance with this section, the contractor or subcontractor shall forfeit, as a civil penalty to the state, one hundred dollars ($100) for each day of work performed in violation of the registration requirement, not to exceed an aggregate penalty of eight thousand dollars ($8,000) in addition to any penalty registration fee assessed pursuant to clause (ii) of subparagraph (E) of paragraph (2) of subdivision (a) of Section 1725.5. (h)(1) In addition to, or in lieu of, any other penalty or sanction authorized pursuant to this chapter, a higher tiered public works contractor or subcontractor who is found to have entered into a subcontract with an unregistered lower tier subcontractor to perform any public work in violation of the requirements of Section 1725.5 or this section shall be subject to forfeiture, as a civil penalty to the state, of one hundred dollars ($100) 378

Attachment No. 1

Page 4 of 13 ends

for each day the unregistered lower tier subcontractor performs work in violation of the registration requirement, not to exceed an aggregate penalty of ten thousand dollars ($10,000). (2) The Labor Commissioner shall use the same standards specified in subparagraph (A) of paragraph (2) of subdivision (a) of Section 1775 when determining the severity of the violation and what penalty to assess, and may waive the penalty for a first time violation that was unintentional and did not hinder the Labor Commissioner's ability to monitor and enforce compliance with the requirements of this chapter. (3) A higher tiered public works contractor or subcontractor shall not be liable for penalties assessed pursuant to paragraph (1) if the lower tier subcontractor's performance is in violation of the requirements of Section 1725.5 due to the revocation of a previously approved registration. (4) A subcontractor shall not be liable for any penalties assessed against a higher tiered public works contractor or subcontractor pursuant to paragraph (1). A higher tiered public works contractor or subcontractor may not require a lower tiered subcontractor to indemnify or otherwise be liable for any penalties pursuant to paragraph (1).
(i) The Labor Commissioner or his or her designee shall issue a civil wage and penalty assessment, i n accordance with the provisions of Section 1741, upon determination of penalties pursuant to subdivision (g) and subparagraph (B) of paragraph (1) of subdivision (h). Review of a civil wage and penalty assessment issued under this subdivision may be requested i n accordance with the provisions of Section 1742. The regulations of the Director of Industrial Relations, which govern proceedings for review of civil wage and penalty assessments and the withholding of contract payments under Article 1 (commencing with Section 1720) and Article 2 (commencing with Section 1770), shall apply. (j)(1) Where a contractor or subcontractor engages in the performance of any public work contract without having been registered in violation of the requirements of Section 1725.5 or this section, the Labor Commissioner shall issue and serve a stop order prohibiting the use of the unregistered contractor or the unregistered subcontractor on all public works until the unregistered contractor or unregistered subcontractor is registered. The stop order shall not apply to work by registered contractors or subcontractors on the public work.
(2) A stop order may be personally served upon the contractor or subcontractor by either of the following methods:
(A) Manual delivery of the order to the contractor or subcontractor personally. (B) Leaving signed copies of the order with the person who is apparently in charge at the site of the public work and by thereafter mailing copies of the order by first class mail, postage prepaid to the con tractor or subcontractor at one of the following:
(i) The address of the contractor or subcontractor on file with either the Secretary of State or the Contractors' State License Board.
(ii) If the contractor or subcontractor has no address on file wit h the Secretary of State or the Contractors' State License Board, the address of the site of the public work. (3) The stop order shall be effective immediately upon service and shall be subject to appeal by the party contracting with the unregistered contractor or subcontractor, by the unregistered contractor or subcontractor, or both. The appeal, hearing, and any further review of the hearing decision shall be governed by the procedures, time limits, and other requirements specified in subdivision (a) of Section 238.1. 379

Attachment No. 1

Page 5 of 13 ends

(4) Any employee of an unregistered contractor or subcontractor who is affected by a work stoppage ordered by the commissioner pursuant to this subdivision shall be paid at his or her regular hourly prevailing wage rate by that employer for any hours the employee would have worked but for the work stoppage, not to exceed 10 days.
(k) Failure of a contractor or subcontractor, owner, director, officer, or managing agent of the contractor or subcontractor to observe a stop order issued and served upon him or her pursuant to subdivision (j) is guilty of a misdemeanor punishable by imprisonment in county jail not exceeding 60 days or by a fine not exceeding ten thousand dollars ($10,000), or both.
(l) This section shall apply to any bid proposal submitted on or after March 1, 2015, and any contract for public work entered into on or after April 1, 2015. This section shall also apply to the performance of any public work, as defined in this chapter, on or after January 1, 2018, regardless of when the contract for public work was entered.
(m) Penalties received pursuant to this section shall be deposited in the State Public Works Enforcement Fund established by Section 1771.3 and shall be used only for the purposes specified in that section. (n) This section shall not apply to work performed on a public works project of twenty-five thousand dollars ($25,000) or less when the project is for construction, alteration, demolition, installation, or repair work or to work performed on a public works project of fifteen thousand dollars ($15,000) or less when the project is for maintenance work.

Section 1771.4. Additional requirements when bidding and awarding public works contracts

(a) All of the following are applicable to all public works projects that are otherwise subject to the requirements of this chapter:
(1) The call for bids and contract documents shall specify that the project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. (2) The awarding body shall post or require the prime contractor to post job site notices, as prescribed by regulation.
(3) Each contractor and subcontractor shall furnish the records specified in Section 1776 directly to the Labor Commissioner, in the following manner:
(A) At least monthly or more frequently if specified in the contract with the awarding body. (B) In a format prescribed by the Labor Commissioner.
(4) If the contractor or subcontractor is not registered pursuant to Section 1725.5 and is performing work on a project for which registration is not required because of subdivision (f) of Section 1725.5, the unregistered contractor or subcontractor is not required to furnish the records specified in Section 1776 directly to the Labor Commissioner but s hall retain the records specified in Section 1776for at least three years after completion of the work.
(5) The department shall undertake those activities it deems necessary to monitor and enforce compliance with prevailing wage requirements.
380

Attachment No. 1

Page 6 of 13 ends

(b) The Labor Commi ssioner may exempt a public works project from compliance with all or part of the requirements of subdivision (a) if either of the following occurs:
(1) The awarding body has enforced an approved labor compliance program, as defined in Section 1771.5, on all pu blic works projects under its authority, except those deemed exempt pursuant to subdivision (a) of Section 1771.5, continuously since December 31, 2011.
(2) The awarding body has entered into a collective bargaining agreement that binds all contractors performing work on the project and that includes a mechanism for resolving disputes about the payment of wages. (c) The requirements of paragraph (1) of subdivision (a) shall only apply to contracts for public works projects awarded on or after January 1, 2015.
(d) The requirements of paragraph (3) of subdivision (a) shall apply to all contracts for public work, whether new or ongoing, on or after January 1, 2016.

Section 1775. Penalties for violations

(a)(1) The contractor and any subcontractor under the contractor shall, as a penalty to the state or political subdivision on whose behalf the contract is made or awarded, forfeit not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid l ess than the prevailing wage rates as determined by the director for the work or craft in which the worker is employed for any public work done under the contract by the contractor or, except as provided in subdivision (b), by any subcontractor under the contractor.
(2)(A) The amount of the penalty shall be determined by the Labor Commissioner based on consideration of both of the following:
(i) Whether the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor.
(ii) Whether the contractor or subcontractor has a prior record of failing to meet its prevailing wage obligations.
(B)(i) The penalty may not be less than forty dollars ($40) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, unless the failure of the contractor or subcontractor to pay the correct rate of per diem wages was a good faith mistake and, if so, the error was promptly and voluntarily corrected when brought to the attention of the contractor or subcontractor. (ii) The penalty may not be less than eighty dollars ($80) for each calendar day, or portion thereof, for ea ch worker paid less than the prevailing wage rate, if the contractor or subcontractor has been assessed penalties within the previous three years for failing to meet its prevailing wage obligations on a separate contract, unless those penalties were subsequently withdrawn or overturned. (iii) The penalty may not be less than one hundred twenty dollars ($120) for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate, if the Labor Commissioner determines that the violation was willful, as defined in subdivision (c) of Section 1777.1. (C) If the amount due under this section is collected from the contractor or subcontractor, any outstanding wage claim under Chapter 1 (commencing with Section 1720) of Part 7 of Division 2 against that contractor 381

Attachment No. 1

Page 7 of 13 ends

or subcontractor shall be satisfied before applying that amount to the penalty imposed on that contractor or subcontractor pursuant to this section.
(D) The determination of the Labor Commissioner as to the amount of the penalty shall be reviewable only for abuse of discretion.
(E) The difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the contractor or subcontractor, and the body awarding the contract shall cause to be inserted in the contract a stipulation that this section will be complied with. (b) If a worker employed by a subcontractor on a publ ic works project is not paid the general prevailing rate of per diem wages by the subcontractor, the prime contractor of the project is not liable for any penalties under subdivision (a) unless the prime contractor had knowledge of that failure of the subc ontractor to pay the specified prevailing rate of wages to those workers or unless the prime contractor fails to comply with all of the following requirements:
(1) The contract executed between the contractor and the subcontractor for the performance of work on the public works project shall include a copy of the provisions of this section and Sections 1771, 1776, 1777.5, 1813, and 1815.
(2) The contractor shall monitor the payment of the specified general prevailing rate of per diem wages by the subcontractor to the employees, by periodic review of the certified payroll records of the subcontractor. (3) Upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages, the contractor shall diligently take corrective action to halt or rectify the failure, including, but not limited to, retaining sufficient funds due the subcontractor for work performed on the public works project. (4) Prior to making final payment to the subcontractor for work performed on the public works project, the contractor shall obtain an affidavit signed under penalty of perjury from the subcontractor that the subcontractor has paid the specified general prevailing rate of per diem wages to his or her employees on the public works project and any amounts due pursuant to Section 1813. (c) The Division of Labor Standards Enforcement shall notify the contractor on a public works project within 15 days of the receipt by the Division of Labor Standards Enforcement of a complaint of the failure of a subcontractor on that public works project to pay workers the general prevailing rate of per diem wages.

Section 1776. Payroll records; retention; inspection; redacted information; agencies entitled to receive nonredacted copies of certified records; noncompliance penalties; rules

(a) Each contractor and subcontractor shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
(1) The information contained in the payroll record is true and correct. (2) The employer has complied with the requirements of Sections 1771, 1811, and 1815 for any work performed by his or her employees on the public works project. 382

Attachment No. 1

Page 8 of 13 ends

(b) The payroll records enumerated under subdivision (a) shall be certified and shall be available for inspection at all reasonable hours at the principal office of the contractor on the following basis:
(1) A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or his or her authorized representative on request. (2) A certified copy of all payroll records enumerated in subdivision (a) shall be made available for inspection or furnished upon request to a representative of the body awarding the contract and the Division of Labor Standards Enforcement of the Department of Industrial Relations. (3) A certified copy of all payroll records enumerated in subdivision (a) shall be made available upon request by the public for inspection or for copies thereof. However, a request by the public shall be made through either the body awarding the contract or the Division of Labor Standards Enforcement. If the requested payroll records have not been provided pursuant to paragraph (2), the requesting party shall, prior to being provided the records, reimburse the costs of preparation by the contractor, subcontractors, and the entity through which the request was made. The public may not be given access to the records at the principal office of the contractor.
(c) Unless required to be furnished directly to the Labor Commissioner in accordance with paragraph (3) of subdivision (a) of Section 1771.4, the certified payroll records shall be on forms provided by the Division of Labor Standards Enforcement or shall contain the same information as the forms provided by the division.

The payroll records may consist of printout s of payroll data that are maintained as computer records, if the printouts contain the same information as the forms provided by the division and the printouts are verified in the manner specified in subdivision (a).
(d) A contractor or subcontractor shall file a certified copy of the records enumerated in subdivision (a) with the entity that requested the records within 10 days after receipt of a written request. (e) Except as provided in subdivision (f), any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by the awarding body or the Division of Labor Standards Enforcement shall be marked or obliterated to prevent disclosure of an individual's name, address, and social security number. The name and address of the contractor awarded the contract or the subcontractor performing the contract shall not be marked or obliterated. Any copy of records made available for inspection by, or furnished to, a multiemployer Taft -Hartley trust fund ( 29 U.S.C. Sec. 186(c)(5) ) that requests the records for the purposes of allocating contributions to participants shall be marked or obliterated only to prevent disclosure of an individual's full social security number, but shall provide the last four digits of the social security number. Any copy of records made available for inspection by, or furnished to, a joint labor- management committee established pursuant to the federal Labor Management Cooperation Act of 1978 (29 U.S.C. Sec. 175a) shall be marked or obliterated only to prevent disclosure of an individual's social security number.
(f)(1) Notwithstanding any other provision of law, agencies that are included in the Joint Enforcement Strike Force on the Underground Economy established pursuant to Section 329 of the Unemployment Insurance Code and other law enforcement agencies investigating violations of law shall, upon request, be provided nonredacted copies of certified payroll records. Any copies of records or certified payroll made available for inspection and furnished upon request to the public by an agency included in the Joint Enforcement Strike Force on the Underground Economy or to a law enforcement agency investigating a violation of law shall be marked or redacted to prevent disclosure of an individual's name, address, and social security number. 383

Attachment No. 1

Page 9 of 13 ends

(2) An employer shall not be liable for damages in a civil action for any reasonable act or omission taken in good faith in compliance with this subdivision.
(g) The contractor shall inform the body awarding the contract of the location of the records enumerated under subdivision (a), including the street address, city, and county, and shall, within five working days, provide a notice of a change of location and address.
(h) The contractor or subcontractor has 10 days in which to comply subsequent to receipt of a written notice requesting the records enumerated in subdivision (a). In the event that the contractor or subcontractor fails to comply within the 10-day period, he or she shall, as a penalty to the state or political subdivision on whose behalf the contract is made or awarded, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Upon the request of the Division of Labor Standards Enforcement, these penalties shall be withheld from progress payments then due. A contractor is not subject to a penalty assessment pursuant to this section due to the failure of a subcontractor to comply with this section.
(i) The body awarding the contract shall cause to be inserted in the contract stipulations to effectuate this section.
(j) The director shall adopt rules consistent with the California Public Records Act (Chapter 3.5 (commencing with Section 6250) of Division 7 of T itle 1 of the Government Code ) and the Information Practices Act of 1977 (Title 1.8 (commencing with Section 1798) of Part 4 of Division 3 of the Civil Code) governing the release of these records, including the establishment of reasonable fees to be charged for reproducing copies of records required by this section.

Section 1777.5. Employment of registered apprentices; wages; standards; number; apprenticeable craft or trade; exemptions; contributions; compliance program

(a)(1) This chapter does not prevent the employment upon public works of properly registered apprentices who are active participants in an approved apprenticeship program. (2) For purposes of this chapter, “apprenticeship program” means a program under the jurisdiction of the California Apprenticeship Council established pursuant to Section 3070. (b)(1) Every apprentice employed upon public works shall be paid the prevailing rate of per diem wages for apprentices in the trade to which he or she is registered and shall be employed only at the work of the craft or trade to which he or she is registered.
(2) Unless otherwise provided by a collective bargaining agreement, when a contractor requests the dispatch of an apprentice pursuant to this section to perform work on a public works project and requires the apprentice to fill out an application or undergo testing, training, an examination, or other preemployment process as a condition of employment, the apprentice shall be paid for the time spent on the required preemployment activity, including travel time to and from the required activity, if any, at the prevailing rate of per diem wages for apprentices in the trade to which he or she is registered. Unless otherwise provided by a collective bargaining agreement, a contractor is not required to compensate an apprentice for the time spent on preemployment activities if the apprentice is required to take a preemployment drug or alcohol test and he or she fails to pass that test.
(c) Only apprentices, as defined in Section 3077, who are in training under apprenticeship standards that have been approved by the Chief of the Division of Apprenticeship Standards and who are parties to written 384

Attachment No. 1

Page 10 of 13 ends

apprentice agreements under Chapter 4 (commencing with Section 3070) of Division 3 are eligible to be employed at the apprentice wage rate on public works. The employment and training of each apprentice shall be in accordance with either of the following:
(1) The apprenticeship standards and apprentice agreements under which he or she is training. (2) The rules and regulations of the California Apprenticeship Council. (d) If the contractor to whom the contract is awarded by the state or any political subdivision, in performing any of the work under the contract, employs workers in any apprenticeable craft or trade, the contractor shall employ apprentices in at least the ratio set forth in this section and may apply to any apprenticeship program in the craft or trade that can provide apprentices to the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. However, the decision of the apprenticeship program to approve or deny a certificate shall be subject to review by the Administrator of Apprenticeship. The apprenticeship program or programs, upon approving the contractor, shall arrange for the dispatch of apprentices to the contractor. A contractor covered by an apprenticeship program's standards shall not be required to submit any additional applicati on in order to include additional public works contracts under that program. “Apprenticeable craft or trade,” as used in this section, means a craft or trade determined as an apprenticeable occupation in accordance with rules and regulations prescribed by the California Apprenticeship Council. As used in this section, “contractor” includes any subcontractor under a contractor who performs any public works not excluded by subdivision (o).
(e) Before commencing work on a contract for public works, every contractor shall submit contract award information to an applicable apprenticeship program that can supply apprentices to the site of the public work.

The information submitted shall include an estimate of journeyman hours to be performed under the contract, the number of apprentices proposed to be employed, and the approximate dates the apprentices would be employed. A copy of this information shall also be submitted to the awarding body, if requested by the awarding body. Within 60 days after concluding w ork on the contract, each contractor and subcontractor shall submit to the awarding body, if requested, and to the apprenticeship program a verified statement of the journeyman and apprentice hours performed on the contract. The information under this subdivision shall be public. The apprenticeship programs shall retain this information for 12 months. (f) The apprenticeship program supplying apprentices to the area of the site of the public work shall ensure equal employment and affirmative action in apprenticeship for women and minorities. (g) The ratio of work performed by apprentices to journeymen employed in a particular craft or trade on the public work may be no higher than the ratio stipulated in the apprenticeship standards under which the apprenticeship program operates if the contractor agrees to be bound by those standards. However, except as otherwise provided in this section, in no case shall the ratio be less than one hour of apprentice work for every five hours of journeyman work.
(h) This ratio of apprentice work to journeyman work shall apply during any day or portion of a day when any journeyman is employed at the jobsite and shall be computed on the basis of the hours worked during the day by journeymen so employed. Any work performed by a journeyman in excess of eight hours per day or 40 hours per week shall not be used to calculate the ratio. The contractor shall employ apprentices for the number of hours computed as above before the end of the contract or, in the case of a subcontractor, before the end of the subcontract. However, the contractor shall endeavor, to the greatest extent possible, to employ apprentices during the same time period that the journeymen in the same craft or trade are employed at the jobsite. When an hourly apprenticeship ratio is not feasible for a particular craft or trade, the Administrator 385

Attachment No. 1

Page 11 of 13 ends

Orange City CouncilSeptember 12, 2023

Orange City Council
September 12, 2023