Placentia City Council
October 17, 2023

PASSED, ADOPTED AND APPROVED THIS 17th DAY OF OCTOBER 2023.

Ward L. Smith, Mayor
ATTEST:

Robert S. McKinnell, City Clerk

STATE OF CALIFORNIA

COUNTY OF ORANGE
I, Robert S. McKinnell, City Clerk of the City of Placentia, do hereby certify that the foregoing resolution was adopted at a regular meeting of the City Council of the City of Placentia held on the 17th day of October 2023 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Councilmembers:

Councilmembers:

Councilmembers:

Councilmembers:

Robert S. McKinnell, City Clerk
APPROVED AS TO FORM:

Christian Bettenhausen, City Attorney
Resolution R-2023-82

TO:

VIA:

FROM:

DATE:

SUBJECT:

Placentia Cit Council

AGENDA REPORT

CITY COUNCIL

CITY ADMINISTRATOR

DEPUTY CITY ADMINISTRATOR / PUBLIC SERVICES AND INFRASTRUCTURE OCTOBER 17, 2023

APPROVAL OF PLANS AND SPECIFICATIONS AND AWARD OF
CONSTRUCTION CONTRACT TO R.J. NOBLE COMPANY FOR THE FISCAL YEAR 2022-23 STREET REHABILITATION PROJECT, CITY PROJECT NO. 1301 FISCAL
IMPACT: EXPENSE: S6,014,496.88 TOTAL CONSTRUCTION COST
$5,383,306.25 CONSTRUCTION CONTRACT AMOUNT
$ 538,330.63 CONSTRUCTION CONTINGENCY AMOUNT
$ 92,860.00 CONSTRUCTION INSPECTION COSTS
AVAILABLE BUDGET: $6,014,539.00 TOTAL PROJECT BUDGET
$ 800,000.00 FISCAL YEAR 2023-24 CIP BUDGET (171301-6740) $ 635,710.00 FISCAL YEAR 2023-24 CIP BUDGET (181301-6740) $1,360,849.00 FISCAL YEAR 2023-24 CIP BUDGET (601301-6740) $3,003,608.00 FISCAL YEAR 2023-24 CIP BUDGET (791301-6740) $ 63,272.00 FISCAL YEAR 2023-24 CIP BUDGET (501301-6740) $ 151,100.00 Proposed Budget Resolution (601301-6740)
SUMMARY:

The Scope of the Fiscal Year ("FY") 2022-23 Street Rehabilitation Project entails the rehabilitation of several arterial, collector and residential streets totaling 1.4 million square feet of roadways. In general, the work consists of pavement reconstruction; replacement of damaged sidewalk, curb, and gutter; installation of new concrete bus pads; and new signing, striping, markings, and pavement legends. The location and limits of the work include Orangethorpe Avenue (East of Placentia Avenue to West of Kraemer Boulevard), Crowther Avenue (East of Placentia Avenue to East of 57 Freeway Overpass), Bradford Avenue (North of Chapman Avenue to South of Yorba Linda Boulevard), Kraemer Boulevard (South of Chapman Avenue to South of Yorba Linda Boulevard) in addition to five residential cul-de-sac streets in the neighborhood east of Kraemer Boulevard (between Bastanchury Road and Yorba Linda Boulevard). (Attachment No. 3) There was an Additive Bid "B" Schedule that included the rehabilitation of Chapman Avenue (East of Placentia Avenue to West of Kraemer Boulevard). Unfortunately, that portion of work would increase the budget by an additional $1.1 million, in order to keep this project within our current budget, it will need to be constructed as part of the next street rehabilitation project.

3.a.

Oct. 17, 2023

City Council Agenda
October 17, 2023

The City solicited competitive bids for the project. A total of six (6) bids were received for this project on October 5, 2023. These bids consisted of two portions: Bid "A" + Additive Bid "B". The total of both bids was used as the basis in determining the low bid for this project. The contract will only be for the amount represented by Bid "A". The low bid received from R. J. Noble Company was found to be the lowest responsive and responsible bid received. Staff recommends that City Council award a construction contract to R. J. Noble Company ("RJ Noble") in the amount of $5,383,306.25.

This bid also includes an active alternate bid item for protecting the fiber network that was recently installed by SiFi Network. The bid amount received for protecting the fiber lines will be billed to SiFi to cover this cost. In addition to the construction cost, a ten percent (10%) construction contingency amount of $538,330.63 is provided to cover any unforeseen conditions found during construction. The total construction contract cost including contingency amounts is $5,921,636.88.

RECOMMENDATION:

It is recommended that the City Council take the following actions:

1. Approve the Engineered Plans and Specifications prepared by Transtech, Inc. for the FY 2022-23 Street Rehabilitation Project No. 1301; and

2. Approve a Public Works Agreement with R. J. Noble Company for the FY 2022-23 Street Rehabilitation Project in the amount of $5,383,306.25; and

3. Reject all other bids received and authorize return of the bid bonds; and

4. Authorize the City Administrator to approve contract change orders up to ten percent (10%) of the contract amount, or $538,330.63, for a total construction contract not -to - exceed amount of $5,921,636.88; and

5. Approve a Cooperative Agreement with the City of Anaheim for the construction cost for Anaheim's share of the project that is estimated to be $200,000, with the final cost to be based on the actual bid received and final construction contract costs; and

6. Adopt Resolution No. R-2023-81, A Resolution of the City Council of the City of Placentia, California authorizing a budget amendment in Fiscal Year 2023-24 in compliance with City Charter of the City of Placentia §§1206 and 1209 pertaining to appropriations for actual expenditures; and

7. Authorize the City Administrator and/or his designee to execute all necessary documents, in a form approved by the City Attorney.

City Council Agenda
October 17, 2023

STRATEGIC PLAN STATEMENT:

This item conforms to Strategic Plan Goal 5 and Objective 5.8, Implement the 2022 Pavement Management Plan Report to prioritize streets and roads.

DISCUSSION:

The Scope of Work for the Fiscal Year 2022-23 Street Rehabilitation Project includes several arterial, collector and residential streets that entails pavement reconstruction; replacement of damaged sidewalks, curb, and gutter; installation of new concrete bus pads; and new signing, striping, markings, and pavement legends. A total of 1.4 million square feet of roadways will be rehabilitated as part of this project.

On October 5, 2023, the City received six (6) bids from contractors to construct the project. The following table provides the total bid amounts received from each contractor:

Contractor
Bid "A" Amount
RJ Noble
$5,383,306.25
All American Asphalt
$5,589,969.40
Hardy & Harper, Inc
$5,994,000.00
Sequel Contractors, Inc
$6,250,257.50
Onyx Paving Company, Inc
$6,334,000.00
Sully -Miller Contracting Company
$7,082,011.00
After reviewing the bids, it was determined that RJ Noble submitted the lowest responsible bid.

Staff reviewed and analyzed their bid proposal, and it was found to be responsive and valid. Based upon RJ Noble's reference check, submitted bid and City Staff's experience working with RJ Noble on similar projects in the past, Staff recommends awarding a construction contract to RJ Noble for the FY 2022-23 Street Rehabilitation Project.

FISCAL IMPACT:

The total construction cost for the Fiscal Year 2022-23 Street Rehabilitation Project amounts to $6,014,496.88. This cost consists of the bid amount submitted by RJ Noble in the amount of $5,383,306.25, a construction contingency in the amount of $538,330.63, and a Construction Inspection contract with Fountainhead in the amount of $92,860.

City Council Agenda
October 17, 2023

Funding for this project is supported by numerous sources as outlined below:

Funding Source
Amount
FY23/24 Measure M Funds
$635,710
FY23/24 Gas Tax
$800,000
FY23/24 SB1/RMRA Funds
$1,360,849
FY23/24 Measure U Funds
$3,003,608
FY23/24 OCTA Grant
$63,272
FY23/24 Additional RMRA (Resolution R-2023-81)
$151,100
Total
$6,014,539
Reimbursements
Amount
City of Anaheim's Project Share
$200,000
City of Fullerton's Project Share
$200,000
Construction costs still remain high and at 20% higher than in the prior year. Therefore, Staff is recommending Resolution R-2023-81 to appropriate $151,100 from the existing RMRA fund balance to support the cost of the proposed project.

Prepared by:

Reviewed and approved:

Chris Tanio, P.E. Jennifer Lampman
Deputy Director of Public Works/City Engineer Director of Finance Reviewed and approved:

Luis Estevez
Reviewed approved:

Damien R. Arrula
Deputy City Administrator City Administrator
Attachments:

1. Agreement with R. J. Noble Company

2. Cooperative Agreement with City of Anaheim

3. Project Area Map

4. Budget Amendment Resolution -R-2023-81

Project No. 1301

CITY OF PLACENTIA

PUBLIC WORKS AGREEMENT FOR
FY 2022-23 STREET REHABILITATION
CITY PROJECT NO. 1301
THIS AGREEMENT (herein "Agreement"), is made and entered into this l7'h day of October, 2023 by and between the CITY OF PLACENTIA, a municipal corporation and charter city, (herein "City") and R. J. NOBLE COMPANY (herein "Contractor"). The parties hereto agree as follows:

WITNESSETH:

A. WHEREAS, City requires the construction of street and signal improvements including construction of improvements that comply with all ADA accessibility requirements as set forth more fully in this Agreement.

B. WHEREAS, Contractor represents to City that Contractor is qualified to perform said work and has submitted a proposal to City for the same.

C. WHEREAS, City desires to have Contractor perform said services on the terms and conditions set forth herein.

D. WHEREAS, no official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein and for good and valuable consideration, the receipt and sufficiency of which is acknowledged by both parties, City and Contractor hereby agree as follows:

1.0 DEFINITIONS

1.1 Definitions. As used in this Agreement, the following definitions shall be applicable:
(a) Contractor. Contractor shall mean R. J. NOBLE COMPANY a California corporation located at 15505 E. Lincoln Avenue, Orange, CA 92865.
(b) City. City shall mean the City of Placentia, a Municipal Corporation and Charter City, located at 401 E. Chapman, Placentia, California 92870.
(c) City Council. City Council shall mean the City Council of the City of Placentia.
1 Rev. 08/2017

Project No. 1301
(d) Contract Officer shall mean the person designated by the City Administrator or City Engineer of City and shall have the duties set forth in Section 5.2.
(e) Services. Services shall mean the services to be performed by the Contractor pursuant to this Agreement.
(f)
Satisfactory. Satisfactory shall mean satisfactory to the City Administrator or his/her designee.

2.0 SERVICES OF CONTRACTOR

2.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference, which services may be referred to herein as the "services" or "work" hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. Further, Contractor represents that it is knowledgeable and experienced in constructing improvements that are compliant with all applicable accessibility requirements and warrants that all work performed under this agreement will comply with all applicable accessibility requirements.

2.2 Documents Included in Contract. This contract consists of this Agreement and any Exhibits, which are incorporated herein by this reference. In the event of an inconsistency, the terms of this Agreement shall govern.

2.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency having jurisdiction in effect at the time service is rendered, including but not limited to, the claims procedure set forth in Public Contract Code Section 9204, a summary of which is attached to this agreement as Exhibit "E."

2.4 Licenses, Permits, Fees and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement, including registration with the Department of Industrial Relations of the State of California as required by Labor Code Section 1725.5 before commencing performance under this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes penalties or interest levied, assessed or imposed against City hereunder.

Contractor shall be responsible for all subcontractors' compliance with this Section 2.4.

2.5 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor (a) has thoroughly investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) fully understands the 2 Rev. 08/2017

Project No. 1301
facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer.

2.6 Standard of Performance. Contractor, its subcontractors and their employees, in the performance of Contractor's work under this Agreement shall be responsible for exercising the degree of skill and care required by customarily accepted good professional practices and procedures used in the Contractor's field.

Any costs for failure to meet the foregoing standard or to correct otherwise defective work that requires re -performance of the work, shall be borne in total by the Contractor and not by the City. The failure of a project to achieve the performance goals and objectives stated in this Agreement is not a basis for requesting re -performance unless the work conducted by Contractor and/or its subcontractors is deemed by the City to have failed the foregoing standard of performance.

In the event Contractor fails to perform in accordance with the above standard:

1. Contractor will re -perform, at its own expense, any task which was not performed to the reasonable satisfaction of City. Any work re -performed pursuant to this paragraph shall be completed within the time limitations originally set forth for the specific task involved.

Contractor shall work any overtime required to meet the deadline for the task at no additional cost to the City;

2. The City shall provide a new schedule for the re -performance of any task pursuant to this paragraph in the event that re -performance of a task within the original time limitations is not feasible; and

3. The City shall have the option to direct Contractor not to re -perform any task which was not performed to the reasonable satisfaction of the City Project Manager pursuant to application of (1) and (2) above. In the event the City directs Contractor not to re - perform a task, the City shall negotiate a reasonable settlement for satisfactory work performed. No previous payment shall be considered a waiver of the City's right to reimbursement.

Nothing contained in this section is intended to limit any of the rights or remedies which the City may have under law.

2.7 Care of Work. The Contractor shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence.

2.8 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, 3 Rev. 08/2017

Project No. 1301
neither party shall be responsible for the service of the other. Contractor shall require all subcontractors to comply with the provisions of this agreement.

2.9 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum as set forth in Section

3.1, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Any increase in compensation of twenty five percent (25%) or less of the Contract Sum, or in the time to perform of one hundred eighty (180) days or less may be approved by the Contract Officer. Any increases, taken either separately or cumulatively, that result in the Contract Sum exceeding $25,000 must be approved by the City Council. It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services or reasonably contemplated therein. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor.

2.10 Prevailinc Wage Laws. Contractor represents and warrants that it is registered with the Department of Industrial Relations pursuant to SB 854 and Labor Code 1725.5.

Contractor shall ensure that its subcontractors comply with said requirements. In accordance with Labor Code Section 1770 et seq., the Director of the Department of Industrial Relations of the State of California has ascertained a general prevailing rate of wages, which is the minimum amount, which shall be paid to all workers employed to perform the work pursuant to this Agreement. A copy of the general prevailing wage rate determination is on file in the Office of the City Clerk and is hereby incorporated by reference into this Agreement. In accordance with the provisions of Labor Code Section 1810 et seq., eight (8) hours is the legal working day. Contractor must forfeit to the City Twenty Five Dollars ($25.00) a day for each worker who works in excess of the minimum working hours when Contractor does not pay overtime. Contractor is required to post a copy of such wage rates at all times at the contract site. The statutory penalties for failure to pay prevailing wage or to comply with State wage and hour laws will be enforced. Contractor also shall comply with State law requirements to maintain payroll records and shall provide for certified records and inspection of records as required by California Labor Code Section 1770 et. seq., including Section 1776. Contractor shall comply with all statutory requirements relating to the employment of apprentices.

3.0 COMPENSATION

3.1 Contract Sum. For the services rendered pursuant to this Agreement, the Contractor shall be compensated as specified herein, but not exceeding the maximum contract amount of Five Million Three Hundred Eighty Three Thousand Three Hundred Six Dollars and Twenty -Five Cents ($5,383,306.25) (herein "Contract Sum"), except as provided in Section 2.9.

The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City; Contractor shall not be entitled to any additional compensation for attending said meetings.

3.2 Progress Payments. Prior to the first day of the month, during the progress of the work, commencing on the day and month specified in the Agreement, Contractor shall submit to the Contract Officer a complete itemized statement of all labor and materials 4 Rev. 08/2017

Project No. 1301
incorporated into the work during the preceding month and the portion of the contract sum applicable thereto. Upon approval in writing by the Contract Officer, payment shall be made in thirty (30) days. City shall pay Contractor a sum based upon ninety-five percent (95%) of the contract price apportionment of the labor and materials incorporated into the work under the contract during the month covered by said statement. The remaining five percent (5%) thereof shall be retained as performance security. Refer to Section 8.4 of this Agreement for retention of funds.

4.0 PERFORMANCE SCHEDULE

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

4.2 Schedule of Performance. Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit "B", and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Scope of Services may be approved in writing by the Contract Officer.

4.3 Force Ma'eure. The time period(s) specified in the Scope of Services for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes for the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement.

4.4 Term. Unless earlier terminated in accordance with Section 8.9 of this Agreement, this Agreement shall continue in full force and effect until final approval and acceptance of the project by the Contract Officer. Notwithstanding the foregoing, this Agreement shall terminate no later than October 18, 2024, unless the parties mutually agree in writing to extend the term.

5.0 COORDINATION OF WORK

5.1 Representative of Contractor. The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

R. J. NOBLE COMPANY
ATTN: STEVEN L. MENDOZA, VICE PRESIDENT
15505 E. Lincoln Avenue
Orange, CA 92865
5 Rev. 08/2017

Project No. 1301
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder.

For purposes of this Agreement, the foregoing principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City.

5.2 Contract Officer. The Contract Officer shall be such person as may be designated by the City Administrator or City Engineer of City. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions that must be made by City to the Contract Officer.

Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

5.3 Prohibition Against Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City.

5.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its subcontractors, agents or employees, performs the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Contractor's employees, subcontractors, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its subcontractors, agents or employees are agents or employees of City.

City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venture or a member of any joint enterprise with Contractor.

5.5 Identity of Persons Performing Work. Contractor represents that it employs or will employ at its own expense all personnel required for the satisfactory performance of any and all tasks and services set forth herein. Contractor represents that the tasks and services required herein will be performed by Contractor or under its direct supervision, and that all personnel engaged in such work shall be fully qualified and shall be authorized and permitted under applicable State and local law to perform such tasks and services.

5.6 Utility Relocation. City is responsible for removal, relocation, or protection of existing main or trunk line utilities to the extent such utilities were not identified in the invitation for bids or specifications. City shall reimburse contractor for any costs incurred in locating, repairing 6 Rev. 08/2017

Project No. 1301
damage not caused by contractor and removing or relocating such unidentified utility facilities, including equipment idled during such work. Contractor shall not be assessed liquidated damages for delay arising from the removal or relocation of such unidentified utility facilities.

5.7 Trenches or Excavations. Pursuant to California Public Contract Code Section 7104, in the event the work included in this Agreement requires excavations more than four (4) feet in depth, the following shall apply.
(a)
Contractor shall promptly, and before the following conditions are disturbed, notify City, in writing, of any: (1) material that Contractor believes may be material that is hazardous waste, as defined in Section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; (2) Subsurface or latent physical conditions at the site different from those indicated; or (3) Unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the contract.
(b) City shall promptly investigate the conditions, and if it finds that the conditions do materially so differ, or do involve hazardous waste, and cause a decrease or increase in Contractor's cost of, or the time required for, performance of any part of the work shall issue a change order per Section 2.9 of this Agreement.
(c) That, in the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused form any scheduled completion date provided for by the contract, but shall proceed with all work to be performed under the contract. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.

6.0 INSURANCE, INDEMNIFICATION AND BONDS

6.1 Insurance. The Contractor and all subcontractors, if any, shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, insurance as set forth in Exhibit "C" attached hereto and incorporated herein by this reference.

Conditions:

In accordance with Public Contract Code Section 20170, the insurance of surety companies who provide or issue the policy shall have been admitted to do business in the State of California with a credit rating of A- or better. 7 Rev. 08/2017

Project No. 1301
This insurance shall not be canceled, limited in scope or coverage or non -renewed until after thirty (30) days prior written notice has been given to the Community Development Director, City of Placentia, 401 E. Chapman Ave., Placentia, California 92870.

Any insurance maintained by the City of Placentia shall apply in excess of and not combined with insurance provided by this policy.

The City of Placentia, its officers, employees, representatives, attorneys, and volunteers shall be named as additional named insureds.

Prior to commencement of any work under this contract, Contractor shall deliver to the City insurance endorsements confirming the existence of the insurance required by this contract, and including the applicable clauses referenced above.

Such endorsements shall be signed by an authorized representative of the insurance company and shall include the signatory's company affiliation and title. Should it be deemed necessary by the City, it shall be Contractor's responsibility to see that the City receives documentation, acceptable to the City, which sustains that the individual signing said endorsements is indeed authorized to do so by the insurance company.

If the Contractor fails to maintain the aforementioned insurance, or secure and maintain the aforementioned endorsement, the City may obtain such insurance, and deduct and retain the amount of the premiums for such insurance from any sums due under the agreement. However, procuring of said insurance by the City is an alternative to other remedies the City may have, and is not the exclusive remedy for failure of Contractor to maintain said insurance or secure said endorsement. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which became due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof.

Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this agreement.

Each contract between the Contractor and any subcontractor shall require the subcontractor to maintain the same policies of insurance that the Contractor is required to maintain pursuant to this Section 6.1.

6.2 Certificates of Insurance. Contractor shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. The certificates of insurance and endorsements shall be attached to this Agreement as Exhibit "D" and are incorporated herein by this reference.

6.3 Indemnification. Contractor shall defend, indemnify, hold free and harmless the City of Placentia, its elected and appointed officials, officers, agents and employees, at Contractor's sole expense, from and against any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims or liabilities") that may be asserted or claimed by any person, firm or entity arising or alleged to arise 8 Rev. 08/2017

Project No. 1301
out of or in connection with the performance of the work, operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising or alleged to arise from the negligent acts or omissions of Contractor hereunder, or arising or alleged to arise from Contractor's performance of or failure to perform any term, provision, covenant or condition of this Agreement.
(a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith. (b) Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising or alleged to arise out of or in connection with Contractor's (or its agents', employees', subcontractors' or invitees') negligent performance of or failure to perform such work, operations or activities hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom.
(c)
In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising or alleged to arise out of or in connection with the performance of or failure to perform the work, operation or activities of Contractor hereunder, Contractor shall pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees for counsel selected by City. (d) Contractor's duty to defend and indemnify as set out in this Section 6.3 shall include any claims, liabilities, obligations, losses, demands, actions, penalties, suits, costs, expenses or damages or injury to persons or property arising or alleged to arise from, in connection with, as a consequence of or pursuant to any state or federal law or regulation regarding hazardous substances, including but not limited to the Federal Insecticide, Fungicide and Rodenticide Act ("FIFRA"), Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), Resource Conservation and Recovery Act of 1976 ("RCRA"), the Hazardous and Solid Waste Amendments of 1984, the Hazardous Material Transportation Act, the Toxic Substances control Act, the Clean Air Act, the Clean Water Act, the California Hazardous Substance Account Act, the California Hazardous Waste Control Law or the Porter -Cologne Water Quality Control Act, as any of those statutes may be amended from time to time.

Notwithstanding the foregoing, Contractor shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City.

The Contractor's indemnification obligations pursuant to this Section 6.3 shall survive the termination of this Agreement. Contractor shall require the same indemnification from all subcontractors.
9 Rev. 08/2017

Project No. 1301

6.4 Labor and Materials and Performance Bonds. Concurrently with execution of this Agreement, Contractor shall deliver to City a labor and materials bond and a performance bond each in the sum of the amount of this Agreement, in the forms provided by the City Clerk, which secures the faithful performance of this Agreement. The bonds shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bonds shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement.

6.5 Sufficiency of Insurer or Surety. Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City due to unique circumstances. In the event the Senior Management Analyst of City ("Senior Management Analyst") determines that the work or services to be performed under this Agreement creates an increased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies required by this Section 6 may be changed accordingly upon receipt of written notice from the Senior Management Analyst; provided that the Contractor shall have the right to appeal a determination of increased coverage by the Senior Management Analyst to the City Council of City within ten (10) days of receipt of notice from the Senior Management Analyst.

6.6 Substitution of Securities. Pursuant to California Public Contract Code Section 22300, substitution of eligible equivalent securities for any monies withheld to ensure performance under the contract for the work to be performed will be permitted at the request and expense of the successful bidder.

7.0 RECORDS AND REPORTS

7.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement.

For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed.

7.2 Records. Contractor shall keep, and require subcontractors to keep, such books and records (including but not limited to payroll records as required herein) as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. 10 Rev. 08/2017

Project No. 1301

7.3 Ownership of Documents. All drawings, specifications, reports, records, documents and other materials prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Contractor may retain copies of such documents for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom.

7.4 Public Records Act Disclosure. Contractor has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Contractor, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.).

Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Contractor informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

8.0 GENERAL PROVISIONS

8.1 Governing Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California.

Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Orange, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.

8.2 Representatives. The City Administrator or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

The Principal set forth in Section 5.1 above shall be the representative for Contractor for purposes of this Agreement, and shall be authorized to issue all consents, approvals, directives and agreements on behalf of Contractor called for by this Agreement, except as otherwise expressly provided in this Agreement.

8.3 Disputes. In the event either party fails to perform its obligations hereunder, the nondefaulting party shall provide the defaulting party written notice of such default. The defaulting party shall have ten (10) days to cure the default; provided that, if the default is not reasonably susceptible to being cured within said ten (10) day period, the defaulting party shall have a reasonable time to cure the default, not to exceed a maximum of thirty (30) days, so long as the defaulting party commences to cure such default within ten (10) days of service of such notice and diligently prosecutes the cure to completion; provided further that if the default is an immediate danger to the health, safety and general welfare, the defaulting party shall take such immediate 11 Rev. 08/2017

Project No. 1301
action as may be necessary. Notwithstanding the foregoing, the nondefaulting party may, in its sole and absolute discretion, grant a longer cure period. Should the defaulting party fail to cure the default within the time period provided in this Section, the nondefaulting party shall have the right, in addition to any other rights the nondefaulting party may have at law or in equity, to terminate this Agreement. Compliance with the provisions of this Section 8.3 shall be a condition precedent to bringing any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured.

8.4 Retention of Funds. Progress payments shall be made in accordance with the provisions of Section 3.2 of this Agreement. In accordance with said section, City shall pay Contractor a sum based upon ninety-five percent (95%) of the contract price apportionment of the labor and materials incorporated into the work under the contract during the month covered by said statement. The remaining five percent (5%) thereof shall be retained as performance security to be paid to the Contractor within sixty (60) days after final acceptance of the work by the City Council, after Contractor shall have furnished City with a release of all undisputed contract amounts if required by City. In the event there are any claims specifically excluded by Contractor from the operation of the release, the City may retain proceeds (per Public Contract Code 7107) of up to 150% of the amount in dispute. City's failure to deduct or withhold shall not affect Contractor's obligations hereunder.

8.5 Waiver. No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

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

8.7 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.

8.8 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City Five Hundred Dollars ($500) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Scope of Services (Exhibit A) or Schedule of Performance (Exhibit B). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages.

8.9 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, Contractor shall vacate any City owned property which Contractor is permitted to occupy hereunder and City may, after compliance with the provisions of Section 8.3, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the 12 Rev. 08/2017

Project No. 1301
services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of setoff or partial payment of the amounts owed the City as previously stated.

8.10 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and shall be deemed to be given when served personally or deposited in the US Mail, prepaid, first-class mail, return receipt requested, addressed as follows:

To City: City of Placentia
401 E. Chapman Ave
Placentia, California 92870
Attn.: Chris Tanio, City Engineer
To Contractor:

R. J. Noble Company
ATTN: Steven L. Mendoza, Vice President
15505 E. Lincoln Avenue
Orange, CA 92865

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

8.12 Conflict of Interest. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

Contractor and its officers, employees, associates and subcontractors, if any, will comply with all conflict of interest statutes of the State of California applicable to Contractor's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Contractor and its officers, employees, associates and subcontractor shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Contractor is not currently performing work that would require Contractor or one of its officers, employees, associates or subcontractors to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

8.13 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this Agreement. To the extent required by law, contractor shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry. 13 Rev. 08/2017

Project No. 1301

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

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

8.16 Hiring of Illegal Aliens Prohibited. Contractor shall not hire or employ any person to perform work within the City of Placentia or allow any person to perform work required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Further, Contractor shall comply with the following:
(a) Unauthorized Aliens. Contractor hereby represents and warrants that it will comply with all the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ such unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of any work and/or services under this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Contractor hereby agrees to reimburse City for any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, or penalties which arise out of or are related to such employment, together with any and all costs, including attorneys' fees, incurred by the City.
(b) E -Verify. If Contractor is not already enrolled in the U.S. Department of Homeland Security's E -Verify program, Contractor shall enroll in the E - Verify program within fifteen (15) days of the effective date of this Agreement to verify the employment authorization of employees assigned to perform work hereunder. Contractor shall verify employment authorization within three (3) days of hiring a new employee to perform work under this Agreement. Information pertaining to the E -Verify program can be found at http://www.uscis.gov , or access the registration page at https://e- verify.uscis.gov/enroll. Contractor shall certify its registration with E -Verify and provide City its registration number within sixteen days of the effective date of this Agreement. Failure to provide certification will result in withholding payment until full compliance is demonstrated.

8.17 Unfair Business Practices Claims. In entering into a public works contract or a subcontract to supply goods, services or materials pursuant to a public works contract, the contractor or subcontractor offers and agrees to assign to the awarding body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C.

Sec. 15) or under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services or 14 Rev. 08/2017

Project No. 1301
materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time the awarding body renders final payment to the contractor without further acknowledgment by the parties. (Sec. 7103.5, California Public Contract Code).

8.18 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound.

8.19 PERS Elicibility Indemnification. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

8.20 Cooperation. In the event any claim or action is brought against City relating to Contractor's performance or services rendered under this Agreement, Contractor shall render any reasonable assistance and cooperation which City might require.

8.21 Legal Responsibilities. The Contractor shall keep itself informed of City, State, and Federal laws, ordinances and regulations, which may in any manner affect the performance of its services pursuant to this Agreement. The Contractor shall at all times observe and comply with all such laws, ordinances and regulations. Neither the City, nor its officers, agents, nor employees shall be liable at law or in equity as a result of the Contractor's failure to comply with this section.

8.22 Termination for Convenience. The City may terminate this Agreement without cause for convenience of the City upon giving contractor 30 days prior written notice of termination of the Agreement. Upon receipt of the notice of termination the Contractor shall cease all further work pursuant to the Agreement. Upon such termination by the City the Contractor shall not be entitled to any other remedies, claims, actions, profits, or damages except as provided in this paragraph. Upon the receipt of such notice of termination Contractor shall be entitled to the following compensation:

1. The contract value of the work completed to and including the date of receipt of the notice of termination, less the amount of progress payments received by contractor. 15 Rev. 08/2017

Project No. 1301

2. Actual move -off costs including labor, rental fees, equipment transportation costs, the costs of maintaining on -site construction office for supervising the mover -off.

3. The cost of materials custom made for this Agreement which cannot be used by the Contractor in the normal course of his business, and which have not been paid for by City in progress payments.

4. All costs shall not include any markups as might otherwise be allowed by any plans or specifications which were a part of the Agreement.

The provisions of this paragraph shall supersede any other provision of the Agreement or any provision of any plans, specification, addendums or other documents which are or may become a part of this Agreement. City and Contractor agree that the provisions of this paragraph are a substantive part of the consideration for this Agreement.

8.23 Responsibility for Errors. Contractor shall be responsible for its work and results under this Agreement. Contractor, when requested, shall furnish clarification and/or explanation as may be required by the City's representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Contractor occurs, then Contractor shall, at no cost to City, provide all necessary design drawings, estimates and other Contractor professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

8.24 Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced.

8.25 Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

8.26 No Third -Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

8.27 Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

8.28 Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.
16 Rev. 08/2017

Project No. 1301

8.29 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

8.30 Fundinc Source Conditions — Contractor's Obligation. Contractor acknowledges that the City may be paying for the Project by using funds it receives or will receive from various funding sources in the form of grants and/or subsidies, and the like under certain terms and conditions. Contractor acknowledges and agrees that any failure of the Contractor and/or its subcontractors to perform its obligations under the Contract, including, but not limited to, timely submitting accurate reports and records, that in any way results in the City not meeting the terms and conditions placed on the funds by the funding source, or forfeiting its entitlement to or, otherwise, not receiving, the funds, then the Contractor shall be liable to pay the City for the funds not granted to the City on the Project.

8.31 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above.

ATTEST:

CITY OF PLACENTIA,
A municipal corporation and Charter City
Date:

Damien R. Arrula, City Administrator
ATTEST:

Robert S. McKinnell, City Clerk
17 Rev. 08/2017

Project No. 1301
APPROVED AS TO FORM:

CONTRACTOR
Date:

Signature
Steven L. Mendoza, Vice President
Social Security or Taxpayer ID Number
Date:

Christian L. Bettenhausen, City Attorney
APPROVED AS TO INSURANCE:

Date:

Rosanna Ramirez, Deputy City
Administrator
APPROVED AS TO CONTENT:

Date:

Chris Tanio, City Engineer
DEPARTMENTAL APPROVAL:

Date:

Luis Estevez, Deputy City
Administrator
18 Rev. 08/2017

Project No. 1301

(Use of City Bond Form is Required)

LABOR AND MATERIAL PAYMENT BOND

PUBLIC WORK (CALIFORNIA)
KNOW ALL MEN BY THESE PRESENT:

WHEREAS, , as Principal, has
entered into a contract dated , with the City of Placentia (Obligee) referred to and made a part hereof to perform the following work, to wit: FY 2022-23 Street Rehabilitation and all appurtenant work in accordance with PROJECT NO. 1301, which recuires Principal to file this bond to secure claims made in relation to the protect.

NOW THEREFORE, we, , as Principal,
and , a corporation organized under the
laws of and duly authorized to transact business in the State of California, as Surety, are held firmly bound unto the City of Placentia, as Obligee, and all sub- contractors, laborers, material persons and other persons employed in the performance of the referenced agreement, in the sum of
Dollars ($ .00', lawful money of the United States of America, for the payment whereof well and truly to be made the Principal and Surety bind themselves, their heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.

If the above bounden PRINCIPAL, his or its heirs, executors, administrators, successors, assigns, or any of his or its sub -contractors, fails to pay for any materials, provisions, provender, or other supplies, or teams, implements or machinery, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor to persons named in Section 9100 or the Civil Code, thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor deducted, withheld and paid over to the Employment Development Department from the wages of employees of the contractor and sub -contractors pursuant to Section 13020 of the Unemployment Insurance Code, that the SURETY on this bond will pay the same, in an amount not exceeding the sum specified in this bond, AND ALSO, in case suit is brought upon this bond, a reasonable attorney's fee, which shall be awarded by the court to the prevailing party in said suit, said attorney's fee to be taxed as costs in said suit and to be included in the judgment herein rendered.

As part of the obligation secured hereby, the SURETY shall not be exonerated or released from the obligation of the bond by any change, alteration, or modification in or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement or pertaining or relating to the furnishing of labor, materials, or equipment therefor, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or relating to any scheme of work of improvement, nor by any rescission or attempted rescission of the contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to recover under

Project No. 1301

any such contract or agreement, or under the bond, nor, where the bond is given for the benefit of claimants, by any fraud practiced by any person other than the claimant seeking to recover on the bond.

This bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under the Civil Code so as to give them a right of action in a suit on this bond.

This bond is executed for the purpose of complying with the laws of the State of California and shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code of the State of California.

IN WITNESS THEREOF, we have hereunto set our hands and seals this day of , 2023.
(Corporate Seal)
Principal
By
Title
(Corporate Seal)
Principal
By
Title
APPROVED AS TO FORM:
/s/ Christian L. Bettenhausen
City Attorney

Project No. 1301

(Use of City form is required)

SUPPLEMENTAL INFORMATION TO BE COMPLETED BY PRINCIPAL
If an individual, so state. If a firm or co -partnership, state the firm and give the names of all individual co-partners composing the partnership. If a Corporation, state legal name of corporation; state also the names of the president, secretary, treasurer and manager thereof.

Business Address:

Telephone Number:

Date:

Print Name:

Principal
Signature:

Title

Project No. 1301

(Use of City form
is required)

TAX IDENTIFICATION NUMBER
The Tax Equity and Fiscal Responsibility Act of 1982 requires the payer (City of Placentia) to report to the Internal Revenue Service taxable payments to payees.

You (as a payee) are required by law to provide us with your Taxpayer Identification Number (if an individual or partnership, your Social Security Number). If you do not provide us with your correct identification number, you may be subject to a penalty imposed by the Internal Revenue Service. The payments subject to withholdings may include, but are not limited to, interest, dividends, or other payments the City of Placentia and/or the Placentia Redevelopment Agency made to you. Other payments may include rents, royalties, commissions and fees for service of non -employees.

If you are exempt from income tax, we are still required, by law, to maintain a Tax Identification Number on file. PLEASE PROVIDE YOUR TAX IDENTIFICATION NUMBER next to the appropriate listing below, sign, date and return to:

CITY OF PLACENTIA FINANCE DEPARTMENT
401 E. Chapman
Placentia, CA 92870
Exempt: Yes No Telephone ( )
CORPORATION:

U.S.A. OR ANY AGENCIES THEREOF:

IRS CODE #501 TAX-EXEMPT ORGANIZATION:

A NON-COMMISSIONED CITY OF PLACENTIA EMPLOYEE:

SOLE PROPRIETOR:

A PARTNERSHIP:

OTHER: (Explain)
Signature/Title: Date:

Project No. 1301

STATEMENT OF NON -COLLUSION BY CONTRACTOR
The undersigned who submits herewith to the City of Placentia a bid or proposal does hereby certify:
a. That all statements of fact in such bid or proposal are true; b. That such bid or proposal was not made in the interest of or on behalf of any undisclosed person, partnership, company, association, organization or corporation; c. That such bid or proposal is genuine and not collusive or sham; d. That said bidder has not, directly or indirectly by agreement, communication or conference with anyone, attempted to induce action prejudicial to the interest of the City of Placentia or of any other bidder or anyone else interested in the proposed procurement; e. Did not, directly or indirectly, collude, conspire, connive or agree with anyone else that said bidder or anyone else would submit a false or sham bid or proposal, or that anyone should refrain from bidding or withdraw his bid or proposal;
f. Did not in any manner, directly or indirectly seek by agreement, communication or conference with anyone to raise or fix the bid or proposal price of said bidder or of anyone else, or to raise or fix any overhead, profit or cost element of his bid or proposal price, or that of anyone else; Did not, directly or indirectly, submit his bid or proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member agent thereof, or to any individual or group of individuals, except to the City of Placentia, or to any person or persons who have a partnership or their financial interest with said bidder in his business. h. Did not provide, directly or indirectly to any officer or employee of the City of Placentia any gratuity, entertainment, meals, or anything of value, whatsoever, which could be objectively construed as intending to invoke any form of reciprocation or favorable treatment. i. That no officer or principal of the undersigned firm is related to any officer or employee of the city by blood or marriage within the third degree or is employed, either full or part time, by the City of Placentia either currently or within the last two (2) years.

That no officer or principal of the undersigned firm nor any subcontractor to be engaged by the principal has been convicted by a court of competent jurisdiction of any charge of fraud, bribery, collusion, conspiracy or any other act in violation of any state or federal antitrust law in connection with the bidding upon award of, or performance of, any public work contract, with any public entity, within the last three years.
g.

I certify, under penalty of perjury under the laws of the State of California, that the foregoing is true and correct and that this certification was executed:

On at California.

Firm
Street
City State Zip
(Signature)
(Print Name & Title)

Project No. 1301

CITY OF PLACENTIA

PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENT: That,
WHEREAS, the CITY OF PLACENTIA (hereinafter called the "City") has awarded to R. J.

NOBLE COMPANY, a California corporation (hereinafter "Principal"), an Agreement, dated October 17, 2023 ("Agreement") whereby Principal agreed to provide construction services including FY 2022-23 Street Rehabilitation, City Project No. 1301; WHEREAS, the Public Work to be performed by the Principal is more particularly set forth in the Agreement which is incorporated herein by reference and made a part hereof; and WHEREAS, said Principal is required under the terms of the Agreement to furnish a bond for the faithful performance of the Agreement;
NOW, THEREFORE, we, ., as Principal, and as Surety, are held and firmly bound unto the City in the sum of
Dollars ($ ) this amount being not less than one hundred percent (100%) of the total contract price under Agreement, lawful money of the United States of America for payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, and successors jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH THAT, the obligation shall become null and void if the above -bounded Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by well and truly keep and perform all the undertakings, terms, covenants, conditions, and agreements in the said Agreement and any alteration thereof, made as therein provided, all within the time and in the manner therein designated and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officer, agents and employees, as therein stipulated; otherwise it shall be and remain in full force and virtue.

As a part of the obligation secured hereby, and in addition to the face amount specified, costs and reasonable expenses and fees shall be included, including reasonable attorneys' fees, incurred in successfully enforcing the obligation on the bond, all to be taxed as costs and included in any judgment rendered.

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

Surety's obligation shall be a guarantee of payment and performance and shall not be diminished by any bankruptcy or reorganization in bankruptcy or liquidation or the result of the foregoing or otherwise of Principal. Accordingly, the filing of any petition in bankruptcy or for rearrangement or reorganization or liquidation (or proceedings similar in purpose or effect) of Principal under any federal or state laws ("Insolvency Case") will not toll or delay the date due for payment or performance hereunder as more particularly specified in of the Construction

Project No. 1301
Management Agreement. The City shall be not be required to await the outcome of an Insolvency Case or to enforce any of their respective rights under the Agreement, respectively, prior to obtaining payment in full from Surety. If for any reason payment received by the City in respect of the obligations of the Principal under the Agreement guaranteed pursuant to this bond is rescinded or must be returned or restored by the City, this bond shall be automatically reinstated and shall continue to be in effect as if such payment had not been made.

Collection of liquidated damages by City due to Principal's failure to timely achieve Substantial Completion shall not limit, modify, or act as an offset or credit against Surety's obligation to arrange for or cause the completion of the Public Work as and when required by the Agreement.

IN WITNESS WHEREOF three (3) identical counterparts of this instrument, each of which shall for all purposes be deemed an original thereof, have been duly executed by the Principal and Surety named herein, on the day of , 20 , the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigned representative pursuant to authority of its governing body. (Seal)
SURETY
By
(Seal)

PRINCIPAL
By X
x

ADDRESS ADDRESS
APPROVED: Two (2) Notarized Signatures
required from all

CITY ATTORNEY

INSTRUCTIONS
Corporations.

1. The above bond must be executed by both the Principal and the Surety.

2. If the Principal is a corporation, the bond must be executed in the corporate name and signed by the President or a Vice -President and the Secretary or Assistant Secretary, and the corporate seal affixed. If the Principal is a partnership, all partners must sign it. If the Principal is an individual doing business under a fictitious name, it must be signed by all persons having an interest in the business, and the fictitious name must be signed also.

The bond must be notarized by both the Principal and the Surety.

3. The City Attorney of the City of Placentia must approve the bond.

4. The bond, after approval, must be filed with the City Clerk of the City of Placentia.

Project No. 1301

EXHIBIT A

SCOPE OF SERVICES
The general items of work consists of: Furnishing all labor, materials, tools, equipment, appurtenances and incidentals for cold milling existing AC pavement, ARHM/AC overlay, removal and reconstruction of AC Pavement, removal and reconstruction of existing PCC sidewalk, curb, gutter, driveway, cross gutter spandrel and parkway drain, construction of concrete bus pads, adjustment of utility structures to grade, grinding existing sidewalk, traffic signal loop detectors, protecting SiFi conduits and service drops, signing, striping, and pavement markers and markings, signal modifications, and all items not mentioned but included in the plans and specifications. All work shall be completed in strict adherence to the Plans and Specifications and as directed by the City.

SECTION C

PROPOSAL
for the
FY 2022-2023 STREET REHABILITATION
CITY PROJECT NO. 1301
in the

CITY OF PLACENTIA
TO THE HONORABLE MAYOR AND MEMBERS OF THE COUNCIL OF PLACENTIA:

In compliance with the Notice Inviting Sealed Bids, the undersigned hereby proposes and agrees to perform all the work therein described, and to furnish all labor, material, equipment and incident insurance necessary therefor, in accordance with the Scope of Work as described on the Bid Documents and depicted in Appendix I. The undersigned agrees to perform the work therein to the satisfaction of and under the supervision of the City Engineer of the City of PLACENTIA, and to enter into a contract at the following prices. The undersigned agrees to complete the work within Sixty (60) working days, starting from the date mentioned in the Notice to Proceed or liquidated damages of $500 per workday will be applied.

BIDDER declares that this proposal is based upon careful examination of the work site, plans, specifications, Instructions to Bidders and all other contract documents. If this proposal is accepted for award, BIDDER agrees to enter into a contract with AGENCY at the unit and/or lump sum prices set forth in the following Bid Schedule. BIDDER understands that failure to enter into a contract in the manner and time prescribed will result in forfeiture to AGENCY of the guaranty accompanying this proposal.

BIDDER understands that a bid is required for the entire work and that the estimated quantities set forth in the Bid Schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. THE AGENCY RESERVES THE RIGHT TO DELETE ANY ITEM FROM THE CONTRACT. It is agreed that the unit and/or lump sum prices bid include all appurtenant expenses, taxes, royalties, fees, etc., and will be guaranteed for a period of ninety days from the bid opening date. If at such time the contract is not awarded, the AGENCY will reject all bids and will re -advertise the project. In the case of discrepancies in the amounts bid, unit prices shall govern over extended amounts, and words shall govem over figures. c-1

If awarded the Contract, the undersigned agrees that in the event of the BIDDER'S default in executing the required contract and filing the necessary bonds and insurance certificates within 10 working days after the date of the AGENCY'S notice of award of contract to the BIDDER, the proceeds of the security accompanying this bid shall become the property of the AGENCY and this bid and the acceptance hereof may, at the AGENCY'S option, be considered null and void.

Accompanying this proposal of bid, find 10 " ""NI' in the amount of $ which said amount is not less than 10% of the aggregate of the total bid price, as required by the Notice Inviting Sealed Bids, payable to the AGENCY. (Please insert the words "Cash", "Certified Check", or "Bidder's Bond", as the case may be).

Bidder shall signify receipt of all Addenda here, if any:

Addenda
No.

Date Received
Bidder's Signature
09/28/2023
C `Q

STEVEN L,
IFND(
, VICE PRESIDENT
C-2

BID SCHEDULE FOR
FY 2022-2023 STREET REHABILITATION
CITY PROJECT NO. 1301
BID "A" SCHEDULE
ITEM
NO.

ITEMS DESCRIPTION

QUANTITY
UNIT

UNIT PRICE

TOT/LL,
1 Mobilization and Traffic Control
1 LS
$ U',C 000 CC,
$ 3)x1 jx1U (x)

2. Best Management Practices
1 LS
$ 13,000.00
$ 15,000.00
CY
$ •» of
$ 2.,6.5x0 Cu

3. Unclassified Excavation
1,441

4. Surface Preparation and Crack Seal
1 LS
$ 70,000 00
$ 70,000 0')
SF
$ " 4"
$ I4,')(,) 0:1

5. 1.5" Cold Mill
37,400
SF
$
$ 279.168.75

6. 2" Cold Mill

1.116,675
SF
$
$ 97,318 50

7. 3.25" Cold Mill
286,225
SF
$
$ 14.,)60 uC)

8. 4" Cold Mill
9,350
TON
$ , -
$ 482.300 00

9. AC Pavement
3,445

10. ARHM Pavement
17,493
TON
$
$ 2.349.0220 00)

11. Crushed Aggregate Base
814
CY
$ '
$ 2.00

12. Sawcut and Remove Existing (Joint to
Joint) and Reconstruct 4" PCC Sidewalk
Per Plan
3,706
SF
$ ikon
$ 59.2* 00
LF
$ 12000
$ 1.220000

13. Sawcut and Remove Existing and
Reconstruct PCC Curb per Plan, Include 1'
wide AC Slot Patch
10 LF
$ 115))"
$ .I2.320.00

14. Sawcut and Remove Existing and
Reconstruct PCC Curb and Gutter per
Plan, Include 1' wide AC Slot Patch
368
SF
$ •
$ 14,658.00

15. Construct 4" AC Curb with Adjacent
Walkway
2,393

16. Sawcut and Remove Existing Partial PCC
Driveway and Construct 6" PCC
Commercial Driveway per Plan, Include 1'
wide AC Slot Patch
25 SF
$ .
$ 4,25.00
C-3

ITEM
NO.

ITEMS DESCRIPTION

QUANTITY
UNIT

UNIT PRICE
TOTAL

17. Sawcut and Remove Existing and
Reconstruct Cross Gutter Spandrel per
SPPWC Std Plan 122-2, Include 1' wide
Slot Patch
210
SF
$ .tii)
$ '' t'u.ixi

18. Sawcut and Remove Existing and
Construct 12° PCC Bus Pad with #4@18"
OC Each Way Top and Bottom per OCPW
Std 1120, Include 1' wide AC Slot Patch
20,000
SF
$
$ ,.uu.txoi uo

19. Sawcut and Remove Existing and
Reconstruct Parkway Drain per SPPWC
Std Plan 151-3, Include 1' wide Slot Patch
0 EA
$
$ " 'iii

20. Lower, Raise and Adjust Water Valve to
Final Grade per City of Fullerton Standard
Detail 650
4 EA
$ 1,200.0u
$ t.suu.ix,

21. Adjust Existing Drain Inlets to Grade
5 EA
$
$ ,,xx) no

22. Adjust Existing Sewer Manholes to Grade
93 EA
$
$ i t t,t txi an

23. Adjust Existing Storm Drain Manholes to
Grade
30 EA
$
$ .b.txxi t>n

24. Adjust Existing Unknown Manholes to
Grade
1,
EA
$ t ,o u,
$ t.zixi uu

25. Adjust Existing Traffic Signal Pull Box to
Grade
2 EA
$
$ I (>00.00

26. Provide and Install Traffic Pull Box Cover
per Caltrans Standard Plan ES -8A
1 EA
$ t.iiuu.uii
$

27. Grind Existing Sidewalk
57 SF
$ 85 ixi
$ t.845 un

28. Survey Markers and Monument
Preservation and Restoration and
Construction Staking
1 LS
$ `').iiiio xi
$ su.twu.cui

29. Traffic Signal Loop Detectors
73 EA
$ -0 uu
$ 32,850 ix)

30. Protect in Place all SiFi Network Conduits
and Service Drops for the entire project
within the City of Placentia
1 LS
$
$ .5.00() .00

31. Protect in Place all SiFi Network Conduits
and Service Drops for the entire project
within the City of Fullerton
1 LS
$
$ , iu tw

32. Signing, Striping, Markings, and Pavement
Legends [Excludes Area shown as part of
Traffic Signal Modification Plans)
1 LS
$ ,.uiw.(,.
$

33. Traffic Signal Modification Plan at
Placentia Ave and Crowther Ave
1 LS
$ -5.111,0 in
$ 95,000.00

34. Signing, Striping, Markings, and Pavement
Legends per Striping Plan for
Orangethorpe Ave and Kraemer Blvd as
part of Signal Modification Plans
1 LS
$
$ ' 8`t 1jpi10t1
(
C-4

ITEM
NO.

ITEMS DESCRIPTION

QUANTITY
UNIT

UMR PRICE
TOTAL

35. Traffic Signal Modification Plan at
Orangethorpe Ave and Kraemer Blvd
1 LS
$
$ s5-°°° ou

36. 2" Grind and overlay of Kraemer Park
Parking Lot, including Striping and Wheel
Stops
1 LS
$ ,
$
TOTAL BID "A" PRICE WRITTEN IN FIGURES: $ 5-1" I"° 2'
TOTAL BID "A" PRICE WRITTEN IN WORDS:

FIYL \11I.I,ION •IIIRLI'. Ill'NDRLD IaGHIIY f11R1`.F: 111OUSAND F URFF IILNDRLt) SIX DOII ARS & "MEN Y f=1Yk_ CFNFS ADDITIVE BID "B" SCHEDULE
(Chapman Ave Portion of Project Plans)
REM
�"

ITEMS DESCRIPTION
(WANT"

UNIT TOTAL

UNIT PRICE

1. Mobilization and Traffic Control
1 LS
$ 10,000.00
$ 10,000.00

2. Best Management Practices
1 LS
$
$ • `"" "''

3. Unclassified Excavation
592
CY
$ 1,4) , L -
$ i i2 aso.ot)

4. Surface Preparation and Crack Seal
1 LS
$ I s o,,, 00
$ i; ()i n on

6. 2" Cold Mill
293,140
SF
$ `' -�
$ 61,559 11)

9. AC Pavement
41 TON
$ ikJ.,w
$ 15.I7i).uu

10. ARHM Pavement
3,636
TON
$
$ 472.680.9c)

11. Crushed Aggregate Base
126
CY
$
$ s-` , 1'o

12. Sawcut and Remove Existing (Joint to
Joint) and Reconstruct 4" PCC Sidewalk
Per Plan
286
SF
$
$ 4,290 o0

14. Sawcut and Remove Existing and
Reconstruct PCC Curb and Gutter per
Plan, Include 1' wide AC Slot Patch
52 LF
$ .;2,01
$ 4.784 (X)

16. Sawcut and Remove Existing Partial PCC
Driveway and Construct 6" PCC
Commercial Driveway per Plan, Include 1'
wide AC Slot Patch
140
SF
$ ,), Ix)
$ 12,880.00

18. Sawcut and Remove Existing and
Construct 12" PCC Bus Pad with #4@18°
OC Each Way Top and Bottom per OCPW
Std 1120, Include 1' wide AC Slot Patch
13,990
SF
$ ,.
$ 3(7.780.0o
C-5

ITEM
NO.

ITEMS DESCRIPTION

QUANTITY
UNIT

UNIT PRICE
TOTAL

19. Sawcut and Remove Existing and
Reconstruct Parkway Drain per SPPWC
Std Plan 151-3, Include 1' wide Slot Patch
2 EA
$ ,, -::;i; c)l)
$ I ; firm on

22. Adjust Existing Sewer Manholes to Grade
19 EA
$
$ , , •ou on

23. Adjust Existing Storm Drain Manholes to
Grade
5 EA
$
$ roix).00

25. Adjust Existing Traffic Signal PuII Box to
Grade
1 EA
$
$ 81x).00

28. Survey Markers and Monument
Preservation and Restoration and
Construction Staking
1 LS
$ 2-.0x000
$ 22.000.00

29. Traffic Signal Loop Detectors
74 EA
$
$ ;.I 3u N

30. Protect in Place all SiFi Network Conduits
and Service Drops for the entire project
within the City of Placentia
1 LS
$
$ 2.500.00

32. Signing, Striping, Markings, and Pavement
Legends [Excludes Area shown as part of
Traffic Signal Modification Plans]
1 LS
$
$

1.161.091.40
TOTAL ADDITIVE BID "B" PRICE WRITTEN IN FIGURES: S
TOTAL ADDITIVE BID "B" PRICE WRITTEN IN WORDS:

ONE. MILLI(", ,,N1 'KINDRED SIXTY ONE "I }RII ND & NINE. fY &)NI. DOLLARS AND N)RTY CENTS GRAND TOTAL BID "A" + ADDITIVE BID "B" PRICE WRITTEN IN FIGURES:
s h.:544.397 (.;
GRAND TOTAL BID "A" + ADDITIVE BID "W' PRICE WRITTEN IN WORDS:

SIN MILLION FIV)-: INDRED FORTY FOUR "ClIOUSAND THREE. IIUNDR)-:D 1', VFN IX)I.I.ARS & SIXTY I'IVI'. CENTS NOTE: The GRAND TOTAL BID "A" + ADDITIVE BID "B" PRICE shall be used as the basis of bid in determining the low bid for this project. The City reserves the right to include or remove the work on Chapman Ave that makes up the additive bid schedule.

Through submission on PlanetBids, the bidder certifies that he/she has followed the bidder instructions, acknowledges the requirements set forth in this proposal form for bid submission, and has thoroughly checked the figures set forth in the proposal and inputted into PlanetBids, that they are correct to the best of his/her knowledge and constitute his/her proposal to perform all the work called out and implied throughout these contract documents. """BiD ITEMS TO BE INPUTED ON-LINE VIA PLANETBiDS"-
C6

LIST OF SUBCONTRACTORS
In accordance with Public Contract Code Section 4104, the Bidder shall set forth the name and business address of each subcontractor who will perform work or render service to the bidder on said contract in an amount in excess of one-half of one percent of the total bid or $10,000, whichever is greater, and the portion of the work to be done by such subcontractor.

Portion
of Work
Name and Address of Subcontractor
State License
Number
Class
3URVL.Y

CASE LAND SURVEYING
014 N ECKOPF STREET, ORANGE`.. CA 92868

CONCRI IT

NOBEST INC
7600 AC.\C \I.\ :\VI:. 1I:\RDI:N (IR( )VI.. CA 92 S4 I

ELECTRIC
1,OOPS
BEI CO
13331 SIIAIiFFER AVE.. CHINO. CA 9171(1
738 18
\.B,C ill
CR \ K Sr \
t'.\\'I:MI:NI REHAB
2840 E. I.A CRESTA AVE . ANAI IEINI. CA

STRIPING

SUPERIOR PAVEMENT
5312 CYPRESS STREET, CYPRESS. CA 90630
776306
C31. C32
By submission of this proposal, the Bidder certifies:

1. That he is able to and will perform the balance of all work, which is not covered in the above subcontractors listing.

2. That the AGENCY will be furnished copies of all subcontracts entered into and bonds furnished by subcontractor for this project.

C-7

NONCOLLUSION AFFIDAVIT

TO BE EXECUTED BY BIDDER AND SUBMITTED WITH BID
State of California
ss.

County of Orange
JACOB BREEI)LOVE , being first duly sworn, deposes and says that he or she is of R.I.N81 l: c.cmu AN1 the party making
the foregoing bid that the bid is not made in the interest of, or on the behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price, or that of any other bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

R.1. NoB1,P (..-A iV1' \N'i
Name of Bidder
Subscribed and sworn to before me this

NOTARY PUBLIC
Signat e of a
A(:c)R RI,EI)I,(r i.. ' I,( Rk I ARY
15505 E. LINCOLN AVL ., ORANGE, CA 92865
Address of Bidder
day of OCTOBER
23 20
J. i _-7rAai

NOTARY SEAL
C-8

UTILITY AGREEMENT

HONORABLE MAYOR AND CITY COUNCIL

CITY OF PLACENTIA, CALIFORNIA
The undersigned hereby promises and agrees that in the performance of the work specified in the contract, known as FY 2022-2023 STREET REHABILITATION PROJECT, (I)(we)(it) will employ and utilize only qualified persons, as hereinafter defined, to work in proximity to any electrical secondary or transmission facilities. The term "Qualified Person" is defined in Title 8, California Administrative Code, Section 2700, as follows:
"Qualified Person: A person who, by reason of experience or instruction. is familiar with the operation to be performed and the hazards involved."
The undersigned also promised and agrees that all such work shall be performed in accordance with all applicable electrical utility company's requirements, Public Utility Commission orders, and State of California Cal -OSHA requirements.

The undersigned further promises and agrees that the provisions herein shall be and are binding upon any subcontractor or subcontractors that may be retained or employed by the undersigned, and that the undersigned shall take steps as are necessary to assure compliance by any said subcontractor or subcontractors with the requirements contained herein R.J. NOBLE COMPANY
Contractor
)1.0V E, SECRt:TARY
Title
Date:

C-9

DISQUALIFICATION QUESTIONNAIRE
In accordance with Government Code Section 14310.5, the Bidder shall complete, under penalty of perjury, the following questionnaire.

QUESTIONNAIRE
Has the Bidder, any officer of the Bidder or any employee of the Bidder who has a proprietary interest in the Bidder ever been disqualified, removed or otherwise prevented from bidding on or completing a Federal, State or local government project because of a violation of law or a safety regulation?
J Yes :] No
If the answer is yes, explain the circumstances in the space provided.

Note: This questionnaire constitutes a part of the Proposal, and a signature portion of the Proposal shall constitute signature of this questionnaire.

C-10

WORKERS COMPENSATION INSURANCE CERTIFICATE
Pursuant to Section 1861 of the State Labor Code, each contractor to whom a public works contract has been awarded shall sign the following certificate.

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's 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.

R.J. NOBLE COMPANY
Contractor
By
BRfEGULOVP., SECRETARY
Title
Date:

C-11

UNDERGROUND SERVICE ALERT

IDENTIFICATION NUMBER
(To be completed only by the awarded Contractor prior to excavation) No excavation will be permitted until this form is completed and returned to the AGENCY.

Section 4216/4217 of the Government Code requires a Dig Alert Identification Number be issued before a Permit to Excavate will be valid.

To obtain a Dig Alert Identification Number, call Underground Service Alert at 1-800-422-4133 a minimum of two working days before scheduled excavation.

Dig Alert Identification Number.

R.I. ' i;[.P COMI1'.\NV
Contractor
j\(: B ItRPF.i t; MI.,
Title
Date:

Note: This form is required for every Dig Alert Identification Number issued by U. S.A. during the course of the Work. Additional forms may be obtained from the AGENCY upon request.

C-12

BIDDER'S INFORMATION
BIDDER certifies that the following information is true and correct:

R.J. NOBLE COMPANY
Bidder Name
.. 1 INCOLN AVENUE
Business Address
DRANG'r,
City,
( 1.; ) 637-1550
Telephone Number
State Zip
:l)\II'ANY
Contractor Name
1000004233
Contractor's DIR Public Works Registration Number
782908 CLASS A
State Contractor's License No. and Class
V8 2000
Original Date Issued
Expiration Date
3RADEN PORTER of our office on
The work site was inspected by 20_.

The following are persons, firms, and corporations having a principal interest in this proposal:

R.I. NOBLE COMPANY A C:A1.11ORNiA COR1'OIL•ATION
AUSTIN M. CARVER, PRESIDENT KASC!NDR:A C. GC)N%ALI'X, VICE PRiSII)ENF STEVEN L. \IFNDL)/A, VICE PRESIDENT IACOB ISRE.EDLOVE. SECRETARY JAMES N. i)UCUTE, c.0.0.

C-13

The undersigned is prepared to satisfy the Council of the City of PLACENTIA of its ability, financially or otherwise, to perform the contract for the proposed work and improvements in accordance with the plans and specifications set forth.

R.J. NOBLE COMPANY
Company Name
Signatur¢ of Btd9er

IACOBBREEDLOVE, EARY
Printed or Typed Signature
Subscribed and sworn to before me this "" day of ''1:1 "1`I

NOTARY PUBLIC
F \

NOTARY SEAL
C.. c, v... 29. 2C!3
Listed below are the names, address and telephone numbers for three public agencies for which the bidder has performed similar work within the past two years. 2 3.

CITY OF IRVINE. 1 t'LAIC ('ENTER PL ALA. IRVINE, (',A 92613 Name and Address of Public Agency
Name and Telephone No. of Project Manager:

S6.021622 00
BRIAN 1). BROWN 949-724-6474
ANNUAL S1RE1?'I' REHABILITATION ION & SLURRY SEAL IANUARI Contract Amount
Type of Work Date Completed
C11 Y OF I1C` .NGTUN BLACI I. 2000 \i.\ '. ti i RL.E. t E IL'\' 11:`Gl'ON BEACH. L CA 9_'6-18 Name and Address of Public Agency
IOSEPI I FUEN1 ES, P.L. 714 -=?6-5431
Name and Telephone No. of Project Manager:

RESIDENTIAL OVERLAY
Contract Amount
SEPTEMBER 2022
Type of Work Date Completed
CITY cE ORANGE, 300 E. (:)i:\I'\t:AN \VL. ORAN(iE'., C:A ,.)2t406 Name and Address of Public Agency
SALVADOR MUNOZ 71-- 4-5 1
Name and Telephone No. of Project Manager:

ANNUAL PA\'EMFN ,`N I'IT \\(T.
1U1.Y -
Contract Amount
Type of Work Date Completed
C-14

RESPONSIBLE BIDDER - SUPPLEMENTAL QUESTIONNAIRE

1. How many years has your organization been in business in California as a contractor under your present business name and license number?
Years

2. What is your firm's Average Gross Revenue for the last three years? 1W NH:

3. Is your firm currently the debtor in a bankruptcy case? D Yes D No
If " yes," indicate the case number, bankruptcy court. and the date on which the petition was filed.

Case Number
Bankruptcy Court Date Filed

4. Was your firm in bankruptcy any time during the last five years? (This question refers only to a bankruptcy action that was not described in answer to question 2, above.) J YesD No
If " yes," indicate the case number, bankruptcy court, and the date on which the petition was filed.

Case Number
Bankruptcy Court Date Filed

5. Has any CSLB license held by your firm or its Responsible Managing Employee (RME) or Responsible Managing Officer (RMO) been suspended within the last five years? D Yes > 0 No

6. At any time in the last five years, has your firm been assessed and paid liquidated damages after completion of a project, under a construction contract with either a public or private owner?
D Yes D, No

7. Has your firm ever defaulted on a construction contract? D Yes No
If "yes," explain on a separate page.
8 In the last five years has your firm, or any firm with which any of your company's owners, officers or partners was associated, been debarred, disqualified, removed or otherwise prevented from bidding on, or completing, any government agency or public works project for any reason?
C-15

❑ Yesb\ No
If "yes," explain on a separate page. State the name of the organization debarred, the year of the event, the owner of the project, and the basis for the action.

9. In the last five years, has your firm been denied an award of a public works contract based on a finding by a public agency that your company was not a responsible bidder? ❑ Yes0 No
If "yes." on a separate page identify the year of the event, the entity denied the award, the owner, the project. and the basis for the finding by the public agency.

10. In the past five years. has any claim against your firm concerning your firms work on a construction project. been filed in court or arbitration? ❑ Yes No
If "yes," on a separate page identify the claim(s) by providing the project name, date of the claim, name of the claimant, the name of the entity the claim was filed against. a brief description of the nature of the claim, the court and case number, and a brief description of the status of the claim (pending or, if resolved, a brief description of the resolution).

11. In the past five years, has your firm made any claim against a project owner concerning work on a project or payment for a contract, and filed that claim in court or arbitration? ❑ Yes ❑ No
If "yes," on a separate page identify the claim be providing the name of claimant, the project name. date of the claim, name of the entity (or entities) against whom the claim was filed, a brief description of the nature of the claim, the court and case number, and a brief description of the status of the claim (pending, or if resolved, a brief description of the resolution.

12. At any time during the past five years, has any surety company made any payments on your firm's behalf as a result of a default, to satisfy any claims made against a performance or payment bond issued on your firm's behalf in connection with a construction project, either public or private?
• Yes ❑ No

13. In the last five years, has any insurance carrier, for any form of insurance, refused to renew the insurance policy for your firm?
❑ Yes❑ No
14 Has your firm or any of its owners, officers, or partners ever been liable in a civil suit, or found guilty in a criminal action, for making any false claim or material misrepresentation to any public agency or entity?
❑ YesU No
C-16

15. Has your firm or any of its owners, officers or partners ever been convicted of a crime involving any federal, state, or local law related to construction? ❑ Yes No
If "yes," explain on a separate page, including identifying who was convicted, the name of the victim, the date of the conviction, the court and case number, the crimes, and the grounds for the conviction.

16. Has your firm or any of its owners, officers or partners ever been convicted of a federal or state crime of fraud. theft, or any other act of dishonesty? Yes No
If "yes," identify on a separate page, the person or persons convicted, the court and case number, the crimes, and the year convicted.

17. If your firm was required to pay a premium of more than one per cent for a performance and payment bond on any project(s) on which your firm worked at any time during the last three years, state the percentage that your firm was required to pay. You may provide an explanation for a percentage rate higher than one per cent, if you wish to do so.

18. During the last five years, has your firm ever been denied bond credit by a surety company, or has there ever been a period of time when your firm has no surety bond in place during a public construction project when on was required?
a Yes a No

19. Has CAL OSHA cited and assessed penalties against the General Contractor or its associates for any "serious," "willful" or "repeat" violations of its safety or health regulations in the past five years?
(Note: If you have filed an appeal of a citation, and the Occupational Safety and Health Appeals Board has not yet ruled on your appeal, you need not include information about it.)
Yes U No
If "yes," on separate page describe the citations, the party against whom the citation was made, date of citation, nature of the violation, project on which the citation was issued, owner of project, and the amount of penalty paid, if any. State the case number and date of any OSHAB decision.

20. Has the Federal Occupational Safety and Health Administration cited and assessed penalties against the General Contractor or its associates in the past five years? (Note: If an appeal of the citation has been filed and the Appeals Board has not yet ruled, or there is a court appeal pending, you need not include information about the citation.) a YesD No
C-17

If "yes," on separate page describe the citation, the party against whom the citation was made, date of citation, nature of the violation, project on which the citation was issued, owner of project, and the amount of penalty paid, if any. State the case number and date of any decision.

21. Has there been more than one occasion during the last five years in which the General Contractor or its associates was required to pay either back wages or penalties for failure to comply with the state's prevailing wage laws?
Yes3 No
If "yes," on separate page, describe the violator, nature of each violation, name of the project, date of its completion, the public agency for which it was constructed, the number of employees who were initially underpaid an the amount of back wages and penalties that were assessed.

22. During the last five years, has there been more than one occasion in which the General Contractor or its associates have been penalized or required to pay back wages for failure to comply with the Federal Davis -Bacon prevailing wage requirements? Yes 1 No
If "yes," on separate page, describe the violator, nature of each violation, name of the project, date of its completion, the public agency for which it was constructed, the number of employees who were initially underpaid an the amount of back wages and penalties that were assessed.

C-18

DESIGN ENGINEER MAY NOT BID ON

CONSTRUCTION CONTRACT
No engineering or architectural firm which has provided design services for a project shall be eligible to bid on the contract to construct the project. The firms ineligible to bid include the prime contractor for design, subcontractors of portions of the design, and affiliates of either. An affiliate is a firm which is subject to the control of the same persons(s), through joint ownership or otherwise.

ACKNOWLEDGED this 5th
15505 E. LINCOLN AVE., ORANGE, CA 92865
day of OCTOBER , 20
JACOB I9RE.

SECRETARY
9 )t )VE
Position
R. . NOBLE COMPANY
Company
C-19

NOTICE OF AFFIRMATIVE ACTION
"NOTICE"
By submitting a proposal on any job or entering into any contractual agreement with the City of Placentia, the undersigned agrees not to discriminate in employment decisions against any person on account of race, creed, national origin, ethnic background, color, sex, age. or handicap in performing the work required under this proposal.

OCTOBER
ACKNOWLEDGED this day of 20 , at 15505 E. LINCOLN AVE
.'iL\X(IIi, c.;\ •):8(6
Authorized Signature
IAI,Oli L REEIDLOVE, SECRETARY
Position
R.I. NOBLE COMPANY
Company
C-20

CITY OF PLACENTIA
FY 2022-2023 STREET REHABILITATION
CITY PROJECT NO. 1301
DATE: September 28, 2023
SUBJECT: Addendum # 1
This letter comprises Addendum No. 1 for the above project, request for construction bid, issued by the City of Placentia on September 13, 2023. Please take note of the following clarifications/changes listed below which will have to be used in the preparation of your bid for this project. The following are hereby issued and made a part of the bid documents.

CLARIFICATIONS:

1. The Notice to Proceed will be issued no later than Monday, November 13th, 2023 and working days will commence from this date.

REVISIONS, ADDITIONS AND/OR DELETIONS:

A. The 'Specifications for FY 2022-2023 STREET REHABILITATION, CITY PROJECT NO. 1301' shall be referred to herein as the 'Specifications', and the 'Construction Plans as part of Appendix I for FY 2022-2023 STREET REHABILITATION, CITY PROJECT NO. 1301' shall be referred to herein as the 'Construction Plans'.

1. To Specifications, Section C, Proposal, Bid Schedule, Page C-4: Delete sheet and replace with revised Page C-4 attached. The Revised Page C-4 reflects an updated quantity for Bid Item 18 showing 20,000 SF.

2. To Specifications, Section E, Special Provisions, Part 1 General Provisions, Section 6 - Prosecution and Progress of the Work, 6-3 Time of Completion, 6-3.3 Working Day, Page E-13, Second Paragraph: Delete entire paragraph and replace with the following: "NOTE: The street rehabilitation work on Bradford Ave from Chapman Ave to Madison Ave MUST ONLY be performed during a multiple day school closure. The Contractor needs to take this into account when preparing their work schedule. Options for this work consist of: Weekend Work approved by City, Thanksgiving Break from November 20th - November 22nd, 2023, or Winter Break from December 26, 2023 - January 5, 2024."

CITY OF PLACENTIA

3. To Construction Plans, Sheet 4 of 47, Orangethorpe Avenue, Sta 10+00 to Sta 11+00, Hand -drawn red hatched area with Construction Note 2: Delete both drawn changes and Replace with original hatching shown and Construction Note 7 with 500 SF quantity.

4. To Construction Plans, Sheet 9 of 47, W Crowther Avenue, Sta 12+00, Hand - drawn red Construction Note 6: This should have been drawn in a location more to the east (closer to station 13+00) Low Bid Contractor to verify exact location with Inspector after contract award.

5. To Construction Plans, Sheet 15 of 47, Bradford Avenue, Sta 28+00 to Sta 29+00, Hand -drawn black hatched area with Construction Note 2: Delete written note and Replace with "NOTE: PROJECT INCLUDES CONSTRUCTION NOTE 2 IN PARKING LOT WHICH IS APPROXIMATELY 29,500 SF IN SIZE". The Contractor is responsible for using this updated square footage when calculating for Bid Item 36.

6. To Construction Plans, Sheets 22-26, 32-33 and 35 of 47: Remove sheets and Replace with attached revised Sheets 22-26, 32-33 and 35 of 47 which reflect hand -drawn purple updates from our Traffic Manager (highlighted on attached). The Contractor is responsible for incorporating these revisions when calculating for Bid Item 32.

QUESTIONS:

1. Question: What is the requirement for the original hard copy of the bid bond? Yes it will be uploaded, but what about the original wet signature version? Answer:

Along with uploading the bid bond, the original wet signature version needs to be received at City Hall by the apparent low bidder before 5:00 pm Monday, October 9, 2023.

2. Question: It appears that the Quantities for Additive Bid "B", are included in Bid Schedule "A", please clarify. Answer: The quantities for Additive Bid "B" are NOT included in Bid "A". The bid items and quantities listed in Bid "A" are for all parts of the project EXCLUDING CHAPMAN AVENUE. That portion of the project should be represented solely under Additive Bid "B" and it's bid items and quantities. Based on how the bids fare with our budget, will determine if we include Additive Bid "B" work as part of the final project scope.

An acknowledgment of receipt of this Addendum No. 1 shall be entered on Page C-2 of the Bid Proposal Section C. Also, please sign the following page as the "Addendum Acknowledgment" and include with your bid prior to submission.

CITY OF PLACENTIA
Failure to provide such acknowledgments shall render the bid as non -responsive and subject to rejection. All other aspects of the plans and specifications not specifically mentioned in this addendum remain unchanged.

Sincerely,
Ce at (Cr-
Raquel Garcia, EIT
Associate Civil Engineer

CITY OF PLACENTIA
FY 2022-2023 STREET REHABILITATION
CITY PROJECT NO. 1301
DATE: September 28, 2023
SUBJECT: Addendum # 1
ADDENDUM ACKNOWLEDGMENT:

Firm Name: R.I. NOBLE COMPANY
X
Authorized Signature: X
STEVEN 4EN ZA, VICE PRESIDENT
Date: 09/29/2023
Acknowledgment of Receipt of Addendum # 1 is required by signing and submitting with bid proposal.

Project No. 1301

EXHIBIT B

SCHEDULE OF PERFORMANCE
All work must be complete within Sixty (60) working days starting from the date mentioned in the Notice to Proceed.

Project No. 1301

EXHIBIT C

INSURANCE REQUIREMENTS
Contractor shall maintain and shall require all its subcontractors, consultants, and other agents to maintain the insurance listed below. Any requirement for insurance to be maintained after completion of the work shall survive this agreement.

CITY reserves the right to review any and all of the required insurance policies and/or endorsements but has no obligation to do so. Failure to demand evidence of full compliance with the insurance requirements set forth in this agreement or failure to identify any insurance deficiency shall not relieve Contractor from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance of this agreement.

A. Workers Compensation & Employers Liability Insurance • Workers Compensation insurance with statutory limits as required by the Labor Code of the State of California.
• Employers Liability with limits of $1,000,000 per Accident; $1,000,000 Disease per employee; $1,000,000 Disease per policy.
• The policy shall include a written waiver of the insurer's right to subrogate against CITY.
• Required Evidence of Coverage:

1. Subrogation waiver endorsement; and

2. Properly completed Certificate of Insurance.

B. General Liability Insurance
• Commercial General Liability Insurance no less broad than Insurance Services Office (ISO) form CG 00 01.
• Coverage shall be on a standard occurrence form. Claims -Made forms are not acceptable without prior written consent. Modified, limited or restricted Occurrence forms are not acceptable without prior written consent. • Minimum Limits: $1,000,000 per Occurrence; $2,000,000 General Aggregate; $2,000,000 Products/Completed Operations Aggregate. The General Aggregate shall apply separately to each project. The required

Project No. 1301
limits may be provided by a combination of General Liability Insurance and Commercial Excess or Umbrella Liability Insurance. If contractor maintains higher limits than the specified minimum limits, CITY requires and shall be entitled to coverage for the higher limits maintained by contractor. • Any deductible or self -insured retention shall be shown on the Certificate of Insurance. If the deductible or self -insured retention exceeds $25,000 it must be approved in advance by CITY. Contractor is responsible for any deductible or self -insured retention and shall fund it upon CITY'S written request, regardless of whether Contractor has a claim against the insurance or is named as a party in any action involving CITY. • Coverage shall be continued for one (1) year after completion of the work. • CITY shall be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of the contractor. CITY shall continue to be an additional insured for completed operations for (1) year after completion of the work.
• The policy definition of "insured contract" shall include assumptions of liability arising out of both ongoing operations and the products -completed operations hazard ("f" definition of insured contract in ISO form CG 00 01, or equivalent).
• The insurance provided to the additional insureds shall be primary to, and non-contributory with, any insurance or self-insurance program maintained by them.
• The policy shall cover inter -insured suits and include a "Separation of Insureds" or "severability" clause which treats each insured separately. • The policy shall be endorsed to include a written waiver of the insurer's right to subrogate against all persons or entities that are, or are required to be, additional insureds.
• The policy shall not contain a Contractors' Warranty or other similar language which eliminates or restricts insurance because of a subcontractor's failure to carry specific insurance or to supply evidence of such insurance.

Project No. 1301
• Required Evidence of Coverage:

1. Copy of the additional insured endorsement or policy language granting additional insured status; (The City of Placentia, its officers, employees, representatives, attorneys, and volunteers shall be named as additional named insureds with respect to: liability arising out of activities performed by or on behalf of the Contractor and all Subcontractors pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Contractor and all Subcontractors; automobiles owned, leased, hired, or borrowed by the Contractor and all Subcontractors.)

2. Copy of the endorsement or policy language indicating that coverage applicable to the additional insureds is primary and non-contributory;

3. Properly completed Certificate of Insurance; and

4. Completed and signed Agent/Broker Questionnaire with supporting documentation as required.

C. Automobile Liability Insurance
• Minimum Limit: $1,000,000 combined single limit per accident. • Coverage shall apply to all owned, hired and non -owned vehicles. • CITY shall qualify as an insured.
• Required Evidence of Coverage:

1. Copy of the endorsement or policy language indicating that CITY is an insured; and

2. Properly completed Certificate of Insurance.

D. Contractors Pollution Liability Insurance
• Minimum Limits: $1,000,000 per Pollution Incident; $1,000,000 Aggregate; • Coverage shall apply to pollution incidents at or from any location at which Contractor is performing work under this agreement.
• Any deductible or self -insured retention shall be shown on the Certificate

Project No. 1301
of Insurance. If the deductible or self -insured retention exceeds $25,000 it shall be approved in advance by CITY. Contractor is responsible for any deductible or self -insured retention and shall fund it upon CITY written request, regardless of whether Contractor has a claim against the insurance or is named as a party in any action involving CITY. • CITY shall be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of the Contractor.

Additional insured status shall continue for one (1) year after completion of the work.
• The insurance provided to the additional insureds shall apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by them.
• If the insurance is on a Claims -Made basis, the retroactive date shall be no later than the commencement of work.
• The insurance shall be continued for one (1) year after completion of the work. If the insurance is on a Claims -Made basis, the continuation coverage may be provided by: (a) renewal of the existing policy; (b) an extended reporting period endorsement; or (c) replacement insurance with a retroactive date no later than the commencement of the work. • Required Evidence of Coverage:

1. Copy of the additional insured endorsement or policy language granting additional insured status;

2. Copy of the endorsement or policy language indicating that coverage for the additional insureds is primary and non- contributory;

3. Properly completed Certificate of Insurance.

E. Surety Bonds
• Bid bond.
• Performance and payment bonds for the entire contract price. • The surety must be authorized to issue these bonds in the State of

Project No. 1301
California.

F. Standards for Insurance Companies
• Insurers, other than the California State Compensation Insurance Fund, shall have an A.M. Best's rating of at least A:VII.

G. Documentation
• The Certificate of Insurance shall include the following reference: FY 2022-22 Street Rehabilitation, City Project 1301
• The name and address for Additional Insured endorsements and Certificates of Insurance is: City of Placentia
• Contractor shall provide immediate written notice if: (1) any of the required insurance policies is terminated; (2) the limits of any of the required policies are reduced; or (3) the deductible or self -insured retention is increased.
• Current Evidence of Coverage shall be provided for the entire required period of insurance.
• Upon written request, certified copies of required insurance policies shall be provided within thirty (30) days.

Project No. 1301

EXHIBIT D

CERTIFICATES OF INSURANCE AND ENDORSEMENTS

0 AMR,
`� CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)
10/9/2023
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

PRODUCER
Patriot Risk & Insurance Services
18952 MacArthur Blvd., Suite #300
Irvine, CA 92612
Www.patrisk.com 0K07568

CONTACT
NAME: Annette Romero

PHONE FAX
No, E=n: 949-486-7904 , (A/C, No):

E -M
ADDRESS: [email protected]

INSURER(S) AFFORDING COVERAGE
NAIC #
INSURERA: Travelers Property Casualty Company of America 25674

INSURED
R. J. Noble Company, Inc.
15505 Lincoln Avenue
P.O. Box 620
Orange CA 92856-9020
INSURER e : Evanston Insurance Company
35378
INSURER C:

INSURER D :

INSURERE:

INSURER F :

COVERAGES
CERTIFICATE NUMBER: 76740802
REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR

TYPE OF INSURANCE

ADDLLTR
INSD
INSD
SUBR
WVD

POLICY NUMBER

POLICY EFF
(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)
LIMITS
A
,/

COMMERCIAL GENERAL LIABILITY
✓
/
VTJ-EXGL-9F338142-TIL-23
7/1/2023
7/1/2024

EACH OCCURRENCE
$1,000,000

CLAIMS -MADE
/
OCCUR

DAMAGE TO RENTED
PREMISES (Ea occurrence)
$ 1,000,000
✓
$25,000 Deductible
MED EXP (Any one person)
$ 5,000

PERSONAL & ADV INJURY
$ 1,000,000
GEN'L

AGGREGATE
POLICY
OTHER:
/

LIMIT APPLIES
PE
PER:

GENERAL AGGREGATE
$ 2,000,000

PRODUCTS - COMP/OP AGG
$ 2,000,000
$
A

AUTOMOBILE
✓
✓

LIABILITY

ANY AUTO
OWNED

AUTOS ONLY

AUTOS ONLY

SCHEDULED
AUTOS

AUTN-OWNED OS ONLY
✓
✓
VTC2E-CAP-9F338154-TCT-23
7/1/2023
7/1/2024
CO BINEDtjINGLELIMIT(Ea
$2000,000
BODILY INJURY (Per person)
$
BODILY INJURY (Per accident)
$
(PRPer aERde DAMAGE
$
A
/

UMBRELLA LIAB

EXCESS LIAB
/
OCCUR

CLAIMS -MADE
✓
,/
CUP6W88717A2325
Policy Follows Form Over
Underlying General Liab.
7/1/2023
7/1/2024

EACH OCCURRENCE
$10,000,000

AGGREGATE
$ 10,000,000
DED
RETENTION $
$
A

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

ANYPROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBEREXCLUDED?
(Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y / N
N/A
i
UB-7N939386-22-25K
No Deductible for Workers
Compensation
7/1/2023
7/1/2024
/

STATUTE
EERH
E.L. EACH ACCIDENT
$ 1,000,000
E.L. DISEASE - EA EMPLOYEE
$ ' ,000.000
E.L. DISEASE - POLICY LIMIT
$1,000,000
B
Contractor's Pollution Liability
✓
MKLV5ENV104221
7/1/2023
7/1/2026
Each Occurrence: $5,000,000
General Aggregate: $5,000,000
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: RJN #91899 / FY 2022-2023 Street Rehabilitation / City Project #1301 City of Placentia, its officers, employees, representatives, attorneys and volunteers are named as additional insureds with respects to General Liability and Auto Liability, coverage includes Primary and Non-contributory and Waiver of subrogation applies and in favor of the additional insureds Per Project Aggregate applies to GL. "Excess/Umbrella Liability follows form 30 days notice of cancellation, 10 days for non-payment of premium.

CERTIFICATE HOLDER

CANCELLATION
City of Placentia
401 East Chapman Avenue
Placentia CA 92870

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

AUTHORIZED REPRESENTATIVE
Dave Jacobson
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
76740902 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14,42 PM (PST) I Page 1 of 16 This certificate cancels and supersedes ALL previously issued certificates.

VTJ-EXGL-9F338142-TIL-23
R. J. Noble Company, Inc.

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED
(Includes Products -Completed Operations If Required By Contract) This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PROVISIONS
The following is added to SECTION II - WHO IS AN
INSURED:

Any person or organization that you agree in a
written contract or agreement to include as an
additional insured on this Coverage Part is an
insured, but only:
a. With respect to liability for "bodily injury' or
"property damage" that occurs, or for "personal
injury" caused by an offense that is committed,
subsequent to the signing of that contract or
agreement and while that part of the contract or
agreement Is in effect; and
b. If, and only to the extent that, such injury or
damage is caused by acts or omissions of you or
your subcontractor in the performance of "your
work" to which the written contract or agreement
applies. Such person or organization does not
qualify as an additional insured with respect to
the independent acts or omissions of such
person or organization,
The insurance provided to such additional insured is
subject to the following provisions:
a. If the Limits of Insurance of this Coverage Part
shown in the Declarations exceed the minimum
limits required by the written contract or
agreement, the insurance provided to the
additional insured will be limited to such
minimum required limits. For the purposes of
determining whether this limitation applies, the
minimum limits required by the written contract or
agreement will be considered to include the
minimum limits of any Umbrella or Excess
liability coverage required for the additional
insured by that written contract or agreement.

This provision will not increase the limits of
insurance described in Section III — Limits Of
Insurance.
b. The insurance provided to such additional
insured does not apply to:

CG D2 46 0419
(1)
Any "bodily injury", "property damage" or
"personal injury' arising out of the providing,
or failure to provide, any professional
architectural, engineering or surveying
services, including:
(a) The preparing, approving, or failing to
prepare or approve, maps, shop
drawings, opinions, reports, surveys,
field orders or change orders, or the
preparing, approving, or failing to
prepare or approve, drawings and
specifications; and
(b) Supervisory, inspection, architectural or
engineering activities.
(2) Any "bodily injury' or "property damage"
caused by "your work" and included in the
"products -completed operations hazard"
unless the written contract or agreement
specifically requires you to provide such
coverage for that additional insured during
the policy period.
c. The additional insured must comply with the
following duties:
(1) Give us written notice as soon as practicable
of an "occurrence or an offense which may
result in a claim. To the extent possible, such
notice should include:
(a) How, when and where the "occurrence"
or offense took place;
(b) The names and addresses of any injured
persons and witnesses; and
The nature and location of any injury or
damage arising out of the "occurrence"
or offense.
(c)
(2) If a claim is made or "suit" is brought against
the additional insured:
® 2018 The Travelers Indemnity Company. All rights reserved.

76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 2 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL GENERAL LIABILITY
(a) Immediately record the specifics of the
claim or "suit" and the date received; and
(b) Notify us as soon as practicable and see
to it that we receive written notice of the
claim or "suit" as soon as practicable.
(3) Immediately send us copies of all legal
papers received in connection with the claim
or "suit", cooperate with us in the
investigation or settlement of the claim or
defense against the "suit', and otherwise
comply with all policy conditions.

(4) Tender the defense and indemnity of any
claim or "suit" to any provider of other
insurance which would cover such additional
insured for a loss we cover. However, this
condition does not affect whether the
insurance provided to such additional
insured is primary to other insurance
available to such additional insured which
covers that person or organization as a
named insured as described in Paragraph 4.,
Other Insurance, of Section IV — Commercial
General Liability Conditions.
® 2018 The Travelers Indemnity Company. All rights reserved. CG D2 46 04 19 76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 3 of 16 This certificate cancels and supersedes ALL previously issued certificates.

R. J. Noble Compan , Inc.

POLICY NUMBER: VTJ-EXGL-9F338142-TIL-23

COMMERCIAL GENERAL LIABILITY
ISSUE DATE: 10/9/2023
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY -

OTHER INSURANCE CONDITION - DESIGNATED

ADDITIONAL INSUREDS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

LIQUOR LIABILITY COVERAGE PART

PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART

SCHEDULE OF DESIGNATED ADDITIONAL INSUREDS
As Required by Written Contract

PROVISIONS
The following is added to the Other Insurance
Condition and supersedes any provision to the
contrary:

Primary And Noncontributory Insurance
This insurance is primary to and will not seek
contribution from any other insurance available to an
additional insured under your policy that is shown in
CG D8 84 04 20
the Schedule Of Designated Additional Insureds
provided that:
(1) The additional insured is a Named Insured under
such other insurance; and
(2) You have agreed in writing in a contract or
agreement that this insurance would be primary
and would not seek contribution from any other
insurance available to the additional insured.
© 2020 The Travelers Indemnity Company. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its permission.

76740802 1 23/24 - GL/AU/EXC/NC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 4 of 16 This certificate cancels and supersedes ALL previously issued certificates.

R. J. Noble Company, Inc.

COMMERCIAL GENERAL LIABILITY
POLICY NUMBER: VTJ-EXGL-9F338142-TIL-23
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY

DESIGNATED PROJECT(S)

GENERAL AGGREGATE LIMIT
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
Designated Project(s):

As Required by Written Contract
A. For all sums which the insured becomes legally
obligated to pay as damages caused by "occur-
rences" under COVERAGE A. (SECTION I), and
for all medical expenses caused by accidents un-
der COVERAGE C (SECTION I), which can be
attributed only to operations at a single desig-
nated "project" shown in the Schedule above:

1. A separate Designated Project General Ag-
gregate Limit applies to each designated "pro-
ject", and that limit is equal to the amount of
the General Aggregate Limit shown in the
Declarations, unless separate Designated
Project General Aggregate(s) are sched-
uled above.

2. The Designated Project General Aggregate
Limit is the most we will pay for the sum of all
damages under COVERAGE A., except
damages because of "bodily injury" or "prop-
erty damage" included in the "products -
completed operations hazard", and for medi-
cal expenses under COVERAGE C, regard-
less of the number of:
a.
b.
c.

Insureds;
Claims made or "suits" brought; or
Persons or organizations making claims
or bringing "suits".

CG D2 11 01 04
Designated Project
General Aggregate(s):

As Required by Written Contract

3. Any payments made under COVERAGE A.
for damages or under COVERAGE C. for
medical expenses shall reduce the Desig-
nated Project General Aggregate Limit for
that designated "project". Such payments
shall not reduce the General Aggregate Limit
shown in the Declarations nor shall they re-
duce any other Designated Project General
Aggregate Limit for any other designated
"project" shown in the Schedule above.

4. The limits shown in the Declarations for Each
Occurrence, Damage To Premises Rented
To You and Medical Expense continue to
apply. However, instead of being subject to
the General Aggregate Limit shown in the
Declarations, such limits will be subject to the
applicable Designated Project General Ag-
gregate Limit.

B. For all sums which the insured becomes legally
obligated to pay as damages caused by "occur-
rences" under COVERAGE A. (SECTION I), and
for all medical expenses caused by accidents un-
der COVERAGE C. (SECTION I), which cannot
be attributed only to operations at a single desig-
nated "project" shown in the Schedule above:

Copyright, The Travelers Indemnity Company, 2004

76740902 1 23/24 - GL/AU/EXC/WC/POLL 1 Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 5 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL GENERAL LIABILITY
1, Any payments made under COVERAGE A.
for damages or under COVERAGE C. for
medical expenses shall reduce the amount
available under the General Aggregate Limit
or the Products -Completed Operations Ag-
gregate Limit, whichever is applicable; and

2. Such payments shall not reduce any Desig-
nated Project General Aggregate Limit.

C. Part 2. of SECTION III - LIMITS OF INSURANCE
is deleted and replaced by the following:

2. The General Aggregate Limit is the most we
will pay for the sum of:
a. Damages under Coverage B; and
b. Damages from "occurrences" under
COVERAGE A (SECTION I) and for all
medical expenses caused by accidents
under COVERAGE C (SECTION I) which
cannot be attributed only to operations at
a single designated "project" shown in the
SCHEDULE above.

D. When coverage for liability arising out of the
"products -completed operations hazard" is pro -

vided, any payments for damages because of
"bodily injury" or "property damage" included in
the "products -completed operations hazard" will
reduce the Products -Completed Operations Ag-
gregate Limit, and not reduce the General Aggre-
gate Limit nor the Designated Project General
Aggregate Limit.

E. For the purposes of this endorsement the Defini-
tions Section is amended by the addition of the
following definition:
"Project" means an area away from premises
owned by or rented to you at which you are per-
forming operations pursuant to a contract or
agreement. For the purposes of determining the
applicable aggregate limit of insurance, each
"protect" that includes premises involving the
same or connecting lots, or premises whose con-
nection is interrupted only by a street, roadway,
waterway or right-of-way of a railroad shall be
considered a single "project".

F. The provisions of SECTION HI - LIMITS OF
INSURANCE not otherwise modified by this en-
dorsement shall continue to apply as stipulated.

Copyright, The Travelers Indemnity Company, 2004
CG D2 11 01 04
76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) Page 6 of 16 This certificate cancels and supersedes ALL previously issued certificates.

VTJ-EXGL-9F338142-TIL-23
R. J. Noble Company, Inc.

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

XTEND ENDORSEMENT FOR CONTRACTORS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. Who Is An Insured — Unnamed Subsidiaries
B. Blanket Additional Insured — Governmental
Entities — Permits Or Authorizations Relating To
Operations

PROVISIONS
A. WHO IS AN INSURED - UNNAMED

SUBSIDIARIES
The following is added to SECTION II - WHO IS
AN INSURED:

Any of your subsidiaries, other than a partnership,
joint venture or limited liability company, that is
not shown as a Named Insured in the
Declarations is a Named Insured if:
a. You are the sole owner of, or maintain an
ownership interest of more than 50% in, such
subsidiary on the first day of the policy period;
and
b. Such subsidiary is not an insured under
similar other insurance.

No such subsidiary is an insured for "bodily injury"
or "property damage" that occurred, or "personal
and advertising injury" caused by an offense
committed:
a. Before you maintained an ownership interest
of more than 50% in such subsidiary; or
b. After the date, if any, during the policy period
that you no longer maintain an ownership
interest of more than 50% in such subsidiary.

For purposes of Paragraph 1. of Section II — Who
Is An Insured, each such subsidiary will be
deemed to be designated in the Declarations as:

CG D3 16 0219
C. Incidental Medical Malpractice
D. Blanket Waiver Of Subrogation
E. Contractual Liability — Railroads
F. Damage To Premises Rented To You
a. An organization other than a partnership, joint
venture or limited liability company; or
b. A trust;
as indicated in its name or the documents that
govem its structure.

B. BLANKET ADDITIONAL INSURED -

GOVERNMENTAL ENTITIES - PERMITS OR

AUTHORIZATIONS RELATING TO OPERATIONS
The following is added to SECTION II - WHO IS
AN INSURED:

Any govemmental entity that has issued a permit
or authorization with respect to operations
performed by you or on your behalf and that you
are required by any ordinance, law, building code
or written contract or agreement to include as an
additional insured on this Coverage Part is an
insured, but only with respect to liability for "bodily injury", "property damage" or "personal and
advertising injury" arising out of such operations.

The insurance provided to such governmental
entity does not apply to:
a. Any "bodily injury", "property damage" or
"personal and advertising injury" arising out of
operations performed for the governmental
entity; or
b. Any "bodily injury" or "property damage"
included in the "products -completed
operations hazard".
® 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc., with Its permission. 76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I ?age 7 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL GENERAL LIABILITY
C. INCIDENTAL MEDICAL MALPRACTICE

1. The following replaces Paragraph b. of the
definition of "occurrence" in the
DEFINITIONS Section:
b. An act or omission committed in providing
or failing to provide "incidental medical
services", first aid or "Good Samaritan
services" to a person, unless you are in
the business or occupation of providing
professional hearth care services.

2. The following replaces the last paragraph of
Paragraph 2.a.(1) of SECTION II — WHO IS
AN INSURED:

Unless you are in the business or occupation
of providing professional health care services,
Paragraphs (1)(a), (b), (c) and (d) above do
not apply to "bodily injury" arising out of
providing or failing to provide:
(a)
"Incidental medical services" by any of
your "employees" who is a nurse, nurse
assistant, emergency medical technician
or paramedic; or
(b) First aid or "Good Samaritan services" by
any of your "employees" or "volunteer
workers", other than an employed or
volunteer doctor. Any such "employees"
or "volunteer workers" providing or failing
to provide first aid or "Good Samaritan
services" during their work hours for you
will be deemed to be acting within the
scope of their employment by you or
performing duties related to the conduct
of your business.

3. The following replaces the last sentence of
Paragraph 5. of SECTION III - LIMITS OF
INSURANCE;
For the purposes of determining the
applicable Each Occurrence Limit, all related
acts or omissions committed in providing or
failing to provide "incidental medical
services", first aid or "Good Samaritan
services" to any one person will be deemed to
be one "occurrence".

4. The following exclusion is added to
Paragraph 2., Exclusions, of SECTION I -

COVERAGES - COVERAGE A - BODILY

INJURY AND PROPERTY DAMAGE
UABILITY:

Sale Of Pharmaceuticals
"Bodily injury" or "property damage" arising
out of the violation of a penal statute or
ordinance relating to the sale of

pharmaceuticals committed by, or with the
knowledge or consent of, the insured.

5. The following is added to the DEFINITIONS
Section:
"Incidental medical services" means:
a. Medical, surgical, dental, laboratory, x-ray
or nursing service or treatment, advice or
instruction, or the related fumishing of
food or beverages; or
b. The furnishing or dispensing of drugs or
medical, dental, or surgical supplies or
appliances.

6. The following is added to Paragraph 4.b.,
Excess Insurance, of SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS:

This insurance is excess over any valid and
collectible other insurance, whether primary,
excess, contingent or on any other basis, that
is available to any of your "employees" for
"bodily injury" that arises out of providing or
failing to provide "incidental medical services"
to any person to the extent not subject to
Paragraph 2.a.(1) of Section II — Who Is An
Insured.

D. BLANKET WAIVER OF SUBROGATION
The following is added to Paragraph 8., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV — COMMERCIAL GENERAL
LIABILITY CONDITIONS:

If the insured has agreed in a contract or
agreement to waive that insured's right of
recovery against any person or organization, we
waive our right of recovery against such person or
organization, but only for payments we make
because of:
a. "Bodily injury" or "property damage" that
occurs; or
b. "Personal and advertising injury" caused by
an offense that is committed;
subsequent to the execution of the contract or
agreement.

E. CONTRACTUAL UABILITY — RAILROADS

1. The following replaces Paragraph c. of the
definition of "insured contract" in the
DEFINITIONS Section:
c. Any easement or license agreement;
Pd 2017 The Travelers Indemnity Company. All rights reserved. CG D3 16 02 19 Includes copyrighted material of Insurance Services Office, Inc., with its permission. 76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 8 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL GENERAL LIABILITY

2. Paragraph f.(1) of the definition of "insured
contract" in the DEFINITIONS Section is
deleted.

F. DAMAGE TO PREMISES RENTED TO YOU
The following replaces the definition of "premises
damage" in the DEFINITIONS Section:
"Premises damage" means "property damage" to:
a.
b.

Any premises while rented to you or
temporarily occupied by you with permission
of the owner; or
The contents of any premises while such
premises is rented to you, if you rent such
premises for a period of seven or fewer
consecutive days.

CG D3 16 0219 ® 2017 The Travelers Indemnity Company. AU rights reserved.

Includes copyrighted material of Insurance Services Office, Inc., with its permission.

76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14,42 PM (PST) I Page 9 of 16 This certificate cancels and supersedes ALL previously issued certificates.

R. J. Noble Company, Inc.
ill

ENVIRONMENTAL
POLICY NUMBER: MKLV5ENV104221

EVANSTON INSURANCE COMPANY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - SPECIFIED PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:

CONTRACTOR'S POLLUTION LIABILITY COVERAGE FORM

SCHEDULE
Person(s) Or Organization(s)
As Required by Written Contract
A. Section III — Who Is An Insured is amended to include as an additional insured the Person(s) Or Organization(s) shown in the Schedule of this endorsement, but only with respect to liability for "loss" caused by a "pollution condition" arising out of "your work" caused, in whole or in part, by:

1. Your acts or omissions; or

2. The acts or omissions of those acting on your behalf; in the.performance of your ongoing operations for the additional insured.

However:

1. The insurance afforded to such additional insured only applies to the extent permitted by law; and

2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that to which you are entitled under the terms of this insurance.

B. With respect to the insurance afforded to this additional insured, the following is added to Paragraph A. Limits Of Insurance under Section IV — Limits Of Insurance And Self -Insured Retention Or Deductible:

If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance:
a. Required by the contract or agreement; or
b. Available under the applicable Limits Of Insurance shown in the Declarations; whichever is less.

This endorsement will not increase the applicable Limits Of Insurance shown in the Declarations.

All other terms and conditions remain unchanged.

MEEI 2510 11 17
Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission.
76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 10 of 16 This certificate cancels and supersedes ALL previously issued certificates.

VTC2E-CAP-9F338154-TCT-23
R. J. Noble Company, Inc.

COMMERCIAL AUTO
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BUSINESS AUTO EXTENSION ENDORSEMENT
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. BROAD FORM NAMED INSURED
B. BLANKET ADDITIONAL INSURED
C. EMPLOYEE HIRED AUTO
D. EMPLOYEES AS INSURED
E. SUPPLEMENTARY PAYMENTS - INCREASED
LIMITS
F. HIRED AUTO - LIMITED WORLDWIDE

COVERAGE - INDEMNITY BASIS
G. WAIVER OF DEDUCTIBLE - GLASS

PROVISIONS
A. BROAD FORM NAMED INSURED
The following is added to Paragraph A.1., Who Is
An Insured, of SECTION II — LIABILITY
COVERAGE:

Any organization you newly acquire or form
during the policy period over which you maintain
50% or more ownership interest and that is not
separately insured for Business Auto Coverage.

Coverage under this provision is afforded only
until the 180th day after you acquire or form the
organization or the end of the policy period,
whichever is earlier.

B. BLANKET ADDITIONAL INSURED
The following is added to Paragraph c. in A.1.,
Who Is An Insured, of SECTION II — UABILITY
COVERAGE:

This includes any person or organization who you
are required under a written contract or
agreement between you and that person or
organization, that is signed by you before the
"bodily injury" or "property damage" occurs and
that is in effect during the policy period, to name
CA T3 53 08 17
H.

J.

K.

L.

M.

N.

HIRED AUTO PHYSICAL DAMAGE - LOSS OF

USE - INCREASED LIMIT

PHYSICAL DAMAGE - TRANSPORTATION

EXPENSES - INCREASED UMIT

PERSONAL EFFECTS

AIRBAGS

NOTICE AND KNOWLEDGE OF ACCIDENT OR
LOSS

BLANKET WAIVER OF SUBROGATION

UNINTENTIONAL ERRORS OR OMISSIONS
as an additional insured for Liability Coverage,
but only for damages to which this insurance
applies and only to the extent of that person's or
organization's liability for the conduct of another
"insured".

C. EMPLOYEE HIRED AUTO

1. The following is added to Paragraph A.1.,
Who Is An Insured, of SECTION II —
LIABILITY COVERAGE:

An "employee" of yours is an "insured" while
operating an "auto" hired or rented under a
contract or agreement in that "employee's"
name, with your permission, while performing
duties related to the conduct of your
business.

2. The following replaces Paragraph b. in B.5.,
Other Insurance, of SECTION IV -
BUSINESS AUTO CONDITIONS:
b. For Hired Auto Physical Damage
Coverage, the following are deemed to be
covered "autos" you own:
® 2016 The Travelers Indemnity Company. All rights reserved.

Includes copyrighted material of Insurance Services Office. Inc. with its permission

76740802 1 23/24 - GL/AU/EXC'WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 11 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL AUTO
(1) Any covered "auto" you lease, hire,
rent or borrow; and
(2) Any covered "auto" hired or rented by
your "employee" under a contract in
that individual "employee's" name,
with your permission, while
performing duties related to the
conduct of your business.

However, any "auto" that is leased, hired,
rented or borrowed with a driver is not a
covered "auto".

D. EMPLOYEES AS INSURED
The following is added to Paragraph A.1., Who Is
An Insured, of SECTION II — LIABILITY
COVERAGE:

Any "employee" of yours is an "insured" while
using a covered "auto" you don't own, hire or
borrow in your business or your personal affairs.

E. SUPPLEMENTARY PAYMENTS - INCREASED
LIMITS

1. The following replaces Paragraph A.2.a.(2),
of SECTION II — LIABILITY COVERAGE:
(2) Up to $3,000 for cost of bail bonds
(including bonds for related traffic law
violations) required because of an
"accident" we cover. We do not have to
fumish these bonds.

2. The following replaces Paragraph A.2.a.(4),
of SECTION II — LIABILITY COVERAGE:
(4) All reasonable expenses incurred by the
"insured" at our request, including actual
loss of earnings up to $500 a day
because of time off from work.

F. HIRED AUTO — LIMITED WORLDWIDE
COVERAGE — INDEMNITY BASIS
The following replaces Subparagraph e. in
Paragraph B.7., Policy Tenn, Coverage
Territory, of SECTION IV - BUSINESS AUTO
CONDITIONS:
e. Anywhere in the world, except any country or
jurisdiction while any trade sanction,
embargo, or similar regulation imposed by the
United States of America applies to and
prohibits the transaction of business with or
within such country or jurisdiction, for Liability
Coverage for any covered "auto" that you
lease, hire, rent or borrow without a driver for
a period of 30 days or less and that is not an
"auto" you lease, hire, rent or borrow from
any of your "employees", partners (if you are
a partnership), members (if you are a limited

liability company) or members of their
households.
(1) With respect to any claim made or "suit"
brought outside the United States of
America, the territories and possessions
of the United States of America, Puerto
Rico and Canada:
(a) You must arrange to defend the
"insured" against, and investigate or
settle any such claim or "suit" and
keep us advised of all proceedings
and actions.
(b) Neither you nor any other involved
"insured" will make any settlement
without our consent.
(c) We may, at our discretion, participate
in defending the "insured" against, or
in the settlement of, any claim or
"suit".
(d) We will reimburse the "insured":
(i) For sums that the "insured"
legally must pay as damages
because of "bodily injury" or
"property damage" to which this
insurance applies, that the
"insured" pays with our consent,
but only up to the limit described
in Paragraph C., Limit Of
Insurance, of SECTION II —
LIABIUTY COVERAGE;
(ii) For the reasonable expenses
incurred with our consent for your
investigation of such claims and
your defense of the "insured"
against any such "suit", but only
up to and included within the limit
described in Paragraph C., Limit
Of Insurance, of SECTION II —
LIABILITY COVERAGE, and not
in addition to such limit. Our duty
to make such payments ends
when we have used up the
applicable limit of insurance in
payments for damages,
settlements or defense expenses.
(2) This insurance is excess over any valid
and collectible other insurance available
to the "insured" whether primary, excess
contingent or on any other basis.

This insurance is not a substitute for
required or compulsory insurance in any
country outside the United States, its
(3)
m 2016 The Travelers Indemnity Company. All rights reserved. CA T3 53 08 17 Includes copyrighted material of Insurance Services Office, Inc. with Its permission 76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2;14:42 PM (PST) I Page 12 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL AUTO
territories and possessions, Puerto Rico
and Canada.

You agree to maintain all required or
compulsory insurance in any such
country up to the minimum limits required
by local law. Your failure to comply with
compulsory insurance requirements will
not invalidate the coverage afforded by
this policy, but we will only be liable to the
same extent we would have been liable
had you complied with the compulsory
insurance requirements.
(4) It is understood that we are not an
admitted or authorized insurer outside the
United States of America, its territories
and possessions, Puerto Rico and
Canada. We assume no responsibility for
the fumishing of certificates of insurance,
or for compliance in any way with the
laws of other countries relating to
insurance.

G. WAIVER OF DEDUCTIBLE — GLASS
The following is added to Paragraph D.,
Deductible, of SECTION III — PHYSICAL
DAMAGE COVERAGE:

No deductible for a covered "auto" will apply to
glass damage if the glass is repaired rather than
replaced.

H. HIRED AUTO PHYSICAL DAMAGE - LOSS OF

USE - INCREASED UMIT
The following replaces the last sentence of
Paragraph A.4.b., Loss Of Use Expenses, of

SECTION III - PHYSICAL DAMAGE
COVERAGE:

However, the most we will pay for any expenses
for loss of use is $65 per day, to a maximum of
$750 for any one "accident".

I. PHYSICAL DAMAGE - TRANSPORTATION

EXPENSES - INCREASED UMIT
The following replaces the first sentence in
Paragraph A.4.a., Transportation Expenses, of

SECTION III - PHYSICAL DAMAGE
COVERAGE:

We will pay up to $50 per day to a maximum of
$1,500 for temporary transportation expense
Incurred by you because of the total theft of a
covered "auto" of the private passenger type.

J. PERSONAL EFFECTS
The following is added to Paragraph A.4.,
Coverage Extensions, of SECTION III -
PHYSICAL DAMAGE COVERAGE:

CA T3 63 08 17
Personal Effects
We will pay up to $400 for "loss" to wearing
apparel and other personal effects which are:
(1) Owned by an "insured"; and
(2) In or on your covered "auto".

This coverage applies only in the event of a total
theft of your covered "auto".

No deductibles apply to this Personal Effects
coverage.

K. AIRBAGS
The following is added to Paragraph B.3.,
Exclusions, of SECTION III - PHYSICAL
DAMAGE COVERAGE:

Exclusion 3.a. does not apply to "loss" to one or
more airbags in a covered "auto" you own that
inflate due to a cause other than a cause of "loss"
set forth in Paragraphs A.1.b. and A.1.c., but
only:
a. If that "auto" is a covered "auto" for
Comprehensive Coverage under this policy;
b. The airbags are not covered under any
warranty; and
c. The airbags were not intentionally inflated.

We will pay up to a maximum of $1,000 for any
one "loss".

L. NOTICE AND KNOWLEDGE OF ACCIDENT OR
LOSS
The following is added to Paragraph A.2.a., of
SECTION IV - BUSINESS AUTO CONDITIONS:

Your duty to give us or our authorized
representative prompt notice of the "accident" or
"loss" applies only when the "accident" or "loss" is
known to:
(a) You (if you are an individual);
(b) A partner (if you are a partnership);
(c) A member (if you are a limited liability
company);
(d) An executive officer, director or insurance
manager (if you are a corporation or other
organization); or
(e) Any "employee" authorized by you to give
notice of the "accident" or "loss".

M. BLANKET WAIVER OF SUBROGATION
The following replaces Paragraph A.6., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV - BUSINESS AUTO
CONDITIONS:
® 2016 The Travelers Indemnity Company. All rights reserved.

Includes copyrighted material of Insurance Services Office, Inc. with its permission

76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 13 of 16 This certificate cancels and supersedes ALL previously issued certificates.

COMMERCIAL AUTO

6. Transfer Of Rights Of Recovery Against
Others To Us
We waive any right of recovery we may have
against any person or organization to the
extent required of you by a written contract
signed and executed prior to any "accident"
or "loss", provided that the "accident" or "loss"
arises out of operations contemplated by
such contract, The waiver applies only to the
person or organization designated in such
contract.

N. UNINTENTIONAL ERRORS OR OMISSIONS
The following is added to Paragraph B.2.,
Concealment, Misrepresentation, Or Fraud, of
SECTION IV - BUSINESS AUTO CONDITIONS:

The unintentional omission of, or unintentional
error in, any information given by you shall not
prejudice your rights under this insurance.

However this provision does not affect our right to
collect additional premium or exercise our right of
cancellation or non -renewal.
® 2016 The Travelers Indemnity Company. All rights reserved, Includes copyrighted material of Insurance Services Office, Inc. with its permission CA T3 63 08 17
76740802 1 23/24 - GL/AU/EXC/WC/POLL I Annette Romero 1 10/9/2023 2,14,42 PM (PST) I ?age 14 of 16 This certificate cancels and supersedes ALL previously issued certificates.

R. J. Noble Company, Inc.

POLICY NUMBER: VTC2E-CAP-9F338154-TCT-23

COMMERCIAL AUTO
ISSUE DATE: 07/01/2023
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

DESIGNATED INSURED FOR LIABILITY COVERAGE

PRIMARY AND NON-CONTRIBUTORY

WITH OTHER INSURANCE
This endorsement modifies Insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

SCHEDULE OF ADDITIONAL INSURED PERSONS OR ORGANIZATIONS As Required by Written Contract

PROVISIONS

1. The following is added to Paragraph c. in A.1.,
Who Is An Insured, of SECTION II — LIABILITY
COVERAGE:

This includes any person or organization
designated in the Schedule Of Additional Insured
Persons Or Organizations who you are required
under a written contract or agreement between
you and that person or organization, that is
signed by you before the "bodily injury" or
"property damage" occurs and that is in effect
during the policy period, to name as an additional
insured for Liability Coverage, but only for
damages to which this insurance applies and only
to the extent of that designated person's or
organization's liability for the conduct of another
"insured".

CA T4 42 0817

2. The following is added to Paragraph 5., Other
Insurance, in B., General Conditions, of
SECTION IV - BUSINESS AUTO CONDITIONS:

Regardless of the provisions of paragraph a. and
paragraph d. of this part 5. Other Insurance, this
insurance is primary to and non-contributory with
applicable other insurance under which the
person or organization designated in the
Schedule Of Additional Insured Persons Or
Organizations is the first named insured when the
written contract or agreement between you and
that designated person or organization, that is
signed by you before the "bodily injury" or
"property damage" occurs and that is in effect
during the policy period, requires this insurance to
be primary and non-contributory.

CO 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of insurance Services Office, Inc. with its permission. 76740802 1 23/24 - GL/AU/EXC/NC/POLL I Annette Romero 10/9/2023 2:14:42 PM (PST) I Page 15 of 16 This certificate cancels and supersedes ALL previously issued certificates.

TRAVELERS J

ONE TOWER SQUARE
HARTFORD, CT 06183

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 00 03 13 (00)-ol
POLICY NUMBER: UB-7N939386-22-25K

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named In the Schedule.

SCHEDULE
DESIGNATED PERSON:

As Required by Written Contract
DESIGNATED ORGANIZATION:

ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH
THIS WAIVER.

DATE OF ISSUE: 10/9/2023
ST ASSIGN:
76740802 1 23/24 - GL/AU/EXC/41C/POLL I Annette Romero 1 10/9/2023 2:14:42 PM (PST) I Page 16 of 16 This certificate cancels and supersedes ALL previously issued certificates.

Project No. 1301

EXHIBIT E

CLAIMS PROCEDURE
SUMMARY OF PUBLIC CONTRACT CODE § 9204
The following procedure will apply to any claims by the Contractor on the City:

A "claim" is a separate demand on the City by a contractor on a public works project and sent by registered mail or certified mail with return receipt requested, for one or more of the following:
• A time extension, including relief from penalties for delay • Payment by the City of money damages under the terms of the contract • Payment of an amount that is disputed by the City
Initial Review
The claim must be supported by appropriate documentation. The City has 45 days within which to review the claim and provide the contractor with a written statement identifying the disputed and undisputed portions of the claim. If the City does not issue a written statement, the claim is deemed rejected in its entirety. The City will pay any undisputed portion of the claim within 60 days of issuing the statement.

Meet & Confer
If the contractor disputes the City's written response, or if the City does not issue one, the contractor may request in writing an informal conference to meet and confer for possible settlement of the claim. The City will schedule the meet and confer conference within 30 days of this request and provide a written statement identifying the remaining disputed and undisputed portions of the claim within 10 business days of the meet and confer. The City will pay the undisputed portion within 60 days of issuing this statement.

Mediation
With respect to any disputed portion remaining after the meet and confer, the City and contractor will submit the matter to nonbinding mediation, agree to a mediator within 10 business days after issuing the written statement, and share mediation costs equally. If mediation is unsuccessful, then the terms of the public works agreement and applicable law will govern resolution of the dispute.

Miscellaneous Provisions
Amounts not paid by the City in a timely manner bear interest at 7% per annum. Subcontractors may submit claims via this procedure through the general contractor. The City and contractor may waive the requirement to mediate but cannot otherwise waive these claim procedures.

ORANGETHORPE AVE (PLACENTIA AVE TO KRAEMER BLVD)

COOPERATIVE AGREEMENT

BETWEEN CITY OF PLACENTIA AND CITY OF ANAHEIM

FOR FUNDING AND CONSTRUCTION OF THE
FY 2022-2023 STREET REHABILITATION PROJECT
This COOPERATIVE AGREEMENT ("Agreement") is made and entered into this 17th day of October 2023, by and between the CITY OF PLACENTIA ("Placentia"), a municipal corporation and charter city, and the CITY OF ANAHEIM ("Anaheim"), a municipal corporation and charter city (the "Parties").

RECITALS
A. Orangethorpe Avenue is an existing four -lane arterial street located on the border of Anaheim and Placentia, laying partially in Anaheim and partially in Placentia, as shown in the Project Location Map attached as Exhibit "A" and incorporated herein by reference. Orangethorpe Avenue runs generally in a west -east direction, from Placentia Avenue to Kraemer Boulevard.

B. The Parties agree that Orangethorpe Avenue is in need of rehabilitation, for all portions located in Anaheim as well as in Placentia (the "Project").

C. Project improvements will include: 1) Mobilization and Traffic Control; 2) Best Management Practices; 3) Unclassified Excavation; 4) Surface Preparation and Crack Seal; 5) 2" Cold Mill; 6) AC Pavement; 7) ARHM Pavement; 8) Crushed Aggregate Base; 9) Curb and Gutter; 10) Adjust Sewer Manhole to Grade; 11) Adjust Storm Drain Manhole to Grade; 12) Survey Markers and Monument Preservation and Restoration; and 13) Signing, Striping, Markings and Pavement Legends.

D. Anaheim has reviewed the estimate for the project and agrees with the scope of the work to be performed in Anaheim on Orangethorpe Avenue from 850' west of Community Drive to Kraemer Boulevard as well as the contractor's estimated costs for their share of the Project in Anaheim. The estimate for that portion of the work to be performed in Anaheim, is attached as Exhibit "B" and incorporated herein by reference.

E. The Parties agree that Placentia shall take the lead in managing the Project and that Anaheim shall reimburse Placentia for that portion of the work within Anaheim according to the provisions set forth herein.

F. Each Party has authorized sufficient funds in its budget to cover the costs of the Project in its respective jurisdiction.

AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals of fact, the mutual covenants and conditions contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

1. Project Funding Obligations.

1.1. Anaheim will be responsible forone hundred percent (100%) of the cost for those portions of the Project on Orangethorpe Avenue from 850' west of Community Drive to Kraemer Boulevard that are located within Anaheim ("Anaheim Portion"), as set forth in Exhibit "B" ("Anaheim's Costs"). Anaheim will pay Placentia directly, upon receipt of an invoice and statement of work confirming that the Project has been completed.

1.2. Anaheim will be responsible for its pro -rata share of Project design, environmental, construction, inspection and construction engineering cost for work performed within the boundaries of ANAHEIM, which is approximately $185,473.80 (or approximately 3% of the total PROJECT cost of $6,694,872.18). Anaheim's final cost shall be based on the actual cost at completion, not to exceed $200,000.00, which includes the additional funds to cover design, inspection and construction engineering costs.

1.3. Placentia will be responsible for one hundred percent (100%) of the cost for those portions of the Project which are located within Placentia ("Placentia Portion).

Placentia will also be responsible for the cost of the bid preparation, and all costs associated with Project Management. Placentia will pay the contractor directly and be reimbursed by Anaheim as provided in Section 2.1.

2. Payment Obligation

2.1. Anaheim shall pay for the Anaheim Portion based on its proportionate share of the actual pavement quantities as measured in the field. The contractor shall provide and verify such amounts to the satisfaction of Anaheim. In the event of a dispute over the pavement quantity allocations, the parties shall work cooperatively with the contractor to resolve such dispute.

3. Construction Responsibilities.

3.1. Project Engineer. Placentia shall act as Project Engineer and be responsible for all tasks necessary to prepare construction plans, specifications and cost estimates in accordance with all applicable criteria from Anaheim, Placentia, the County of Orange, and Caltrans.

3.2. Utility Relocation/Impacts. Placentia and Anaheim shall work together to identify all conflicting utilities within the Project. Placentia shall issue all utility relocation request letters or other communications with utilities.

3.3. Project Plans, Insurance & Warranties.
a. Placentia has submitted Project plans, specifications and the contractor's bid proposal to Anaheim for review and approval and Anaheim has approved said Project plans, specifications and bid proposal. All work completed in Anaheim shall be constructed per Anaheim's specifications.
b. Placentia shall require the contractor to identify the City of Anaheim as an additional insured with insurance sufficiently broad to the satisfaction of Anaheim. c. Placentia shall require the contractor to pass through and assign all warranties to Anaheim associated with the Anaheim Portion of work.

3.4. Project Inspection. Anaheim shall have access to the Project at all times during construction for the purpose of inspection. Anaheim shall inspect the Anaheim Portion regularly. Anaheim agrees to cooperate with Placentia on any joint inspections as requested by Placentia. Should Anaheim deem any remedial work to be necessary, Anaheim shall notify Placentia in writing thereof within three (3) business days of inspection, specifically describing the needed corrections and proposed remedial work.

Anaheim shall be solely responsible for any remedial work that is not brought to Placentia's attention in accordance with this paragraph.

3.5. Traffic Control. Traffic control for the Project may require road/lane closures and traffic signal management. The Parties agree that Placentia shall take the lead in coordinating traffic control in and around the Project and Anaheim agrees to work cooperatively with Placentia in traffic management.

3.6. Permits.
a. Placentia shall obtain any and all permits required for the Project, including encroachment permits and Caltrans permits.
b. Anaheim shall issue any required encroachment permits necessary for the Project at no charge.

3.7. Community Notification. Placentia shall provide any and all required notification regarding the Project, including business and neighborhood community notifications.

3.8. Contract Change Orders. Anaheim shall review and upon approval pay for any contract change orders ("CCOs") deemed necessary by Placentia for construction of the Project. If CCOs are needed within the Anaheim Portion, Anaheim shall review and approve such CCOs during construction and City Engineer, or designee, shall coordinate CCO approval. The City Engineer, or designee, (hereinafter "Project Liaison") shall provide concurrence on CCOs within three (3) business days of Placentia's submittal to

Anaheim. If Anaheim fails to concur with or propose changes to CCO within such time, such CCO shall be deemed approved.

3.9. Project Acceptance. Prior to Placentia's acceptance of Project improvements and filing a notice of completion, Anaheim's Project Liaison shall review and provide written approval of all Project work. Anaheim will not accept their portion of the project until all work is 100% complete, per Section 3.4. Placentia shall furnish Anaheim with one set of record drawings for the completed Project and a copy of the filed notice of completion.

3.10. Anaheim's Obligations Post -Construction. Upon Anaheim's City Engineer written approval and Placentia's final acceptance of the Project, Anaheim shall assume ownership, maintenance obligations and environmental mitigation responsibilities for the portions of the Project within the City of Anaheim.

4. Miscellaneous Obligations.

4.1. Time is of the essence in the execution and performance of this Agreement.

4.2. Indemnification & Hold Harmless. The Parties shall indemnify, defend with counsel approved in writing, save and hold each other's elected officials, officers, directors, agents and employees harmless from any and all claims, injuries, liabilities, actions, damages, losses or expenses, of every type and description to which they may be subjected arising out of any act or omission of, its employees, representatives, agents and independent contractors in connection with the implementation of the actions described in this Agreement.

4.3. Assignment. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the Parties. No assignment of either Party's interest in this Agreement shall be made without the written consent of the other Party.

4.4. Entirety & Amendments. This Agreement contains the entire agreement between the Parties with respect to the matters provided for herein. No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the Parties. No oral understanding or agreement not incorporated herein shall be binding on either Party.

4.5. Severability. If any part of this Agreement is held, determined, or adjudicated to be illegal, void, or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible.

4.6. Notices. Notices or other communications which may be required or provided under the terms of this Agreement shall be given as follows:

CITY OF ANAHEIM
Public Works Department
200 S Anaheim Blvd
Anaheim, CA 92805
Attn: City Engineer

CITY OF PLACENTIA
Public Works Department
401 E Chapman Ave
Placentia, CA 92870
Attn: City Engineer
All notices shall be in writing and deemed effective when delivered in person or deposited in the United States mail, first class postage prepaid and addressed as above.

Notwithstanding the above, the Parties may also provide notices by facsimile transmittal, and any such notice so given shall be deemed to have been given upon receipt during normal business hours or, in the event of receipt after business, on the following business day. Any notices, correspondence, reports and/or statements authorized or required by this Agreement, addressed in any other fashion shall be deemed not given

4.7. Governing Law & Venue. This Agreement shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Agreement, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the Parties agree to submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 394.

4.8. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

4.9. Termination. In the event either party defaults in the performance of any of it obligations under this Agreement or materially breaches any of the provisions of this Agreement, the non -breaching Party shall have the option to terminate this Agreement upon thirty (30) days' prior written notice to the other Party. In the event the breaching Party cures such default within such thirty (30) day period, the election to terminate shall be deemed revoked and of no further force and effect as to that particular default.

4.10. Consent to Breach Not Waiver. No term or provision of this Agreement shall be deemed waived and no breach excused, unless such waiver or consent shall be in writing and signed by the Party claimed to have waived or consented. Any consent by any Party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach.

Page5of6

IN WITNESS WHEREOF, the parties hereto have executed this Agreement by and through their authorized officers this l7t" day of October 2023.

CITY OF PLACENTIA
A Municipal Corporation
Damien R. Arrula, City Administrator
ATTEST:

Robert S. McKinnell, City Clerk
APPROVED AS TO FORM:

Christian L. Bettenhausen, City Attorney

CITY OF ANAHEIM,
A Municipal Corporation
Date: By:

Rudy Emami, Public Works Director
ATTEST:

APPROVE AS TO FORM
ANAll IM CITY ATTORNEY
Theresa Bass, City Clerk
By '
Bryn . orley, ■ - putt' • ty Attorney
150099..

Exhibit "A"
Project Location Map

PROJECT LOCATION

NOT TO SCALE

VICINITY MAP

CITY OF ANAHEIM

DEPARTMENT OF PUBLIC WORKS
200 SOUTH ANAHEIM BLVD. #276
ANAHEIM, CA 92805
(714) 765-5176
www.anaheim.net

VICINITY MAP
Orangethorpe Ave. Rehabilitation from 850' west of
Community Dr. to Kraemer Blvd. Project

CITY OF ANAHEIM

DEPARTMENT OF PUBLIC WORKS

Exhibit "B"
Cost Sharing Amount:

City of Anaheim

CITY OF ANAHEIM -PUBLIC WORKS DEPARTMENT

DESIGN SERVICES DIVISION

COST & QUANTITY ESTIMATE
(Anaheim's Portion) Orangethorpe Rehab from 900' W/O Community Dr. to Kraemer Blvd.

Co-op with Placentia as lead
ITEM NO.

DESCRIPTION
QTY
UNIT

UNIT PRICE
COST
1 Concrete Replacements (4 ramps)
1 LS
$20,000.00
$20,000.00
2 Miscellaneous (Traffic control, Etc)
1 LS
$10,000.00
$10,000.00
3 Signing and Striping
1 LS
$5,000.00
$5,000.00
4 Utility Adjustment
1 LS
$10,000.00
$10,000.00
5 Cold mill/A.C. planing (2" deep minimum)
5,250
SY
$2.50
$13,125.00
6 Asphalt concrete 2" ARHM
600
TON
$150.00
$90,000.00
Subtotal
$148,125.00
Contingency (10%)
$14,812.50
Construction Management (10%)
$14,812.50
Construction Total (A)
$177,750.00
Design Costs (Anaheim's Portion)
$6,436.50
Inspection Costs (Anaheim's Portion)
$643.65
Construction Engineering Costs (Anaheim's Portion)
$643.65
Subtotal Total (B)
$7,723.80
Project Total (A+B)
$185,473.80
Not to Exceed Amount
$200,000.00

1-Yorba-Linda Blvd
B.

Hudson Ave
Willamette Ave
0 0.13 0.25 0.5 0.75 1

ROADWAY

REHABILITATION PROJECT
FY2022-23
Public Works Department
Updated on October 9, 2023
— Project Area/Streets
Street Name Beginning
Bradford Ave
Chapman Ave
Yorba Linda Blvd
Kraemer Blvd
Chapman Ave
Yorba Linda Blvd
Orangethorpe Ave
Placentia Ave
Kraemer Blvd
Crowther Ave
Placentia Ave
Fwy 57
5 Cul-De -Sacs
SE of Kraemer Blvd & Bastandhury Rd
Fiscal Years : 2022-2023
Total Sq. Ft : 1,449,650

MEASURE U
Placantla s Tax Milan At Wak
Local Tax Dollars at Work
This map is for general reference only and may not reflect recent changes or improvements.

The Public Works staff should be consulted for the most current information.

PLACENTIA
Development Services Department, Planning Division, GIS .I=�•mmk=.=••�•s,•� •_

RESOLUTION NO. R-2023-81

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

PLACENTIA, CALIFORNIA AUTHORIZING A BUDGET
AMENDMENT IN FISCAL YEAR 2023-24 IN COMPLIANCE
WITH CITY CHARTER OF THE CITY OF PLACENTIA §§ 1206
AND 1209 PERTAINING TO APPROPRIATIONS FOR
ACTUAL EXPENDITURES.

A. Recitals.
(i). The adopted budget for the 2023-24 Fiscal Year sets out estimated appropriations for City expenses throughout the year.
(ii). From time to time the adopted budget must be adjusted when precise expenditures are finally determined or when estimated expenditures exceed projected costs allocated.
(iii). City Charter of the City of Placentia § 1206 authorizes the City Council to amend or supplement the budget by motion adopted by the affirmative votes of at least three members so as to authorize the transfer of unused balances appropriated for one purpose to another purpose, or to appropriate available revenues not included in the budget. All other legal prerequisites to the adoption of this Resolution have occurred.

B. Resolution.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PLACENTIA DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS:

1. In all respects as set forth in the Recitals, Part A., of this Resolution.

2. The adopted budget for Fiscal Year 2023-24, Resolution No. R-2023-42, is hereby amended to adjust the following accounts as specified below:

Fund
Description
Department
GL Account
Amount
Type
SB1/RMRA Fund
Construction
Contract Services
Public Works
601301-6740
$151,100
Expense
Capital Project
City of Anaheim
Reimbursement
Public Works
331301-4710
$200,000
Revenue
Capital Project
City of Fullerton
Reimbursement
Public Works
331301-4710
$200,000
Revenue

3. The Mayor shall sign this resolution, and the City Clerk shall attest and certify to the passage and adoption thereof.

Resolution R-2023-81

PASSED, ADOPTED AND APPROVED THIS 17th DAY OF OCTOBER 2023.

Ward L. Smith, Mayor
ATTEST:

Robert McKinnell, City Clerk

STATE OF CALIFORNIA

COUNTY OF ORANGE
I, Robert McKinnell, City Clerk of the City of Placentia, do hereby certify that the foregoing resolution was adopted at a regular meeting of the City Council of the City of Placentia held on the 17th day of October 2023 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Councilmembers:

Councilmembers:

Councilmembers:

Councilmembers:

Robert McKinnell, City Clerk
APPROVED AS TO FORM:

Christian Bettenhausen, City Attorney
Resolution R-2023-81

Fiscal Year 22-23 Street Rehabilitation Project
October 17, 2023

Background
• Pavement is the City's largest
asset with an estimated
replacement cost of $255M
• Pavement Maintenance
Inventory
Arterial Network — 49 miles, 9
million square feet
Local Network — 81 miles, 15
million square feet
O

PAVEMENT

REHABILITATION

MAINTENANCE

SCHEDULE
"No Street Left Behind"
Pubfk Works Department
+¢=,1m& on 0.brr 12, 2027
Project Schedule (Fiscal Years)
— Completed
2C22-23
— 2023-24
1024-25
— 2025-26
— 2026-27
— 2027-28
0 ocGo

Overview
• Pavement Areas (1.5M Square Feet)
Bradford — Chapman to Yorba Linda
Kraemer — Chapman to Yorba Linda
Orangethorpe — Placentia to Kraemer
Crowther — Placentia to 57 Fwy
5 Residential Cul-De-Sacs
• Schedule
60 Working Days
Construction to commence in Winter
2023
Construction to finali7P in Snrinn 2024
I
1 I
j 1I 11
I I
I
Anaheim
if
0 0.130.25 0.5 0.75 1
Mites

Budget
• Total Construction Cost: $6,014,496.88
• Available Budget: $6,014,539.00
• Funding Sources
Measure M: $635,710
Gas Tax: $800,000
SB1/RMRA: $1,360,849
Measure U: $3,003,608
OCTA Grant: $63,272
Additional RMRA (Resolution R-2023-81): $151,100

Staff Recommendation
• Approve the Engineered Plans and Specifications prepared by Transtech, Inc. for the FY 2022- 23 Street Rehabilitation Project No. 1301; and
• Approve a Public Works Agreement with R. J. Noble Company for the FY 2022-23 Street Rehabilitation Project in the amount of $5,383,306.25; and • Reject all other bids received and authorize return of the bid bonds; and • Authorize the City Administrator to approve contract change orders up to ten percent (10%) of the contract amount, or $538,330.63, for a total construction contract not -to -exceed amount of $5,921,636.88; and
• Approve a Cooperative Agreement with the City of Anaheim for the construction cost for Anaheim's share of the project that is estimated to be $200,000, with the final cost to be based on the actual bid received and final construction contract costs; and • Adopt Resolution No. R-2023-81, A Resolution of the City Council of the City of Placentia, California authorizing a budget amendment in Fiscal Year 2023-24 in compliance with City Charter of the City of Placentia §§1206 and 1209 pertaining to appropriations for actual expenditures; and
• Authorize the City Administrator and/or his designee to execute all necessary documents, in a form approved by the City Attorney.

Questions & Comments