192
Line #
Item Number
Description
Qty
Disc %
Sale Price
Ext. Sale Price
1j
Q806BM
ADD: ASTRO DIGITAL CAI
OPERATION
3 27.0%
$443.11
$1,329.33
1k
Q629AK
SOFTWARE LICENSE ENH: AES
ENCRYPTION AND ADP
3 27.0%
$408.80
$1,226.40
2 PMNN4573A
PORTABLE RADIO BATTERY
IMPRES 2 LI-ION TIA4950 R IP68
4600T
3 27.0%
$183.96
$551.88
APX™ 8000 Series
APX8000XE
3 H91TGD9PW7AN
PORTABLE RADIO APX 8000 ALL
BAND MODEL 3.5
3 27.0%
$6,315.23
$18,945.69
3a
Q445AG
ADD: APX PERSONNEL
ACCOUNTABILITY
3 27.0%
$129.21
$387.63
3b
Q806CB
ADD: ASTRO DIGITAL CAI
OPERATION
3 27.0%
$443.11
$1,329.33
3c
Q361AN
ADD: P25 9600 BAUD TRUNKING
3 27.0%
$257.69
$773.07
3d
QA02006AC
PORTABLE RADIO ENH:
APX8000XE RUGGED RADIO
3 27.0%
$687.66
$2,062.98
3e
Q58AL
ADD: 3Y ESSENTIAL SERVICE
3 0.0%
$184.00
$552.00
3f
Q53AF
ADD: FRONT PANEL
PROGRAMMING & CLONING
3 27.0%
$129.21
$387.63
3g
QA09008AA
ADD: GROUP SERVICES
3 27.0%
$129.21
$387.63
3h
Q498AU
SOFTWARE LICENSE ENH: ASTRO
25 OTAR W/ MULTIKEY
3 27.0%
$635.83
$1,907.49
3i
H38BS
ADD: SMARTZONE OPERATION
3 27.0%
$1,289.18
$3,867.54
3j
QA09113AB
ADD: BASELINE RELEASE SW
3 0.0%
$0.00
$0.00
3k
G996AP
ADD: PROGRAMMING OVER P25
(OTAP)
3 27.0%
$86.14
$258.42
3l
Q629AH
SOFTWARE LICENSE ENH: AES
ENCRYPTION AND ADP
3 27.0%
$408.80
$1,226.40
4 PMNN4504A
PORTABLE RADIO BATTERY
IMPRES 2 LI-ION UL2054 DIV2 R
IP68 3400T
3 27.0%
$179.00
$537.00
5 NNTN8844B
CHARGER, DESKTOP MULTI UNIT
6 W/DISPL, IMPRES 2 US
1 27.0%
$1,331.93
$1,331.93
APX™ Radio Management
RADIO MANAGEMENT
6 T7913A
SOFTWARE LICENSE RADIO
MANAGEMENT OFFLINE*
1 0.0%
$0.00
$0.00
6a
UA00048AA
ADD: RADIO MANAGEMENT
LICENSES OFFLINE
6 20.0%
$94.40
$566.40
QUOTE-3371679RADIOS PACSETS FOR POLICE ANDFIRE
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists betweenMotorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
193
Subtotal
$54,922.16
Estimated Tax
$4,709.09
Grand Total
$59,631.25(USD)
Notes:
●
Additional information is required for one or more items on the quote for an order.
QUOTE-3371679RADIOS PACSETS FOR POLICE ANDFIRE
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists betweenMotorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
194
Line #
Item Number
Parametric Data
6 T7913A
Incomplete
QUOTE-3371679RADIOS PACSETS FOR POLICE ANDFIRE
Any sales transaction following Motorola's quote is based on and subject to the terms and conditions of the valid and executed written contract between Customer and Motorola (the""Underlying Agreement"") that authorizes Customer to purchase equipment and/or services or license software (collectively ""Products""). If no Underlying Agreement exists betweenMotorola and Customer, then Motorola's Standard Terms of Use and Motorola's Standard Terms and Conditions of Sales and Supply shall govern the purchase of the Products.
Motorola Solutions, Inc.: 500 West Monroe, United States - 60661 ~ #: 36-1115800
195
Purchase Order Checklist NA OM
Marked as PO/Contract/Notice to Proceed on Company Letterhead (PO will not be processed without this)
PO Number/Contract Number
PO Date
Vendor =Motorola Solutions,Inc.
Payment (Billing)Terms/State Contract Number
Bill-To Name on PO must be equal to the Legal Bill-To Name Bill-To Address
Ship-To Address (If we are shipping to a MR location,it must be documented on PO) Ultimate Address (If the Ship-To address is the MR location then the Ultimate Destination address must be documented on PO )
PO Amount must be equal to or greater than Order Total
Non-Editable Format (Word/Excel templates cannot be accepted) Tax Exemption Status
Signatures (As required)
NOTE:When an email order is submitted a confirmation is sent from Motorola AutoNotify referencing a case number.
Once checklist is complete,order still must go through Order Validation/Credit Approval
196
Agenda Item No: 1.j
PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: December 2, 2025
Submitted by: Andrew Gonzales
From: Development Services
Subject:
LEASE AGREEMENT AMENDMENT WITH LOS ANGELES SMSA LIMITED
PARTNERSHIP DBA VERIZON WIRELESS FOR AN EXISTING WIRELESS FACILITY AT 700 TRUMPET AVENUE (APN: 336-564-01) AKA WAGNER PARK FISCAL IMPACT:
REVENUE: $75,000 ONE-TIME RENT PREPAYMENT; $2,300/MONTH BEGINNING JANUARY 1, 2028, WITH A 10% RENT INCREASE EVERY FIVE YEARS STARTING JULY 1, 2030
Financial Impact:
Fiscal Impact:
Revenue:
$75,000.00 One-Time Rent Prepayment
$ 2,300.00 Monthly Rent (Starting 1/1/2028)
$ 2,530.00 Monthly Rent (7/1/2030)
$ 2,783.00 Monthly Rent (7/1/2035)
$ 3,061.30 Monthly Rent (7/1/2040)
Summary:
Los Angeles SMSA Limited Partnership dba Verizon Wireless currently operates a wireless communication facility at Wagner Park under a communications site lease approved by the City Council in 2015. Vertical Bridge, acting on behalf of Verizon through a master prepaid lease arrangement, has approached the City with a request to amend the existing lease. The proposed amendment to the communications site lease provides for a one-time, upfront rent prepayment of $75,000 covering the period from January 1, 2026 through December 31, 2027. Following the prepaid rent term, Verizon will resume monthly rent payments beginning January 1, 2028 at a rate of $2,300 per month, with scheduled rent escalations of ten percent (10%) every five years starting July 1, 2030.
The amendment also updates administrative provisions including notice and payment addresses, confirms the City’s prior consent to the Vertical Bridge master lease, and retains the existing renewal structure of four (4) additional five-year renewal options. Approval of this amendment will ensure continued wireless coverage at Wagner Park while providing the City with guaranteed near-term revenue and updated lease terms consistent with current industry practices.
Recommendation:
197
Recommended Action: It is recommended that the City Council:
1. Approve an amendment to the existing lease agreement with Los Angeles SMSA Limited Partnership dba Verizon Wireless to operate a wireless communication facility at Wagner Park, in a form approved by the City Attorney, which provides for a one-time $75,000 rent prepayment covering January 1, 2026 through December 31, 2027, establishes updated rent terms beginning January 1, 2028, and maintains four (4) additional five- year renewal options; and
2. Authorize the City Administrator to execute the amendment and applicable documents, in a form approved by the City Attorney.
Strategic Plan Statement:
This item is consistent with the City Council–approved Five Year Strategic Goal 1: Fiscal Stability and Organizational Sustainability, specifically, Objective Number 1.5: Continue seeking ways to diversify the City’s revenue sources to prevent over-reliance on any one source (Measure U/Property Tax).
Discussion:
The City Council previously approved the communications site lease with Los Angeles SMSA Limited Partnership dba Verizon Wireless in 2015, authorizing the construction and operation of a wireless communication facility at Wagner Park. Since that time, the facility has operated successfully as part of the City’s broader wireless infrastructure network, which includes similar installations at Tuffree Hill Park, City Hall, Champions Sports Complex, Kraemer Memorial Park, Koch Park, and Richard Samp Park. Together, these facilities strengthen communitywide wireless coverage and support increasing data capacity demands.
In 2024, Verizon Wireless entered into a master prepaid lease agreement with Vertical Bridge, a national telecommunications infrastructure firm that now administers and manages numerous carrier-owned wireless assets. Under this arrangement, Vertical Bridge has assumed administrative oversight of the Wagner Park facility and has requested City approval of an amendment to the existing communications site lease.
Vertical Bridge’s request is driven in part by significant financial pressures affecting the telecommunications tower industry nationwide. The broader sector is experiencing reduced revenue due to the slowdown of new 5G tower builds, carrier consolidation that eliminates redundant tower sites, increased capital and operational costs, and substantial losses tied to divested legacy fiber assets. These market conditions have similarly impacted wireless facilities in cities throughout the region. Vertical Bridge has indicated that, without an adjustment to the rent structure, continued operation of the Wagner Park site may become financially unviable. The existing Communications Site Lease Agreement already includes an early-termination clause (Section 13) that permits the tenant to terminate upon 30 days’ notice under certain conditions, creating a material risk that the facility could be decommissioned if current financial terms remain unchanged. The proposed amendment is therefore intended to preserve the long-term viability of this essential wireless facility and ensure uninterrupted service to the community.
Lease Amendment Terms
The proposed amendment updates the financial and administrative terms of the existing lease while maintaining all previously approved operational characteristics of the wireless facility.
Key provisions of the amendment include:
A one-time rent prepayment of $75,000, payable on or before January 1, 2026, which 198
satisfies all rent due for the period of January 1, 2026 through December 31, 2027.
Updated monthly rent of $2,300, commencing January 1, 2028, paid in advance.
Rent escalations of 10% every five (5) years, beginning July 1, 2030, ensuring long-term alignment with market conditions.
All other conditions of the original lease remain unchanged, including insurance requirements, access rights, operational standards, and existing site maintenance responsibilities.
Development Services Department
This amendment does not modify the physical configuration, location, or operation of the wireless facility. The existing monopine structure, equipment enclosure, and associated improvements will remain as previously entitled and approved. No changes to the facility’s height, footprint, or equipment specifications are proposed.
The wireless installation continues to operate under Federal Communications Commission (FCC) standards, American National Standards Institute (ANSI) guidelines, and related safety regulations governing radio frequency emissions. The facility has consistently operated within established safety limits, and no issues have been identified.
Fiscal Impact Summary:
The proposed amendment provides a one-time rent prepayment of $75,000, payable on or before January 1, 2026, which will constitute full rent for the period of January 1, 2026 through December 31, 2027. Following the prepaid rent term, Verizon will resume monthly rent payments of $2,300 per month ($27,600 annually) beginning January 1, 2028. In accordance with the amended rent schedule, monthly rent will increase by 10% every five (5) years, with the first adjustment occurring on July 1, 2030, increasing the monthly rent to $2,530.
Vertical Bridge’s Business Summary Report indicates that the site is currently operating at a net monthly loss under the existing rent structure. The revised rent schedule provides a sustainable long-term financial model for the operator while maintaining a stable and predictable revenue stream for the City.
No additional lump-sum administrative or reimbursement payments are included in this amendment. All other financial terms of the 2015 agreement remain unchanged. The amendment provides immediate General Fund revenue through the $75,000 prepayment and maintains long-term recurring revenue through the updated rent schedule and escalation structure.
Attachments
1. Verizon Lease Amendment Draft 11.04.25 kfc revised.pdf
2. Verizon Wireless Lease Agreement 06.24.15.pdf
199
1 Site Name: Wagner
Site Number: US-CA-7980
FIRST AMENDMENT TO COMMUNICATIONS SITE LEASE
THIS FIRST AMENDMENT TO COMMUNICATIONS SITE LEASE (this “Amendment”), dated as of this ____ day of ____________, 202__ (the “Effective Date”), by and between the City of Placentia, a charter city and municipal corporation (“Lessor”), and Los Angeles SMSA Limited Partnership d/b/a Verizon Wireless (“Lessee”), recites and provides:
RECITALS
WHEREAS, Lessor is the fee owner of that certain property located in the City of Placentia, County of Orange, State of California (the “Property”), more particularly described on Exhibit A attached hereto.
WHEREAS, Lessee is the current lessee under that certain Communications Site Lease with Lessor, dated June 24, 2015 (the “Lease”), pursuant to which Lessor leases to Lessee a portion of the Property, as more particularly described in the Lease (the “Premises”).
WHEREAS, Lessee owns, operates, and maintains one or more wireless communications towers, equipment, shelters, and other associated improvements on the Premises.
WHEREAS, Lessee and VB Acquisitions, LLC, a Delaware limited liability company (“Vertical Bridge”) entered into a Master Prepaid Lease dated December 23, 2024 (the “Master Lease”), pursuant to which Vertical Bridge was granted the exclusive right to lease, operate, and manage the Site on behalf of Lessee.
WHEREAS, pursuant to the Master Lease, Vertical Bridge leases back a portion of the Premises to Lessee and may sublease space to other wireless telecommunication providers and fiber companies (individually and collectively, the “Transfers”) WHEREAS, Lessee has granted Vertical Bridge a limited power of attorney (the “POA”) to, among other things, prepare, negotiate, execute, deliver, record, and/or file certain documents on behalf of Lessee, all as more particularly set forth in the POA.
WHEREAS, Lessor and Lessee now desire to amend the Lease as more particularly provided below.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual agreements set forth below and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows.
1. Defined Terms; Recitals. Capitalized terms used but not defined herein shall have the meanings given to such terms in the Lease. The recitals set forth here and above are true and correct in all respects and are incorporated herein by reference.
2. Consent. Lessor hereby acknowledges that it has consented to the Master Lease and the Transfers pursuant to that certain letter agreement outlined in Exhibit B attached hereto 200
2 Site Name: Wagner
Site Number: US-CA-7980
and made a part hereof, and Lessor further acknowledges that no additional payments are owed in connection with the Transfers.
3. One-Time Rent Prepayment. Lessee shall pay to Lessor a one-time rent prepayment in the amount of Seventy-Five Thousand and No/100 Dollars ($75,000.00), payable on or before January 1, 2026.
This one-time rent prepayment shall constitute full and complete payment of all rent due under the Lease for the period commencing on January 1, 2026 and ending on December 31, 2027 (the “Prepaid Rent Term”). No additional rent shall be due and payable by Lessee under this Lease during the Prepaid Rent Term.
Commencing on January 1, 2028, Lessee shall resume payment of rent in accordance with the terms set forth in Section 4 below.
4. Rent. Commencing on January 1, 2028, the rent (“Rent”) shall be Two Thousand Three Hundred and No/100 Dollars ($2,300.00), paid monthly, in advance, to Lessor’s address set forth in Section 6 below. The Rent due hereunder will be adjusted upwardly by ten percent (10.00%) on July 1, 2030, and the Rent shall further increase by ten percent (10.00%) on each successive quinquennial anniversary of July 1, 2030 thereafter.
5. Renewal Terms. Subject to the terms, provisions, and conditions of the Lease, Lessee shall have the option to extend the Lease for four (4) additional Five (5) year renewal periods (each, a “Renewal Term”) with the initial Renewal Term commencing on the day immediately following the expiration date of the Lease. Each such Renewal Term shall be deemed automatically exercised by Lessee unless Lessee provides written notice to Lessor of non-renewal at least thirty (30) days prior to expiration of the then-current term.
6. Notices. All notices under the Lease shall be delivered by Federal Express, or US certified mail return receipt requested, and addressed to:
If to Lessee:
Los Angeles SMSA Limited Partnership
c/o Vertical Bridge REIT, LLC
22 West Atlantic Avenue, Suite 310
Delray Beach, FL 33444
Attention: General Counsel
Ref: US-CA-7980
201
3 Site Name: Wagner
Site Number: US-CA-7980
If to Lessor:
City of Placentia
401 E. Chapman Avenue
Placentia, California 92870
Attention: City Administrator
With a copy to:
City Attorney
401 E. Chapman Avenue
Placentia, California 92870
Send payments to:
City of Placentia
401 E. Chapman Avenue
Placentia, California 92870
Attention: Finance Department
7. Memorandum. Lessor agrees to execute a memorandum of this Amendment upon the request of Lessee, which Lessee may record with the appropriate recording officer at its sole cost and expense.
8. Counterparts/Digital Signatures. This Amendment may be executed in counterparts with the same effect as if both parties hereto had executed the same document. Both counterparts shall be construed together and shall constitute a single document.
Delivery of a copy of this Amendment (or any notices pursuant to the Lease) bearing an original signature by facsimile transmission, by DocuSign, by electronic mail in “portable document format” (“.pdf”) form, or by any other electronic means intended to preserve the original graphic and pictorial appearance of a document, will have the same effect as physical delivery of the paper document bearing the original signature.
9. Ratification. Except as amended and modified in this Amendment, the terms and conditions of the Lease are ratified and confirmed in all respects and shall continue in full force and effect. In the event of any dispute between the terms of the Lease and this Amendment, the terms of this Amendment shall govern and supersede those set forth in the Lease.
[The remainder of this page is intentionally blank; signature page follows.] 202
Site Name: Wagner
Site Number: US-CA-7980
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the Effective Date.
LESSOR:
City of Placentia
a charter city and municipal corporation
By:
Name:
Title:
Date:
[Lessor’s Signature Page to Amendment]
203
Site Name: Wagner
Site Number: US-CA-7980
LESSEE:
Los Angeles SMSA Limited Partnership
d/b/a Verizon Wireless
By: VB Acquisitions, LLC
a Delaware limited liability company
Its: Attorney-in-Fact
By:
Name:
Title:
Date:
[Lessee’s Signature Page to Amendment]
204
Site Name: Wagner
Site Number: US-CA-7980
EXHIBIT A
Legal Description of Property
205
Site Name: Wagner
Site Number: US-CA-7980
EXHIBIT B
Lessor Consent to Master Lease and Transfers
206
COMMUNICATIONS SITE LEASE THJS COMMUNICATIONS SITE LEASE (''Lease"), dated as of the latter of the signature dates below ("Effective Date"), is made by and between Los Angeles SMSA Limited Paitnersl1ip, d/b/a. Veriznn Wireless, with its principal offices located al One Verizon Way, Milil Stop 4A WI 00, Basking Ridge, New Jersey 07920 (telephone number 866-862-4404) ("Lessee"), and the City of Placentia, a Charter City and municipal corporation, whose address is 401 E. Chapman Avenue, Placentia, California 92879 ("Lessor") (jointly, lhe "Parties"). A. Recitals. This Lease is entered into based upon the following facts, circumstances and understandings: (i). Lessor represents and wan-ants that it owns certain real property legally described in Exhibit "A," attached hereto and commonly known as 700 Trnmpet Avenue, Placentia, California 92870; Assessor's Parcel Number 336-564-0 I ("Lessor's Real Property"). Lessee desires to lease a portion of Lessor's Real Property (the "Premises"), as expressly described in Exhibit "B" attached hereto. Lessor represents and warrants that it has the complete right and authority to grant the rights set forth herein and that Lessor has full rights of ingress to c1nd egress from the Premises from a public roadway. (ii). Lessee desires lo construct and operate a wireless communicalions site at the Premises. (iii). Based on the foregoing facts, circumstances and understandings and on the tenns and conditions set forth below, Lessor is willing to lease the Premises to Lessee for Lessee's proposed use subject to the terms and conditions of this Lease. (iv). All legal prerequisites to the milking of this Lease have occurred. WH ER EFOR E, for good and valuable consideration, the receipt and sufficiency of which ,ire hereby acknowledged, and in consideration of the facts, circumstnnces ilnd understandings set fo11h above (which are incorporaled into the body of this Lease by this reference) and lhe tenns and conditions set forth herein, the Parties, intending to be legally bound, hereto agree as follows: B. Lease. l. Grant and Acceptance of Lease. Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the Premises for Lessee's proposed use, subject lo the following tenns and conditions for the Term. 2. Perrni tted Uses. (a). The Premises shall be used by Lessee for the operation of a wireless communications site. Specifically, the Premises consists of a parcel of ground space measuring approximately Wngner 6-ISIJ684_1 P.ige I of 24 207
reimbursement sum shall not be considered Rent, nor shall it offset ,my Rent or other consideration due in connection with this Lease, and such sum shall be fully earned and non-refundable by Lessor regardless of whether Lessee proceeds with or abandons the project specifically contemplated herein. (c). Lessor agrees to cooperate with Lessee's reasonable requests for Lessor's signatures and other reasonable assistance as real property owner on permit applications, and obtaining and maintaining Governmental Approvals, for allowing site inspections by governmental agencies required in connection with reviewing permit applications, provided that such cooperation ,incl assistance shall be at no expense to Lessor. In addition, Lessee shall have the right to initiate the ordering and/or scheduling of necessary utilities as shown in -Exhibit ''B'' attached hereto, however1 such scheduling must be coordinated with Lessor to minimize disruption to the primary use of Lessor's Re,il Propeny. (d). fn the event Lessee desires, at Lessee's option, to tcmpora1ily use electricity from Lessor to operate Lessee's equipment, Lessor agrees to provide Lessee with electricity and required connections upon request by Lessee. Lessee shall reasonably detennine the location of any conduits between Lessor's electrical system, and the Land Space, if not shown on Exhibit "B," however, such locntion shall be subject to Lessor's approval, which approval shall not be unreasonably withheld, conditioned or delayed. As consideration, Lessee shall pay to Lessor, monthly, on the first day of the month, Three Hundred Dollars and 00/100 dollars ($300.00), beginning on the Commencement Date of this Lease nnd stopp_ing on the date that Lessee no longer uses such electricity. The initial electrical fee reimbursemcnt(s) sh,111 be paid at the same time and in the same manner as Rent. The fee shall be prorated for any partial months based on the actual number of days in the month. 4. Term. The tern, of this Lease ("Tern,") shall be five (5) years commencing on the earlier to occur of the date that is the first day of the month following the date that: (a). Lessee begins construction of Lessee's Facilities on the Premises; (b). Lessee obtains its final building pe1mit for the installation of Lessee's Facilities; or (c). is twelve (12) months after lhe Effective Date ("Commencement Date"). Lessee shall promptly deliver written notice to Lessor of the Commencement Date if this Lease commences pursuant to subsection (a) or (b) of this Section 4. Lessor and Lessee agree that they shall acknowledge in writing the Commencement Date if the Commencement Date is based upon (a) above. Lessee shall have the 1ighr to ex.tend the Tenn of this Lease for up to four (4) additional terms of five (5) years each (each a "Renewal Term"). The terms and conditions for each Renewal Tenn shall be the same te1ms nnd conditions as in this Lease, except that the Rent nnd the amounts of insurance coverage as required herein shall be increased os set for1h herein below. This Lease shall automatically be extended for each successive five (5) year Renewal Term unless Lessee notifies Lessor in writing of Lessee's intention not to extend this Lease at least ninety (90) days prior to the expiration of the first Term or any Renewal Tenn. 5. Rent. Upon the Commencement Date, Lessee shall pay Lessor, as rent, $2,800.00 per month ("Rent"). Notwithstanding the foregoing, rent for the first ( I st) twenty (20) months of the Term shall be payable in a lump-sum payment of $56,896.0,Q...in advance, to lessor or Lessor's alternate payee specified in Section 22 below. The mitial lump-sum Rent payment will be W:igncr 64513684_1 Page 3 of_24 208
forwarded by Lessee to Lessor within. forty-five (45) days after the Commencement Date or after a written acknowledgement confirming the CommencemeritDate, if such an acknowledgement is required, and thereafter, beginning on the Lwenly-first(21st) month of the Term, Rent shall be payable on the first day of each month, in advance, to Lessor or Lessor's alternate payee specified in Section 22 below, except that payment shall be prorated for the final fractional month of this Lease, or if this Lease is tenninated before the expiration of any month for "vhich Rent should have been paid. Rent shall be automatically adjusted by Lessee on each annual anniversary of the Commencement Date of the Term and of any Renewal Term by an increase of four percent (4%) of the Rent pnid during the immediately preceding year. As additional consideration, Lessee shall pay Lessor a one-time payment of $1,000.00 as an administrative fee to be paid within forty-five (45) days af1er the Commencement Date or after a written acknowledgment confirming the Commencement Date to be used for the removal and replacement of a concrete pad around a liquid Amber tree located on the Property. 6. Due Diligence Contingency and Pre-Commencement Date Access to Premises. (a) Lessee shall have the 1ight (but not the obligation) at any time following the full execution or this Lease and p11or to the Commencement Date, to enter the Premises for the purpose of making necessary inspections, taking measurements and conducting engineering surveys (and soils tests where applicable) and any other reasonably necessary tests to determine the suitability of the Premises for Lessee's Facilities (collectively, "Due Diligence"), and for the purpose of preparing the Premises for the installation or constrnction of Lessee's Facilities. During nny Due l)iligcnce activities or pre-installation or pre-constrnction work, Lessee shall have insurance which covers such activities as set forth in Section 16 below. Lessee shall notify Lessor of any proposed tests, measurements or pre-installation or pre-construcLion work and shall coordirrnte the scheduling of such activities with Lessor. If in the course of its Due Diligence Lessee determines that the Premises are unsuitable for Lessee's contemplated use, then Lessee shall have the right to terminate this Lease prior to the Commencement Date without any fu11her liability or obligation to Lessor by delivery of written notice of tennination to Lessor as set forth in Section 13 below. fn the event Lessee tenninates this Lense pursuant to the provisions of this Section 6, then, and in that event, Lessee, at Lessee's sole cost, shall immediately return the Premises to lhe condition thereof existing prior to Lessee engaging in all Due Diligence activities, which shall be completed within forty-five (45) days after such termination. (b). Except to the extent otherwise expressly set forth herein, Lessor hereby expressly <lisclaims all Wan·anties of Merchantability and Fitness for a Particular Purpose associated with the Premises, which, other than as expressly set forth herein, Lessee accepts the Premises "As Is." 7. Ongoing Access to Premises. Throughout the Tenn and any Renewal Tenn of this Lease, Lessee shall have the right of access without escort to the Premises for its employees and agents twenty-four (24) hours a day, seven (7) days per week to and from a public righl-of-way, at no additional charge lo Lessee. fn exercising its right of access to the Premises herein, Lessee agrees to coopernte with any reasonable security or access control procedures utilized by Lessor Walc\ner 645l3filM~l Pag.:: 4 of24 209
at Lessor's Real Property of which Lessee receives written notice from Lessor, and fuliher agrees not create a legal nuisance with the business or other activities of Lessor or of other tenants or occupants of Lessor's Real Propeny. Lessor shall maintain all existing access roadways or driveways extending from the nearest public roadway to the Premises in accmdance with the City's standards and the City's budget constraints. Lessor shalI have the right to reconfigure the 1raffic flow and location of such roadways and driveways on Lessor's Real Property without approval of or compensation to Lessee provided doing so does not prohibit or otherwise mate1ially and adversely interfere with Lessee's ability to access the Premises. Lessor shall be responsible for maintaining und repairing such roadways and driveways at Lessor's sole expense, except for any damage caused directly hy Lessee's use of such roadways or driveways. lf Lessee causes any such damage, Lessee shall promptly repair the same at its sole expense to the condition in which it was prior to such damage. Lessee shall be responsible for the maintenance and compliance with laws of all towers and structures located on the Premises which Lessee constructs, including compliance with Part 17 of the Federal Communications Commission's ('<FCC'') rules. 8. Lessee's Work, Maintenance, Repairs nnd Restoration. All of Lessee's construction and instnllation work at the Premises shall be performed at Lessee's sole cost and expense and in a good and workmanlike manner. Lessee shall rnnintain Lessee's facilities and the Premises in a reasonably neat and safe condition in compliance with all npplicable codes and governmental regulations. Lessee, at Lessee's expense, shall be required to make all repairs to 1he Premises due to damage caused by Lessee, its agents or contractors. Upon the expiration, cancellation or termination of this Lease, Lessee shall within ninety (90) calendar days thereafter sunender the Premises in good condition, less ordinary wear and tear and casualty not caused by Lessee, its agents or contactors; however, Lessee shall not be required to remove any foundation suppo1is for Lessee's Facili1ies or conduits which have been installed by Lessee. 9. Title to Lessee's Facilities. Title to Lessee's Facilities and any equipment placed on the Premises by Lessee shall be held by and remain with Lessee. All of Lessee's Facilities shall remain the property of Lessee and are not fixtures. Lessee has the right to remove all of Lessee's Facilities at its sole expense on or before the expiration or tennination of this Lease. Lessor acknowledges that Lessee may enter into financing arrangements including promissory notes and financial and security agreements for the financing of Lessee's Facilities (the "Collateral") with a third party financing entity and may in the future enter into additional financing arrangements with other financing entities. In connection therewith, Lessor (i). consents to the installation of the Collateral to the extent that the Collateral is part of the npproved lessee's Facilities; (ii). disclaims any interest in the Collateral, as fixtures or othe1-wise, whether arising at law or otherwise, including, but not limited to any statutory landlord's lien; and (iii). agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attaclunent, or distress for any Rent due or to become due and that such Collateral may be removed at any time without recourse to legal proceedings. I 0. Utilities. Lessee shall have the right to install utilities, at Lessee's expense, and to improve the present utdities on or near the Premises (including, but not limited to the installation of emergency back-up power). Lessee shall have the right to place utilities on (or to bring utilities across) Lessor's Real Propetiy as shown in Exhibit "B'' hereto in order to service the W.igner M5lJ6X4 __ 1 P.ige5of24 210
Premises and Lessee's Facilities. Lessor agrees to use reasonable efforts in assisting Lessee to acquire necessary utility service at no cost or expense to Lessor. I l. Interference wilh Communications. Lessee's Facilities and operations shall not interfere with the prior existing or fi.tlure communications eonfigurntion.s, frequencies or operaling equipment lawfully operated by Lessor ("Lessor's Communications") at Lessor's Real Property. Lessee's Facilities and operations shall comply with all applicable non-interference rules and procedures of the FCC. Upon written notice from Lessor supported by reasonable actual evidence of nlle!!,ed interference by Lessee with Lessor's Communications, Lessee will cause such interference to cease within three (3) business days after receipt of such notice of interference from Lessor, or Lessee shall shut down the equipment causing such interference. If such interference cannot be cured within such three (3) business-day period1 Lessee shall cease operation (except for intennittent testing to determine the cause of such interference) of such equipment until the interference has been corrected. Lessor shall require in writing of all future tenant(s) of any portion of Lessor's Real Property to abstain from engaging in achvities or operations which cause interference with the communications operations of Lessee described in Section 2, above, and that all future tenants shall agree to promptly terminate interference or to promptly cure interference to Lessee's communications equipment caused by their operations. Lessor will not use, nor will Lessor permit its employees, tenants, agents or its independent contractors to use any poriion of Lessor's Real Property in any way which materially interferes with the Lessee's Facilities, the operations of Lessee or the rights of Lessee under this Lease. Lessor will cause such interference to cease withi.n three (3) business days afier receipt of notice of alleged interference supported with reasonable actual evidence from Lessee. In the event any such interference does not cease within the aforementioned cure period, Lessor shall cease all operations which are suspected of causing such interference ( except for operations related to public safely, health and welfare, and for intermittent testing to determine the cause of such interference) until the interference has been corrected. For the purposes of this Lease, "interference" may include, but is not limited to, any use on Lessor's Real Property that causes material c1nd adverse electronic or physical obstruction with, or degradation of, the communications signals of Lessee's Facilities. In the event any such alleged interference does not cease promptly, the Parties aclcnowleclgc that continuing actual interference will cause in-eparable injury, and therefore the party alleging interference shall have the right to bring a court action to enjoin such interference, or an FCC intertercnce complaint. Lessor agrees to incorporate a covenant into any subsequent leases, licenses or rental agreements with other persons or entities for any portion of Lessor's Real Property to incorporate the duties specified in this Section 11. 12. Taxes. Lessee shall pay personal property and in lieu property taxes assessed t1gninst Lessee's Facilities, and Lessor shall pay when due all real property taxes and all other taxes, fees and assessments attributable to the Premises Jnd this Lease. 13. Tcmiination. This Lease may be tem1inated by Lessee in its sole discretion effective immediately without further liability by delivery of written notice thereof to Lessor prior to the Commencement Date for any reason resulting from Lessee's Due Diligence, or if a title report obtained by Lessee for Lessor's Real Property shows any defects of title or any liens or encumbrances which may adversely affect Lessee's use of the Premises for Lessee's intended W.igncr 6-151.\6~~-, P.igc 6 of24 211
use, or for any other or no reason. This Lease may be terminated without further liability on thirty (30) days prior written notice as follows: (a). by either party upon a default of any covenant, condition, or term hereof by the other party, which default is not cured within thirty (30) days of receipt of written notice of default; provided, however, that no such failure will be deemed to exist if a defaulting party h<1s commenced to cure such default within such period and provided that such efforts are prosecuted to completion with reasonable diligence. Delay in curing a default will be excused if due to causes beyond the reasonable control of a party; (b). by Lessee if it does not obtain any Governmental Approvals necessary to the construction or operation of Lessee's Facilities, is unable to obtain such Governrnentcll Approvals without conditions which, in Lessee's reasonable discretion, are not standard or typical for premises where wireless communications facilities are located or is unable to maintain such Governmental Approvals despite reasonable efforts to do so; (c). by Lessee if Lessee is unable to occupy or ulilize the Premises due to rnling or directive of the FCC or other governmental or regulatory agency, includi1tg, but not limited to, a take back of frequencies; or (d). by Lessee in its sole discretion. Lessee's termination of this Lease pursuant to this Section 13 shall be conditioned upon Lessee's written notice to Lessor, surrender as required in Section 8 of this Lease, and payment to Lessor of an early termination payment as liquidated damages by Lessee to Lessor equal to three (3) months Rent at the rate then in effect. The early tennination payment in this Section shall not in any way be considered as Rent or a Rent offset. Other than as stated in this Lease, Lessor and Lessee shall not have the right to tenninate, revoke or cancel this Lease. J f termination of this Lease occurs as a result of Lessee's election pursuant to subsection I 3(d) herein, Lessee shall, upon giving written notice to Lessor and paying the early termination fee, also immediately discontinue rndio transmissions from the Premises. 14. Destruction of Premises. ff the Premises is destroyed by natural disaster or by any party other than Lessee or any of Lessee's Subsequent Users (defined below), Lessee may elect to terminate this Lease pursuant to Section IJ(d) of this Lease, except that no early termination payment shall be paid by Lessee to Lessor. I 5. Condemnation. If a condemning authority takes all of Lessor's Real Property, or a portion which in Lessee's sole discretion is sufficient to render the Premises unsuitable for Lessee's ongoing operntion of Lessee's f-acilities, then this Lease shall tenninate without further liability of Lessee as of the date wben possession is delivered to tJ1e condemning authority. In any condemnation proceeding each party shall be entitled to make a claim against the condemning authority for just compensation recoverable under applicable condemnation law. Sale of all or pan of Lessor's Real Propetiy to a purchaser with !he power of eminent domain in the face of the exercise of its power of eminent domain shall be treated as a taking by a condemning authority. 16. Jnsurance. Lessee shall maintain the following insurance: (1) Commercial General Liability with limits of $1,000,000.00 per occurrence, (2) Automobile Liability with a combined single limit of $1,000,000.00 per accident, (3) Workers Compensation as required by law, and (4) Employer's Liability with limits of $1,000,000.00 each accident/disease/policy limit. Such insurance shall insure, on an occurrence basis, against liability of Lessee and its employees arising out of or in connection with Lessee's use, occupancy and maintenance of Lessor's Real Property. W11gner 64513(,~•I I Page 7 of 24 212
Lessor, at Lessor's sole cost and expense, shall procure and maintain on Lessor's Real Property, commercial general liability insurance with a combined single limit of at least $1,000,000.00 per occurrence for bodily injury and property damage. Lessor, Lessor's elected officials, officers, employees, r1nd volunteers shall be included as an additional insured as their interest may appear on Lessee's Commercial General Liability and Automobile Liability policies as respects this Lease. Upon the Commencement Date of this Lease each party shall provide to the other a certificate of insurance evidencing the coverage required by this Section 16 and within thirty (30) days of the expiration or renewal of any insurance required by this Lease. Lessor reserves the;: right Lo amend the polic.:y limits reqt1ired of I .. es!;ee upon the commencement of each Renewal Tem1 to reflect what is required by lessors of the same or other wireless lessees operating in the City of Placentia or in similar areas with similar operations and reasonably commensurate with then-existing telecommunications industry standards. The Parties hereby waive and release any and nil rights of action for negligence against the 01her which may hereafter arise on account of damage to the Premises or Lo Lessor's Real Property, resulting from any fire, or other casualty of the kind covered by standard fire insurance policies with extended coverage, regardless of whether or not, or in what amounts, such insurance is now or hereafter carried by the Parties, or either of them. These waivers and releases shall apply between the Parties .ind they shall also apply to any claims under or through either party as a result of any asse11ed right of subrogntion. All such policies of insurance obtained by either party concerning the Premises or the Property shall waive the insurer's right of subrogation against the other party. 17. Assignments or Transfers. Lessee shall not assign or 1ra11sfe1· this Lease to any other person or entity in whole or in part unless the assignee or transferee first agrees in writing to fulfill all of the duties and obligations of Lessee in this Lease accruing thereattcr, and Lessor has approved in writing of tile assignment or transfer, and Lessor's City Attorney shall first approve in writing of the fonn of the assignment or transfer document. Notwithstanding the forgoing, however, Lessee may assign this Lease upon w1itten notice to Lessor to Lessee's parent or subsidiary or any subsidiary of Lessee's parent, or any person or entity wh.ich acquires all or substantially all of Lessee's assets in the market defined by the FCC in which Lessor's Real Property is located by reason of a merger, acquisition, or other business reorganization, and assumes all obligations of Lessee under this Lease. Upon such assignment, Lessee shall be relieved of all liabilities and obligations hereunder (whether accnting prior to or after the effective date of assig11ment) provided that, in all cases, the assignee: (i). shall be fully responsible for all such liabilities and obligations, (ii). shall first accept all such liabilities and obligations in writing, and (iii). is of substantially similar financial strength or credit worthiness to Lessee at the inception of this Lease. Provided conditions (i)-(iii) a hove ~re met, Lessor shall look solely to the assig,1ee for performance under this Lease following such assignment and all of assignor rights herein shall tenninate. Notwithstanding anything to the contrary contained in this Lease, Lessee may assign, mortgage, pledge, hypothccate or otherwise transfer without consent its interest in this Lease to any financing entity, or agent on behalf of any financing entity to whom Lessee (i). has obligations for bonowed money or in respect of guaranties thereof, (ii). has obligations evidenced by loans, bonds, debentures, notes or similar inslrnments, or (iii). has Wai;;ner o45136~.J_I Page 8 of24 213
obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect of guaranties thereof. 18. Lessee's Subsequent Users and Subsequent Co•Users. Lessee shnll have the privilege, subject to the prior written consent of Lessor, to enter into separate agreements with third parties to permit a portion of the Premises and Lessee's Facilities lo be used by others whose business is the provision of wireless communications services, subject to the following conditions: (a). Lessee may sublease vertical space on the monopine appea1ing in Exhibit ''B" lo third party providers of communications services (''Subsequent Users") in accordance with this Section 18, subject lo those Subsequent Users: (I). obtaining all necessary Governmental Approvals from governmental agencies having jurisdiction, and (2). provided Lessor has negotiated a lease or license directly with the Subsequent User for its use of ground space, and (J). Lessor is granted an opportunity to review and approve the Subsequent User's proposed plans and drawings, which approval shall not be unreasonably withheld, conditioned or delayed, but which approval may be conditioned on the Subsequent User's installation meeting Lessor's reasonable aesthetic requirements. Lessor shall be responsible for approving the location of the Subsequent User's ground equipment outside of the Premises. Lessee shall retain all rights to rental income from any Subsequent User with respect to the sublease for space on the monopine, and Lessor shall retain all rights to rental income from any Subsequent User with respect to the ground space lease or license it grants to the Subsequent User. If approved by Lessor and if all government zoning and other permits are obtained, Lessee and the Subsequent User(s) shall be entitled to modify their respective facilities and to erect additional improvements on the Premises, including but not limited to antennas, dishes and cabling, as are reasonably required for the operation and maintenance of the communications c4uipment to be installed on the monopine by the Subsequent User(s). All Subsequent u~crs shall be entitled to all rights of ingress and egress to the Premises and the right to install utilities, provided same is approved by Lessor. (b). Lessee may allow third party providers of communications services ("Subsequent Co-Users") in accordance with this Section 18 to utilize Lessee's F.acilities for the purpose of transmilling and/or receiving radio frequency transmissions that would otherwise be subject to Section 18(a), subject to (I). Lessee providing prior written notice to Lessor of each such Subsequent Co•User, and (2). no Subsequent Co.User shall be allowed to install any equipment whatsoever within the Premises, and (3). no Subsequent Co-User shall be allowed any physical occupancy of the Premises, and (4). for each Subsequent Co-User Lessee shall remit to Lessor on a monthly h;:isis a ,;;um equal to fifty percent (50%) of the rent or rent·equivalent charged by Lessee to the Subsequent Co-User, and (5). Lessee's rent or rent-equivalent charged to the Subsequent Co-User shall n0t be less than fifty percent of the Rent then charged by Lessor to Lessee. (c). Any attempt by Lessee to grant rights of any kind in the Premises or this Lease that exceed those granted herein by Lessor to Lessee shall be void ab initio. Wngn~r 64513!,~-1 I Page 9 or 24 214
19. Non-disturbance and Quiet Enjoyment; Subordination; Estoppel Certificates. (a). So long as Lessee is not in default under this Lease beyond all applicable cure periods, Lessee shall be entitled to quiet enjoyment of the Premises during the term of this Lease and ,my Renewal Te1m, and Lessee shall not be disturbed in its occupancy and use of the Premises or the exercise of its rights and privileges as granted herein. (b ). This Lease shall be subordinate to each and every deed of trust, mortgage or other security instrumenl which may now or hereafter affect Lessor's Real Property and to any renewals, extensions, supplements, amendments, modi ti cations or replacements thereof. As a condition of such subordination, Lessor shall obtain and Lessee shall execute and deliver promptly any commercially reasonable agreement of subordination, provided that such agreement acknowledges that this Lense remains in full force and effect, recognizes Lessee's 1ight to non-disturbance and quiet enjoyment of the Premises so long as Lessee is not in default under this Lease beyond all applicable cure periods, and Lessee's liability shall be capped at the remnining Rent under this Lease. If any mortgagee or lender succeeds to Lessor's interest in Lessor's Real Property through a foreclosure proceeding or by a deed in lieu of foreclosure, Lessee shall attorn to and recognize such successor as Lessor under this Lease provided such pa1ty similarly agrees not to disturb Lessee's occupancy and use of the Premises or the exercise of its rights and privileges as granted herein. (c). At any time upon receipt by a party hereto or not less than thirty (30) days' prior written notice by the other party, the party requested shall execute, acknowledge and deliver to Lhe other party or any other party specified by lht.: requesti11g party, a statement in writing ce1iifying th;:it this Lea.se is in full force and effect, if true, and the status of any continuing defaults under this Lease, to the requested party's ach.Jal knowledge. 20. lndemnification. (a). Lessee's Indemnity. Lessee hereby agrees to defend, indemnify and hold Lessor and Lessor's elected and appointed officials, officers, employees, and volunteers (collectively, "Lessor's Indemnitees") free and hannless from and against any and all losses, claims, liabilities, damages, actions, causes of action, costs and expenses (including reasonable attorney's fees and costs of court) and injuries (including personal injuries or death) to the ex Lent caused by Lessee's occupation, use, operation, maintenance or repair of Lessee's Facilities at the Premises or access over Lessor's Real Property to the Premises, except to the extent resulting from the negligence or willful misconduct of Lessor or Lessor's lndemnitees, or any of them. (b). Lessor's Indemnity. Lessor hereby agrees to defend, indemnify and hold Lessee and Lessee's officers, directors, partners, shareholders, employees, agents, contractors or subcontractors (collectively, "Lessee's Indemnitees'') free and harmless from and against any and all losses, claims, liabilities, damages, actions, causes of action, costs and expenses (including reasonable attorney's fees and costs of court) and injuries (including personal injuries or death) to the extent caused by Lessor's use, operation, maintenance or repair of improvements on Lessor's Real Properly, !he use of Lessor's Real Property by other tenants or lessees of Lessor, any violation of governmental regulations relating to the Premises and any towers used Wag·ner M51)6K4_1 Page 10 of24 215
by Lessee (including the lighting or painting for aviation pathways), except to the extent resulting from the negligence or willful misconduct of Lessee or Lessee's Indemnitees, or any of them. (c). Special Damages. Notwithstanding any other provision of this Lease, neither party shall be liable to the other for consequential damages, damages for lost income and profits, exemplary or punitive damages or other special damages, whether in tort, contract or equity. (d). Survival of Indemnity Provisions. The indemnity provisions of this Section 20 shall survive the expiration, cancellation or expiration of this Lease for the length of the applicable statute of limitations tenn during which a claim mily be filed plus thirty (30) days, and any claims for indemnification under this Section 20 shall be brought within Lhat period. 21. Hazardous Material. Lessee agrees that it will not use, generate, store or dispose of any Hazardous Material (as defined below) on, under, about or within Lessor's Real Property in violation of any law or regulation. Lessor represents, warrants and agrees: (I). that neither Lessor nor, to Lessor's knowledge, any third paiiy has used, generated, stored or disposed of, or pennitted the use, generation, storage or disposal of, any Hazardous Material on, under, about or within Lessor's Real Properiy in violation of any law or regulation, and (2). that Lessor will not, and will not permit any third party to use, generate, store or dispose of any Hazardous Material on, under, about or within Lessor's Real Property in violation of any law or regula1ion. Lessor and Lessee each agTee to defend, indemnify and hold harmless the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys' fees and costs) arising from any breach of any representation, warranty or agreement contained in this Section. As used in this Section, "Hazardous Material" shall mean petroleum or any petroleum product, asbestos, any substance known by the Stale in which Lessor's Real Property is located to cause cancer and/or reproductive toxicity, and/or any substance, chemjcal or waste that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. 22. Notices and Deliveries. Any notice or demand required to be given herein shall be made by first class certified or registered mail, return receipt requested, or by reliable national overnight Jelivery service, postage pre-paid, lo be effective when properly sent and received, refused or returned undelivered. Notices will be addressed to the parties as follows: Wagner 6-15136H-I I Lessor: With a copy to: City of Placentia 40 l E. Chapman Avenue Placentia, California 92870 Attn: City Administrator City Attorney 40 l E. Chapman Avenue Placentia, California 92870 Page 11 of24 216
Lessee: Los Angeles SMSA Limited Pc1rtnership, d/b/a Verizon Wireless 180 Washington Valley Road Bedminster, New Jersey 07921 Attention: Network Real Estate Site: Wagner Lessor or Lessee may from time to time designate any other addressees and addresses for notices or deliveries hy written notice to the other party. 23. Bankruptcy. (a). Lessor and Lessee hereby expressly agree and acknowledge it is the intention of both Paities that if. during the tenn of this Lease, either party shall become a debtor in any voluntary or involuntary bankruptcy proceeding under the United States Bankruptcy Code, 11 U.S.C. §§ IOI, eL seq. (the ''Code"), this Lease is and shall be treated as an unexpired lease of nonresidential real property for purposes of Scc!"ion 365 of the Code, I l U.S.C. § 365 (as may be amended), and, accordingly, slrnll be subject to the provisions of subsections (d)(J) and (d)(4) of said Section 365 (as may be amended). (b). Any person or entity to which this Lease is assigned pursuant to the provisions of the Code shall be deemed without furiher act to have assumed all of the obligations of Lessee arising under this Lease both before and a!ler the date of such assignment. Any such assignee shall uµon demand execute and deliver to Lessor on instrument confirming such assumption. Any monies or other considerations payable or otherwise to be delivered in connection with such assignment shall be paid to Lessor, shall be the exc.lusive property of Lessor, and shall not constitute property of the Lessee or of the estate of Lessee within the meaning of the Bankruptcy Code. Any monies or other considerations constituting Lessor's property under the preceding sentence not paid or delivered to Lessor shall be held in trust for the benefit of Lessor and be promptly paid to Lessor. 24. Relocation. Lessor shall have the right once during or after the Third Renewal Term of this Lease to require Lessee, upon at least twelve ( 12) months written notice to Lessee and at Lessee's sole expense to relocate the Premises and Lessee's Facilities to another portion of Lessor's Real Property selected by Lessor in consultation with Lessee of equal size as the Premises and compatible for Lessee's use in Lessee's sole discretion. ff an altemate location is agreed upon, Lessee shall relocate Lessee's Facilities upon receipt of all Governmental Approvals required for such relocation and Lessee's service will not be interrupted and Lessee shall be allowed, if necessary, to place a temporary cell site and antenna structure on Lessor's Real Property during such relocation. ln the event that Lessee is unable or um.villing to relocate its Premises and Lessee's Facilities as required by Lessor, Lessor may terminate this Lease pursuant to this Section 24 (except that no early termination payment shall be paid by Lessee to Lessor) or withdraw its direction to relocate. Upon tennination Lessee shall remove Lessee's Facilities from the Premises and return the Premises to Lessor wiLhin ninety (90) calendar days of termination in to the condition in which it existed immediately prior to the Commencement Date, normal wear and tear and casualty excepted. Notwithstanding the foregoing, Lessor shall Wagner 6451 .\C,~-1 I Page 12 of24 217
not be permitted to require Lessee to relocate in order to accommodate another tenant at Lessor's Rea! Property. 25. Miscellaneous. (a). Severability. If ,my provision of this Lease is held to be invalid or unenforceable by a court of competent jurisdiction with respect to any parly, the remainder of this Lease or the application of such provision to persons other than those as to whom it is held invalid or unenforceable shall nol be affected, each provision of this Lease shall be valid and enforceable to the fullest extent pennitted by law, and lhe Parties shall negotiate in good faith to amend this Lease to retain the economic effect of the invalid or unenforceable provisions. l f any such action or determination renders the overall perfonnance of this Lease impossible or materially impairs the original purpose, intent or consideration of lhis Lease, and the Parties are, despite the good faith efforts of each, unable to amend this Lease to retain the original purpose, intent and conside(ation ui compliance with that court or agency detem1ination, either party may tenninate this Lease upon sixty (60) days' prior written notice to the other party. (b). Binding Effect. Each party represents and wan-ants that said party has full power and autho1ity, and the person(s) execuling this Lease have full power and authority, to execute and deliver this Lease, and that this Lease constitutes a valid and binding obligation of each party, enforceable in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting the enforcement of creditor's rights generally and by general equitable principles (whether enforcement is sought in proceedings in equity or at law). This Lease shall be binding on and inure to the benefit of the successors and permitted assignees of the respective Parties. (c). Waivers. No provision of this Lease shall be deemed to have been waived by a party unless the waiver is in writing and signed by the party against whom enforcement of the waiver is attempted. No custom or practice which may ckve)op between the Parties in the implementation or c1dministration of the terms of this Lease shall be construed to waive or lessen any right to insist upon strict pert'onnance of the tenns of this Lease. (d). Governing Law, Courts. This Lease shall be governed by and construed according to the laws of the State of California as such laws are applied to ugreements entered into and to be performed entirely within California between Cnlifornia residents. Sole venue for any legal claim arising hereunder shall be in the Superior Court of the State of California in Orange County (the "Court"). The Parties consent to in personom jurisdiction and in rem jurisdiction by the Court, and waive all claims offo1111n 11011 conveniens and c1ny and all other claims that would defeat the venue or jurisdiction of the Court. (e). Attorneys' Fees and Costs. The prevailing party in any legal claim arising hereunder shall be entitled to its reasonable attorneys' fees and costs and court costs as may be awarded by the Court. Wilgner 6~51 J6g4_1 Page l 3 of24 218
(f). Survival. Tenns, conditions, obligations, and indemnifications of this Lease which by their sense and context survive the termination, cancellation or expiration of this Lease will so survive. (g). Memorandum of Lease. Lessor acknowledges that a Memorandum of Lease substantially in the fonn annexed hereto as Exhibit 'C" will be recorded by Lessee in the Official Records of the County where Lessor's Real Property is located. 01). Entire Agreemen1; Amendments. This Lease constitutes the entire agreement and understanding between the Parties regarding Lessee's lease of the Premises and supersedes all prior and contemporaneous offers, negotiations and other agreements concerning the subject matter contained herein. There are no representations or understandings of any kind not set forth herein. Any amendments to this Lease must be in writing and executed by duly authorized representatives of both Parties. (i). No Presumptions Regarding Preparation of Lease. The Parties acknowledge and agree that each of the Parties has been represented by counsel or has had full oppo1tunity to consult with counsel and that each of the Parties has participated in the negotiation and drafting of this Lease. Accordingly, it is the intention and agreement of the Parties that the language, terms and conditions of this Lease are not to be construed in any way against or in favor of any party hereto by reason of the roles and responsibilities of the Pariies or their counsel in connection with the preparation of this Lease. U)-lnteq)reta(ion. (I). Unless the context of this Lease clearly requires otherwise: (i) the plural and singular numbers shall be deemed to include the other; (ii) the masculine, feminine and neuter genders shall be deemed to include the others; (iii) ''or" is not exclusive; and (iv) "includes" and "including" are not limiting. (2) The headings and captions in this Lease are for reference only and are not incorporated in any term herein. (k). No Personal Liability of Officials and Employees of either Party. No elected official, officer, employee, agent, or volunteer of either party shall be personally liable for any default or liability whatsoever under this Lease, except in instances of criminal negligence. (l). Public Document. Lessor is a municipal corporation under the laws of the Stale of California. Lessor and Lessee acknowledge thnr this Le:.ise is subjeu Lo public disclosure as specified by California Government Code §~ 6250 er seq. and is a "public record" within the meaning of California Government Code§ 6252(e). (m). No Assurances. Execution of this Lease is completely unrelated to any and all City of Placentia ("City") planning process(es) and all other required municipal licenses, pennits, authorizations, and approvals whatsoever which shall be subject to the norrnal planning ,md zoning processes of the City. Grant of !his Lense does not assure Lessee that it will be successful Wagner 6-Vi 11684_1 Page 14 of24 219
in whole or in pan in securing any or all required City pennits, or any other required permits or authorizations. Lessee is solely responsible, nt its sole expense, for securing any and all required governmental authorizations to construct and to operate Lessee's Faci!it·ies which shall be reviewed pursuant to prevailing City requirements at that time. (n). Payment of Sums during Breach. The receipt of any sum paid by Lessee to Lessor after a breach of this Lease shall not be deemed a waiver of such breach unless expressly set fonh in writing by Lessor. (o). Claims. Any claim by Lessee agninst Lessor arising hereunder shall be subject lo California Government Code §§ 800 et seq., and Chapter 1.16 of the Placentia Municipal Code. Wagner MS 111,84 I [SIGNATURE PAGE FOLLOWS! Pagel5of24 220
fN WITNESS WHEREOF, the Parties have caused this Lease to be executed by their duly authorized representatives on the dates se1 forth b~low and acknowledge rhat this Lease is effective as of the last date written below. Approved as to foll11: / 7 ,. /4411;1 Andrew V. Arczynski City Attorney Wagner M51.\(,S4_1 LESSOR: City of Placentia By, ~c-----N ame: __,,,Q..u.c,LL.'-'----w,.,__,_1-=-e-'--'n'---------'--/1__,{J'--'-'---r.L-f""--L)_,_) c;_;___ __ Title: Ac:l-ing Ci±+ r9dmw,Ifrc,rr Date: JJY) e tt1, Z0!.5 LESSEE: Los Angeles SMSA Limited Partne1·ship, d/b/a Verizon Wireless By: By: Name: . Navarre Title: Executive Director -Network Date: l. /{s/15 Page 16 of24 221
'. EXHIBIT "A" DESCRJPTION or LESSOR'S REAL PROPERTY All that ce11ain real property situated in !he County of Orange, State of California, described as follows: Lot 60 of Tract No. 6394, in the City of Placentic1, County of Ornnge, State of California, as shown on a Map recorded in Book 291, Pages 1, 2 and 3 of Miscellaneous Maps, in the office of the County Recorder of said County. Assessor's Parcel Number: 336-564-01 Wng,ner 645 IJ6i;-I I l'age 17 of24 222
EXHIBIT "8" DESCRIPTION OF PREMISES to the Communications Site Lease dflted __________ , 201_, by and between the City of Placenlia, as Lessor, and Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless, as Lessee. The Premises consist of those speci fie areas described/shown below or attached where Lessee's communications antennae, equipment an Tess, dimensions, and locations as described/shown, are approximate only and may be adjusted or changed by Lessee at the time of const11Jction and thereafter only with Lessor's prior w1itten permission. SEE ATTACHED. (A final drawing or copy of a property survey nnd sire plan depicting the above shall replace this Exhibit B when initialed by Lessor or lessor ·s designated agent and may be modif,ed(rom time lo time when initialed by both Lessor and Lessee.) Wagner /i.451)684_1 P11ge 1Rof24 223
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EXHIBIT "C" MEMORANDUM OF LEASE to the Communications Site Lease dated _________ , 201_, by and belween the City of Placentia, as Lessor, and Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless, as Lessee. RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: McGuireWoods LLP 1800 Century Park East, 8th Floor Los Angeles, California 90067 Attn; Reena R. Yuba Re: Wagner STATE OF CALIFORNIA ) ) COUNTY OF ORANGE ) APN: 336-564-01 (~pac..: ahove line: for Rcwnkr·s Use) Document Transfer Tnx = $0.00; the total guaranteed tenn of the Agreement is less than 35 years MEMORANDUM OF COMMUNICATIONS SITE LEASE This Memorandum of Communications Site Lease ("Memorandum") is made as of the last date of execution indicated on the signature page below by and between the City of Placentia, whose address is 401 E. Chapman Avenue. Placentia, California 92879 (hereinafter referred to as "lessor"), and Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless, with an address for notice purposes at 180 Washington Valley Road, Bedminster, New Jersey 07921, Attn: Network Real Estate (Site: Wagner) (hereinafter referred to as ''Lessee"). Lessor and Lessee are at times collectively referred to hereinafter as the "Parties." 1. Lessor and Lessee entered into a Commuflications Site Lease (the "Agreement") on the last date of execution thereof for the purpose of installing, operating and maintaining a communic,rtions facility and other improvements. All of the foregoing is set forth in the Agreement. 2. The tenn of the Agreement is for five (5) years commencing on the Commencement Date (as defined in the Agreement) of the Agreement, and tenninating on the fifth (51") Wagner Page 19 of24 64513634_1 225
anniversary of the Commencement Date, with four (4) successive five (5) year options to renew. The total guaranteed tenn of the Agreement is less than thirty-five (35) years. 3. The land, located at 700 Tl1.lmpet Avenue, Placentia, California 92870 ("Property''), and which is the subject of the Agreement is described in Exhibit A annexed hereto. IN WITNESS WHEREOF, the Parties have executed this Memorandum as of the day and year last written below. Approved as to form: ·Andrew V. Arczynsk(, C. I tty Attorney Wagner 6451)684_1 City of Placentia By: Name: Oeim1t't1 (1, 4rrJc; Title: f-)r;--h11g (; :ty (};Ir,,,.; rt ,·1t1cb • Date: j12ne Zll, l0/5 LESSEE: Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless By: AirTouch Cellular, its General Partner By: Name: Harold W. Navarre Tille: Executive Director -Network Date: [NOTARY ACKNOWLEDGMENTS FOLLOW] Page 20 of24 226
A notary public or other officer completing this certificate verifies only Lhe identity of the individual who signed the document to which th.is certificate is attached, and not the rruthfulness, accuracy, or validity of that docW11enl. LESSOR ACKNOWLEDGEMENT STATE OF CALrFORNIA ) ) couNTY oF Oca t1@G > On Jvne., v;, UJLS. before me. Mana 6 Pe,e...2-. Notary Public. personally appeared I'.)J M; en Oorald ftf/l))a , who proved to me on the basis of satisfactory evidence to be the person'8) whose nam$) is/~subscribed to the within instnunent and acknowledged to me that hds-1:k:lthey executed the same in his/~r authorized capacity(~. and that by h.is/1~ signature'8f on lhe instrument the perso~. or the entity upon behc1lf of which tile person(gf acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. loooaooooooaoooooooo _ Comm1111on ti 2054329 f @ MARIA G. PEREZ ': Notary Public -California I :': Orange County ~ ,M'l soT~-Jxgir:s}!";·JS'2J (Seal) Wagner 6451)684_1 WlTNESS my hand and official seal. Notary Public Page 22 of24 227
A notary public or other officer completing this certificate verifies only lhe ident..ity of the individual wbo signed the document Lo whicb th.is certificate is attached, and oot the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF -------LESSOR ACKNOWLEDGEMENT ) ) ) On ________ , before me, -----------~ Notary Public, personally appeared -------------~ who proved Lo me on the basis of satisfactory evidence to be the person(s) whose oame(s) is/are subsc1ibed to the wit.h.i.n instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by h.is/her/tbeir signature(s) on the instrument Lhe pen;on(s), or the entity upon behalf of which the person(s) acted, executed the instrument. [ certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. (Seal) Wagoer 645 lJ684 I WITNESS my hand and official seal. Nolary Public Page 22 of24 228
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificcJte is nllached, and not the trnrhfulness, accurncy, or validity of that document. STATE OF CAL[FORNIA COUNTY OF ORANGE LESSEE ACKNOWLEDGEMENT ) ) ) On ________ _, before me, _____________ , Notary Public. personally appeared Harold W. Nav11rre, who provc<l lo rne on the basis of satisfactory evidence lo be lhe person whose name is subscribed to lhe with.in instrnment and acknowledged lo me that he executed the same in his .iulltorized ct1pacity, and that by his signature on the i11strument 1he person, or lhe entity upon behalf of which the person ac1ed, executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of Californ.ia that the foregoing paragraph is true nnd correct. (Seal) Wagner 64513684 I W1TNESS my hand ,ind oflicial seal. Notary Public P~ge 23 of 24 229
E XJ-11B IT A 0ESCRIPTJON OF THE PROPERTY All that certnin real property situated in the County of Orange, State of California, described as follows: Lot 60 of Tract No. 6394, in the City of Placentia, County of Orange, Stale of California, as shown on a Map recorded in Book 29 l, Pages 1, 2 and 3 of Miscellaneous Maps, in the office of the County Recorder of said County. Assessor's Parcel Number: 336-564-0 I Wagner c--is u6s~_1 Page 24 of 24 230
RECORDING REQUESTED BY AND WI-IEN RECORDED RETURN TO: McGuin::Woods LLP 1800 CGntury Park fasL, 8th Floor Los Angeles, Cnlifomia 90067 Attn: Annie Y. Hu. Esq. Re: Wagner STATE OF CALfFOltNIA COUNTY Of ORANGE A PN: 336-564-0 I ) ) ) (Space above line for lteconler's Use) J)pcument Trnnsfcr Tax"" S0.00; the torn I guaranteed tenn or1he Agreement is less thru.1 }5 years MEMORANDUM OF COM!\'llJNlCATJONS SJTE LEASE AGREEMENT This ]V[1::morandu11) of Communications S.ite Lec1sc Agreement f'Memornndum") is made: as or tht: lasl cl:He of execution indicated on l11c s'ig.1111tur:e page below by and between the Ci!y of Pbcentia .. whose adtlrcss is 40 I E. Cbt1pman ,'\vemte. Pfacemfo, Califor!iia 92879 (he.rei11at'tcr rcfom:d to ilS "Lessor"), and Los. Angeles SMSA Limited PMncrship, d/b/a: Verizon \.Vire less, with ,lll addre~s for notict! purposes lit 180 Washinf.,rton Valley: Road, Bedminster, New Jersey 0792.1, Attn: Nerwork Re.al Esrnte (Sile: Wagner) (hercinnfter referred to a~ "Lcsscl!·'). Lessor artd Le:;::;ee an: al limes collectively referred en hi.::reinalkr as the "P:lt'ties." I. Lessor and Lessee entered i.Jllo a Cum_municatim.1s Sit ;ity of the Comn1e11ceme111 Date, with four (:'l) successive five (5) yenr oplions lO rc111!W. Th1.: totiil ~.uar:1t1tecd 1crm of the Agrn~'.m¢nl is ks!> t!ian 1hirty-l.ive (35) yc!lrs. 3. Tb~ land .. lm:ntctl al 700 Trumper Avenue, Placenrii'I, California 9:2870 ("Prop1::11y"), ;incl whid1 is !he subjc~t or I lie;· Agi:c:emcnl is described in Exhibit 1\ annexe(!' hereto. [.SfGN:ATUHE I\A.GE FOLLOWS.] 231
IN WITNESS wr1ER.EOF, lht: ParTies !rnve c·xec.ull:':dthis Mc.ml>randum as or the day ,rnd year l':.1st w1ittcn below. Approved as to form: Lli:SSOR: LESS El<:: Los An~clc.'iSi\fSA Liniitccl l',ll"!ncrship, 1Ubln Verizon Wireless By: Ai'rTouch Cellul;rr Tr:;: ::n,ral}tf cV~~~ Name: harolcl \V. Navarn.: TitJe: Executive; Dire5tor -Network Date: I.., }id l n, [No1:1ry Ac-knowledgment.s Follow] 1 232
,A not:iry public. cir otlK:r officer completing rhis ci.:rtilic;Hc vcrilics only the identity of Ille jndividu,11 wJH) signed !Iii.: docwncnt 10 whid1 this c<;:riificate is attached, .md not t.he truthfulness, .iccuracy, or validity of that document. STATE OF CAUFORNlA COUNTY OF ___ _ LES.SOR ACKNOWLEDGEMENT ) ) ) Ctn --·-·•··--·---....... __ , bdnre me, ____________ , Notary Publk, personally appeared-------------~ who proved' to me on the basis of satisfactory evidem:c to be the person(;.,;} whose mune(s) is/are subscribed to the within instnimcnr mid llcknowledgcd to mi: thal hch;he/U1ey cxec~lc:d 1he stime in Li.is/her/their riuthorizcu cap,icity(ies). and th.ii by his!hi:r/rheir siguaturc(s) on the instrument the pcrson(s}, or the entity up.l'il behalf of which t:hi:., pcrson{s) acted, executed the i11strnmcnt. I ccr1ify llnder PENALTY OF PERJURY under the laws of the Stmc of California thilt the: fbr1::goi llgparagrnpl.1 is lttil;) and c.:orrC<:l. W!TNE8S my lrnnd and ollicii·il seal. Nornry Public 3 233
A nota1·y pubtic or other nl'ficct: comp_ktiug thi:s cert iJic.atc verifies only the identity or tlfo inclividm1l who sig11ed the docu,nent to whidi Ibis: certificate is 11nachc:d, and not: the 1ruthfolness, accuracy. or validity of that document. LESSOR ACKNOWLEUGMTEN'f STATE OF CALIFORNIA ) ) COUNTY OF ____D_rtl1~ ) Ou _Jl)_;_(l~ })~ ZDLJ. before me, J:j<J r"i(d ___ {L_l_c_c_c:_ Z.. , Notary l'ublic. p.;rsonally .ippe;.-nrcd .ffO..r:-J.J:.e.t:.'J. __ l::_Qy;1tl!.c[_St.t.LJlti. .. ___ , who prove(rto me on the bm;[i; al' satisfoc1ory cvi<knce robe rhe person(nwhosc name(») _isl~ subsc.ribed to lhe with.in instrumcm and acknowlcJgcu 10 ine that hd~ execuLed die same in his/l~ir aulhori:Zecl capac:i!y~}, ,111d th;1r by hi:-/~F.,'.IJ.1.;ir signatme(<i} on the instrument th<:: pct'S◊!l~). or t:he entity upon behalf of which the p<:.r~on_c..~ 11cteci, exccutc~I tli"c instrument. I cert{Ly under PJ~NALTY OF .PERJURY llli<ler the laws of the Srnle uf California 1ha1 the foregoing paragraph is ll'll,; und cnrrcet. \.VITNESS mylrnnd and nfficial se.il. r · · · · · · · 0MlrutlP.E;ei • • ·1 . Com11'1!UIOO # 2054329 z • . · NOWy~tc --Callfocnlil Nn1;:i1y Public.: (Stnli 4 234
NOTARY ACKNOWLEDGMENT 1\ Notary Public or other (>flicer completing this certificate veriJitjs only the identity of the individual who signed the dt1cu1i1cnt to \.vhich. this certificate is a11acbcd, and not the trt1tbfuh1ess. accpracv. or vali.ditv ofthatdocnment. 'T.C,TE OF CALff0RN!A COUNTY OF ORANGE ) ) ) On--~ ,u /~;J.;~_(j)Cforc me., '. •. . , Notnry Public, personally appeared Harold W. Navarre wno proved to me on t 1e b, 1 of s:Hi'sfacwry evidence to be the person whose name is substribed to the ,vi:hin instrument ai1d: acknow·t~dged to rne tha.l he executed the same in his authorizl!d capacity, and, that by his signature on the i.nst.'1.ltneot the person, or !he entity upon behalf ohvhich the person acted, executed the instrument. l certil'y under PENALTY OF PERJURY under the laws of the State of California that th~ foregoing parngraph is true ari.d correct. WITNESS my hand and official mil. 235
EXIIIIllT ,\ (Legal Dcs,:;ription ofPropc:rty) All 1J1.aL c1::rtafo re.al property situilted inthti County of Orange; Stntc or California, described as lollows: Lot 60 ofTr.1cl No. 63,94, in 1.he City of Pfacen'tia, County of Orange.;, State of Cilifr.1rnia, as shown ou a Map recorded in l3ook 291, P::iges I, 2 and J of?>.•Hscellane:ous Maps, in the office of the County Rc..:ordcr ofsmd c\,unty, J\i;:,;cssor' s Parcel Nu1ubcr: 336-56,i-o I 6 236
Agenda Item No: 1.k
PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: December 2, 2025
Submitted by: Joe Lambert
From: Development Services
Subject:
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH DTA PUBLIC FINANCE, INC. TO COMPLETE A DEVELOPMENT IMPACT FEE NEXUS STUDY UPDATE
AND TO CREATE A PUBLIC SAFETY COMMUNITY FACILITIES DISTRICT Financial Impact:
Fiscal Impact:
Total cost of previously approved agreement:$127,000
Staff recommended contingency for Amendment No. 1:$+20,000 Total cost of proposed agreement + Amendment No. 1:$147,000 General Plan Update Fee funds (208-749504-9900 Project: 7449504):$147,000 Summary:
On June 18, 2024, City Council approved a Professional Services Agreement with David Taussig & Associates (now known as DTA Public Finance, Inc.), in a not-to-exceed amount of $127,000 to prepare a new Development Impact Fee Nexus Study Report to facilitate an update of both Citywide Development Impact Fees and Transit-Oriented Development (TOD) Impact Fees and to create a successor Public Safety Community Facilities District (CFD). The recommended actions would amend the Professional Services Agreement with DTA Public Finance, Inc. extending the term of the agreement until December 31, 2026, with Staff recommended contingency.
Recommendation:
Recommended Action: It is recommended that the City Council:
1. Approve Amendment No. 1 to the Professional Services Agreement with DTA Public Finance, Inc. to facilitate an update of both Citywide Development Impact Fees, Transit- Oriented Development Impact Fees and to create a successor Public Safety Community Facilities District (CFD) for the City of Placentia for an amount not to exceed $147,000; and
2. Authorize the City Administrator to execute the necessary documents, in a form approved by the City Attorney.
Strategic Plan Statement:
This item is consistent with the City Council approved Five Year Strategic Goal to:
Keep Development Impact Fees current and updated to facilitate cost recovery by requiring new development to pay a fair share of costs for City facilities, as Objective Number 1.3 is to 237
Update Fee Study/Cost Allocation. In addition, this action is consistent with Objective Number
3.12 to secure funding for affordable housing as the Citywide Residential Affordable Housing Impact Fees will likely be adjusted commensurate with the nexus fee study prepared by DTA.
Discussion:
Development Impact Fee Update
The existing DIFs currently in place include the following:
Citywide Public Safety Impact Fee Program (Now known as Fire, Police Animal Shelter fees pursuant to the City of Placentia Development Impact Fee Nexus Study, dated April 2023)
Citywide Park and Recreation Impact Fee Program
Citywide Quimby Land Dedication and In-Lieu Fee Program Citywide Sewer Impact Fee Program
Citywide Traffic Impact Fee Program
Citywide Storm Drainage Impact Fee Program
TOD Traffic Impact Fee
TOD Sewer Impact Fee (Now updated pursuant to the City of Placentia Development Impact Fee Nexus Study, dated April 2023)
TOD Streetscape Infrastructure Impact Fee
A Residential Affordable Housing Impact Fee (“RAHIF”) requiring developers to pay a fee to mitigate the additional demand for affordable housing that is created by proposed market rate residential development.
As stated in the 2024 Request for Proposals (RFP), the City is proposing to keep and update all of the existing aforementioned DIFs already in place. DTA will conduct a Nexus Study to update all of those fees commensurate with actual and projected impacts. In addition, DTA’s Nexus Study would consider the following components/programs for the DIFs at a minimum:
Updated Public Safety DIF to adequately capture Police, Placentia Fire and Life Safety, Emergency Medical Services (EMS), and Dispatch, as well as Animal Control Services Create Public Facilities DIF
Create Information Technology DIF or incorporate into Public Facilities (or similar) DIF Successor Public Safety Community Facilities District (CFD) The City implemented CFD 2014-01, to help offset rising police department operating costs attributed to new residential development. Although successfully implemented in 2014, it did not capture properties developed during the City’s exponential growth spurt between 1970 and 2014. Also, since that time the City has started its own fire department, contracted with a private 911 paramedic service provider, and expanded its emergency communications (dispatch) operations as well.
The boundaries of CFD 2014-01 cover the entire City and all new development projects are conditioned to be annexed into the CFD as a condition of receiving development entitlements and other project approvals. Rather than try to modify the existing CFD (requiring participant voting) to include the new added public safety operating costs, an entirely new successor CFD can be created, including aforementioned added public safety costs. Future development would then be conditioned to annex into the newly created successor CFD. It is envisioned that the boundaries of the new CFD will also match the City’s boundaries.
Fiscal Impact Summary:
The FY 2024-2025 CIP Budget includes $127,000 for the Development Impact Fee Update 238
and Successor Public Safety Community Facilities District project. As such, the recommended actions would approve an amendment to the Professional Services Agreement with DTA Public Finance, Inc., extending the term of the agreement until December 31, 2026, with Staff recommended contingency in a not-to-exceed amount of $147,000. General Plan Update Fee funds (749506-6017) are the revenue source funding the subject PSA and said funds are restricted to efforts related to furthering the goals of the City's General Plan. Adequate General Plan Update Fee funds are available in the FY 25-26 Budget to fund the subject PSA Amendment No.1 with the Staff recommended contingency.
Attachments
1.and1.a. Amendment No. 1 to DTA PSA with Attachment A.pdf
2.Certificates of Insurance DTA.pdf
239
AMENDMENT NO. 1 TO
PROFESSIONAL SERVICES AGREEMENT
WITH DTA PUBLIC FINANCE, INC.
This Amendment No. 1 (“Amendment”) to Professional Services Agreement is made and entered into the 2nd day of December 2025, by and between the CITY OF PLACENTIA, a Charter City and Municipal Corporation (“CITY”), and DTA Public Finance, Inc. (“Consultant”). CITY and CONSULTANT are sometimes hereinafter individually referred to as “Party” and or collectively referred to as the “Parties.”
A. RECITALS:
(i). CITY and CONSULTANT entered into a Professional Services Agreement (“Agreement”) effective June 18, 2024 through which CONSULTANT has been providing consulting services to facilitate an update of both Citywide Development Impact Fees, Transit Oriented Development Impact Fees and to create a successor Public Safety Community Facilities District (CFD) for the City of Placentia, as more fully described herein.
(ii). The Parties now seek to amend the Agreement (Amendment No. 1) to authorize an extension to the Term of the agreement and to authorize an increase in the Compensation related to the agreement.
(iii). All legal prerequisites to the making of this Amendment have occurred.
NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the Parties agree as follows:
B. Amendment to Agreement.
1. Pursuant to Section 4, Paragraph 4.1 of the Agreement, the term of the Agreement is hereby amended to continue for a term ending December 31, 2026.
2. Section 2, Paragraph 2.1 of the Agreement is hereby amended to say:
Consultant’s total compensation shall not exceed one hundred twenty seven thousand dollars ($127,000) + twenty thousand dollars ($20,000) contingency for a total amount of one hundred forty seven thousand dollars ($147,000), which represents an originally authorized total cost of one hundred twenty seven thousand dollars ($127,000) + twenty thousand Dollars ($20,000) contingency.
3. Except as specifically modified herein, all of the terms, conditions and provisions of the Agreement shall remain in full force and effect.
4. The Agreement, together with Amendment No. 1 and all Exhibits attached thereto, constitutes the entire Agreement between the Parties and supersedes all prior negotiations, arrangements, representations, and understandings, if any, made by or between the Parties with respect to the subject matter hereof. No amendment or other 240
modification of the Agreement, as modified by this Amendment No. 1 shall be binding unless executed in writing by both Parties hereto, or their respective successors, assigns, or grantees. The original Agreement is attached hereto as Attachment “A”.
5. Each of the undersigned represents and warrants that he or she is duly authorized to execute and deliver this Amendment No. 1 and that such execution is binding upon the entity for which he or she is executing this document.
IN WITNESS WHEREOF, the Parties have caused Amendment No. 1 to the Professional Services Agreement are to be executed as of the day and year first above written.
CONSULTANT CITY OF PLACENTIA
By: ______________________________
Kelly Wright
Chief Executive Officer
By: _____________________________
Kevin Kirwin,
Mayor
ATTEST:
_____________________________
Robert S. McKinnell,
City Clerk
APPROVED AS TO FORM:
By:_____________________________
Christian L. Bettenhausen
City Attorney
241
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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:CONTACT
(A/C, No):FAX
E-MAILADDRESS:
PRODUCER
(A/C, No, Ext):PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
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).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
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. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOSAUTOS ONLY NON-OWNED
SCHEDULEDOWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
EROTH-STATUTEPER
LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR
CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE
DAMAGE TO RENTED $PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY PRO-JECT LOC
CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
10/20/2025
Acrisure SouthWest Partners Insurance Services,LLC
4000 Westerly Place
Suite 110
Newport Beach CA 92660
Lisa Burrill
909-766-1788
[email protected]
License#:0G18344 California Automobile Insurance Company 38342 DAVITAU-01 Starstone National Insurance Company 25496DTAPublicFinance,Inc. 18201 Von Karman Ave,Suite 220
Irvine CA 92612
Hartford Casualty Insurance Company 29424
Philadelphia Indemnity Insurance Company 18058
Hartford Fire Insurance Company 19682
Hartford Underwriters Insurance Company 30104
1987784047
F X 2,000,000
X 1,000,000
10,000
2,000,000
4,000,000
X
Y Y 72SBABJ3H19 2/24/2025 2/24/2026
4,000,000
A 1,000,000
X
Y Y BA040000030599 12/19/2024 12/19/2025
B X X 5,000,00085717R252ALI2/24/2025 2/24/2026
5,000,000
C X
Y
Y 72WECEU2873 9/1/2025 9/1/2026
1,000,000
1,000,000
1,000,000
D
E
Prof.Liab/Claims
Crime PHSD1835820015
72 BDD HP8140
11/1/2024
6/14/2025
2/1/2026
6/14/2026
Agg/Per Claim Limit
Limit
2,000,000
1,000,000
-Cyber Liability coverage with State National Insurance Company,Inc.-Policy #EHJ-ADO03429668 -Eff:7/22/25 -7/22/26.Limit $2,000,000 -Excess follows form over General Liability,Automobile Liability,and Employers Liability -Excluded from Workers Compensation:David Taussig
City of Placentia and its elected and appointed boards,officers,officials,agents,employees,and volunteers are named as additional insured in respects to general liability and auto liability.Waiver of subrogation applies in favor of City of Placentia and its elected and appointed boards,officers,officials,agents, employees,and volunteers in respects to general liability,auto liability,and workers compensation. -GL AI/WOS |AUTO AI/WOS |WC WOS
City of Placentia
401 E.Chapman Avenue
Placentia CA 92870
USA
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Business Auto Broadening Endorsement
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
I. NEWLY ACQUIRED OR FORMED ENTITY (BROAD FORM NAMED INSURED) II. EMPLOYEES AS INSUREDS
III. AUTOMATIC ADDITIONAL INSURED
IV. EMPLOYEE HIRED AUTO LIABILITY
V. SUPPLEMENTARY PAYMENTS
VI. FELLOW EMPLOYEE COVERAGE
VII. ADDITIONAL TRANSPORTATION EXPENSE
VIII. HIRED AUTO PHYSICAL DAMAGE COVERAGE
IX. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE
X. LOAN/LEASE GAP COVERAGE
XI. GLASS REPAIR – DEDUCTIBLE WAIVER
XII. TWO OR MORE DEDUCTIBLES
XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS XIV. WAIVER OF SUBROGATION
XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE
XVII. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT XVIII. HIRED AUTO – COVERAGE TERRITORY
XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH
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BUSINESS AUTO COVERAGE FORM
I. NEWLY ACQUIRED OR FORMED ENTITY (Broad Form Named Insured) SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
d. Any business entity newly acquired or formed by you during the policy period provided you own 50% or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of 180 days following acquisition or formation of the business entity.
Coverage under this provision is afforded only until the end of the policy period.
Coverage does not apply to an “accident” which occurred before you acquired or formed the organization.
II. EMPLOYEES AS INSUREDS
SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
e. 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.
III. AUTOMATIC ADDITIONAL INSURED
SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
f. Any person or organization that you are required to include as additional insured on the Coverage Form in a written contract or agreement that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period is an "insured" for Liability Coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II.
IV. EMPLOYEE HIRED AUTO LIABILITY
SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added:
g. 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.
V. SUPPLEMENTARY PAYMENTS
SECTION II – LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Supplementary Payments, Subparagraphs (2) and (4) are replaced by the following:
(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 are not obligated to furnish these bonds.
(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.
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VI. FELLOW EMPLOYEE COVERAGE:
SECTION II – LIABILITY COVERAGE, B. Exclusions, 5. Fellow Employee This exclusion does not apply if you have workers’ compensation insurance in-force covering all of your “employees”. Coverage is excess over any other collectible insurance.
VII. ADDITIONAL TRANSPORTATION EXPENSE
SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, a. Transportation Expenses, is replaced with the following:
We will pay up to $50 per day to a maximum of $1000 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 48 hours after the theft and ending, regardless of the policy’s expiration, when the covered "auto" is returned to use or we pay for its "loss". If your business shown in the Declarations is other than an auto dealership, we will also pay up to $1,000 for reasonable and necessary costs incurred by you to return a stolen covered auto from the place where it is recovered to its usual garaging location.
VIII. HIRED AUTO PHYSICAL DAMAGE COVERAGE
SECTION III – PHYSICAL DAMAGE COVERAGE, A. Coverage, 4. Coverage Extensions, the following is added:
c. If Liability Coverage is provided in this policy on a Symbol 1 or a Symbol 8 basis and Comprehensive, Specified Causes of Loss, or Collision coverages are provided under this coverage form for any "auto" you own, then the Physical Damage Coverages provided are extended to "autos" you hire, subject to the following limit:
(1) The most we will pay for "loss" to any hired "auto" is $50,000 or Actual Cash Value or Cost of Repair, whichever is less
(2) $500 deductible will apply to any loss under this coverage extension, except that no deductible shall apply to “loss” caused by fire or lightning Subject to the above limit and deductible we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own of similar size and type. This coverage extension is excess coverage over any other collectible insurance.
IX. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE
SECTION III - PHYSICAL DAMAGE COVERAGE, B. Exclusions, 3.a., is amended to add the following:
This exclusion does not apply to the accidental discharge of an airbag.
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X. LOAN/LEASE GAP COVERAGE
SECTION III - PHYSICAL DAMAGE COVERAGE C. Limit of Insurance, the following is added:
4. In the event of a "total loss" to a covered "auto" shown in the schedule or declarations for which Collision and Comprehensive Coverage apply, we will pay any unpaid amount due on the lease or loan for that covered “auto,” less:
a. The amount paid under the Physical Damage Coverage Section of the policy; and
b. Any:
(1) Overdue lease/loan payments at the time of the “loss”; (2) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage.
(3) Security deposits not returned by the lessor;
(4) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (5) Carry-over balances from previous loans or leases.
The most we will pay under Auto Loan/Lease Gap Coverage for an insured auto is 25% of the actual cash value of that insured auto at the time of the loss.
XI. GLASS REPAIR – DEDUCTIBLE WAIVER
SECTION III - PHYSICAL DAMAGE COVERAGE, D. Deductible, the following is added:
No deductible applies to glass damage if the glass is repaired rather than replaced.
XII. TWO OR MORE DEDUCTIBLES
SECTION III -PHYSICAL DAMAGE COVERAGE, D. Deductible, the following is added:
If two or more "company" policies or coverage forms apply to the same accident:
1. If the applicable Business Auto deductible is the smallest, it will be waived; or
2. If the applicable Business Auto deductible is not the smallest, it will be reduced by the amount of the smallest deductible; or
3. If the loss involves two or more Business Auto coverage forms or policies the smallest deductible will be waived.
For the purpose of this endorsement "company” means the company providing this insurance and any of the affiliated members of the Mercury Insurance Group of companies.
XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS The requirement in SECTION IV, BUSINESS AUTO CONDITIONS, A. Loss Conditions, 2. Duties In The Event Of Accident, Claim, Suit, Or Loss, a., In the event of "accident", you must notify us of an "accident" applies only when the "accident" is known to:
(1) You, if you are an individual;
(2) A partner, if you are a partnership;
(3) A member, if you are a limited liability company; or (4) An executive officer or insurance manager, if you are a corporation.
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XIV. WAIVER OF SUBROGATION
SECTION IV - BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer of Rights Of Recovery Against Others To Us, section is replaced by the following:
5. 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 executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract.
XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 2. Concealment, Misrepresentation, or Fraud, the following is added:
Any unintentional omission of or error in information given by you, or unintentional failure to disclose all exposures or hazards existing as of the effective date or at any time during the policy period shall not invalidate or adversely affect the coverage for such exposure or hazard or prejudice your rights under this insurance. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery.
This provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal.
XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE
SECTION IV – BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, b. For Hired Auto Physical Damage Coverage, is replaced by the following:
b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own:
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".
XVII. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT SECTION IV – BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, the following is added and supersedes any provision to the contrary:
e. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy 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.
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XVIII. HIRED AUTO - COVERAGE TERRITORY
SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 7. Policy Period, Coverage Territory, e. Anywhere in the world if:, is replaced by the following:
e. Anywhere in the world if:
(1) A covered "auto" is leased, hired, rented or borrowed without a driver for a period of 30 days or less; and
(2) The "insured’s" responsibility to pay damages is determined in a "suit" on the merits, in the United States of America, the territories and possessions of the United States of America, Puerto Rico, or Canada or in a settlement we agree to.
XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH SECTION V – DEFINITIONS, C. "Bodily Injury” is amended by adding the following:
"Bodily injury" also includes mental anguish but only when the mental anguish arises from other bodily injury, sickness, or disease.
349
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Countersigned by
Authorized Representative
Form WC 04 03 06 (1) Printed in U.S.A.
Process Date:07/23/25 Policy Expiration Date:09/01/26
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
Policy Number:72 WEC EU2873 Endorsement Number:
Effective Date:09/01/25 Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address:DTA Public Finance, Inc
18201 VON KARMAN AVE STE 220
IRVINE CA 92612
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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.
The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration.
SCHEDULE
Person or Organization Job Description
Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights from us
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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21 Page 1 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
BLANKET ADDITIONAL INSURED BY CONTRACT
This endorsement modifies insurance provided under the following:
BUSINESS LIABILITY COVERAGE FORM
Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply.
A.The following is added to Section C. WHO IS AN INSURED:
Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit.
A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit.
However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by any other endorsement issued by us and made a part of this Coverage Part.
The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured.
The insurance afforded to such additional insured only applies to the extent permitted by law.
The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS.
a. Vendors
Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1)The insurance afforded to the vendor is subject to the following additional exclusions:
This insurance does not apply to:
(a)"Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b)Any express warranty unauthorized by you;
(c)Any physical or chemical change in the product made intentionally by the vendor; (d)Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container;
(e)Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products;
(f)Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; 351
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21 Page 2 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission) (g)Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h)"Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to:
(i)The exceptions contained in Paragraphs (d) or (f); or (ii)Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products.
(2)This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment
(1)Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. c. Lessors Of Land Or Premises
(1)Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to:
(a)Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises; or
(b)Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization.
d. Architects, Engineers Or Surveyors
(1)Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:
(a)In connection with your premises;
(b)In the performance of your ongoing operations performed by you or on your behalf; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if:
(i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and
(ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard".
(2)With respect to the insurance afforded to these additional insureds, the following additional exclusion applies:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services, including:
(i)The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (ii)Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property 352
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21 Page 3 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission) damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service.
e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit (1)Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit.
(2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to:
(a)"Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b)"Bodily injury" or "property damage" included within the "products-completed operations hazard". f. Any Other Party
(1)Any other person or organization who is not in one of the categories or classes listed above in Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:
(a)In the performance of your ongoing operations performed by you or on your behalf; (b)In connection with your premises owned by or rented to you; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if:
(i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and
(ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard".
(2)With respect to the insurance afforded to these additional insureds, the following additional exclusion applies:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including:
(a)The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b)Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above. 353
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 03 10 18 Page 1 of 1
© 2018, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
WAIVER OF SUBROGATION
This endorsement modifies insurance provided under the following:
BUSINESS LIABILITY COVERAGE FORM
Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply.
The following is added to Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS :
We waive any right of recovery we may have against:
a.Any person or organization shown in the Declarations, or b.Any person or organization with whom you have a contract that requires such waiver. 354
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:CONTACT
(A/C, No):FAX
E-MAILADDRESS:
PRODUCER
(A/C, No, Ext):PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
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).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
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. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOSAUTOS ONLY NON-OWNED
SCHEDULEDOWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
EROTH-STATUTEPER
LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR
CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE
DAMAGE TO RENTED $PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY PRO-JECT LOC
CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
11/20/2025
Acrisure SouthWest Partners Insurance Services,LLC
4000 Westerly Place
Suite 110
Newport Beach CA 92660
Lisa Burrill
909-766-1788
[email protected]
License#:0G18344 Starstone National Insurance Company 25496 DAVITAU-01 Hartford Casualty Insurance Company 29424DTAPublicFinance,Inc. 18201 Von Karman Ave,Suite 220
Irvine CA 92612
Philadelphia Indemnity Insurance Company 18058
Hartford Fire Insurance Company 19682
Hartford Underwriters Insurance Company 30104
1799108641
E X 2,000,000
X 1,000,000
10,000
2,000,000
4,000,000
X
Y Y 72SBABJ3H19 2/24/2025 2/24/2026
4,000,000
Hired Non Owned Auto 1,000,000
A X X 5,000,00085717R252ALI2/24/2025 2/24/2026
5,000,000
B X
Y
Y 72WECEU2873 9/1/2025 9/1/2026
1,000,000
1,000,000
1,000,000
C
D
Prof.Liab/Claims
Crime PHSD1835820015
72 BDD HP8140
11/1/2024
6/14/2025
2/1/2026
6/14/2026
Agg/Per Claim Limit
Limit
2,000,000
1,000,000
-Cyber Liability coverage with State National Insurance Company,Inc.-Policy #EHJ-ADO03429668 -Eff:7/22/25 -7/22/26.Limit $2,000,000 -Excess follows form over General Liability,Automobile Liability,and Employers Liability -Excluded from Workers Compensation:David Taussig
City of Placentia and its elected and appointed boards,officers,officials,agents,employees,and volunteers are named as additional insured in respects to general liability and auto liability.Waiver of subrogation applies in favor of City of Placentia and its elected and appointed boards,officers,officials,agents, employees,and volunteers in respects to general liability,auto liability,and workers compensation.-GL AI/WOS |AUTO AI/WOS |WC WOS City of Placentia
401 E.Chapman Avenue
Placentia CA 92870
USA
355
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Countersigned by
Authorized Representative
Form WC 04 03 06 (1) Printed in U.S.A.
Process Date:07/23/25 Policy Expiration Date:09/01/26
WAIVER OF OUR RIGHT TO RECOVER FROM
OTHERS ENDORSEMENT - CALIFORNIA
Policy Number:72 WEC EU2873 Endorsement Number:
Effective Date:09/01/25 Effective hour is the same as stated on the Information Page of the policy.
Named Insured and Address:DTA Public Finance, Inc
18201 VON KARMAN AVE STE 220
IRVINE CA 92612
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.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.
The additional premium for this endorsement shall be 2 % of the California workers' compensation premium otherwise due on such remuneration.
SCHEDULE
Person or Organization Job Description
Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights from us
356
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21 Page 1 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
BLANKET ADDITIONAL INSURED BY CONTRACT
This endorsement modifies insurance provided under the following:
BUSINESS LIABILITY COVERAGE FORM
Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply.
A.The following is added to Section C. WHO IS AN INSURED:
Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or governmental agency or subdivision or political subdivision that such person or organization be added as an additional insured on your Coverage Part, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit.
A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit.
However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by any other endorsement issued by us and made a part of this Coverage Part.
The insurance afforded to such additional insured will not be broader than that which you are required by the contract, agreement, or permit to provide for such additional insured.
The insurance afforded to such additional insured only applies to the extent permitted by law.
The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS.
a. Vendors
Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard". (1)The insurance afforded to the vendor is subject to the following additional exclusions:
This insurance does not apply to:
(a)"Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b)Any express warranty unauthorized by you;
(c)Any physical or chemical change in the product made intentionally by the vendor; (d)Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container;
(e)Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products;
(f)Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; 357
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21 Page 2 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission) (g)Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h)"Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to:
(i)The exceptions contained in Paragraphs (d) or (f); or (ii)Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products.
(2)This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment
(1)Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after you cease to lease that equipment. c. Lessors Of Land Or Premises
(1)Any person or organization from whom you lease land or premises, but only with respect to liability arising out of the ownership, maintenance or use of that part of the land or premises leased to you. (2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to:
(a)Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises; or
(b)Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization.
d. Architects, Engineers Or Surveyors
(1)Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:
(a)In connection with your premises;
(b)In the performance of your ongoing operations performed by you or on your behalf; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if:
(i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and
(ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard".
(2)With respect to the insurance afforded to these additional insureds, the following additional exclusion applies:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services, including:
(i)The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (ii)Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property 358
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21 Page 3 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission) damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service.
e. State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit (1)Any state or governmental agency or subdivision or political subdivision, but only with respect to operations performed by you or on your behalf for which the state or governmental agency or subdivision or political subdivision has issued a permit.
(2)With respect to the insurance afforded to these additional insureds, this insurance does not apply to:
(a)"Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the federal government, state or municipality; or (b)"Bodily injury" or "property damage" included within the "products-completed operations hazard". f. Any Other Party
(1)Any other person or organization who is not in one of the categories or classes listed above in Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf:
(a)In the performance of your ongoing operations performed by you or on your behalf; (b)In connection with your premises owned by or rented to you; or (c)In connection with "your work" and included within the "products-completed operations hazard", but only if:
(i)The written contract, written agreement or permit requires you to provide such coverage to such additional insured; and
(ii)This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products-completed operations hazard".
(2)With respect to the insurance afforded to these additional insureds, the following additional exclusion applies:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including:
(a)The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b)Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any professional service described in Paragraphs f.(2)(a) or f.(2)(b) above. 359
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 03 10 18 Page 1 of 1
© 2018, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
WAIVER OF SUBROGATION
This endorsement modifies insurance provided under the following:
BUSINESS LIABILITY COVERAGE FORM
Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply.
The following is added to Section E. LIABILITY AND MEDICAL EXPENSES GENERAL CONDITIONS :
We waive any right of recovery we may have against:
a.Any person or organization shown in the Declarations, or b.Any person or organization with whom you have a contract that requires such waiver. 360
Agenda Item No: 1.l
PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: December 2, 2025
Submitted by: Shelley Kennell
From: Public Works
Subject:
AWARD OF CONSTRUCTION CONTRACT TO EASTRIDGE ENGINEERING AND CONSTRUCTION, INC. FOR THE FUEL TANK REMOVAL AND REPLACEMENT PROJECT, CITY PROJECT NO. 26-501
Financial Impact:
Fiscal Impact:
Expense:
$966,405.00 Total Construction Costs
$878,550.00 Construction Contract Amount
$ 87,855.00 Construction Contingency Amount
Available Budget:
$1,100,000.00 Total Project Budget Project# 26-501
$1,100,000.00 Fiscal Year 2025-26 CIP (102-90300-9600)Measure U Summary:
The scope of work for the Fuel Tank Removal and Replacement Project includes the removal of the two existing 12,000 gallon single wall fiberglass underground fuel storage tanks and associated components, and the construction and installation of one 15,000 gallon dual compartment (10,000 gallon gasoline/ 5,000 gallon diesel) underground fuel storage tank. In general, the work consists of demolishing and disposing of the existing underground fuel storage tanks, dispensers, and fuel, vapor, and vent piping, and installing the new dual compartment underground fuel storage tank, associated equipment, tank-level probes, leak sensors, paving, and bollards.
The City advertised the project for bid on October 20, 2025; however, no bids were received by the November 3, 2025 deadline. Per City Municipal Code Subsection 3.08.140 the City Administrator has determined this project qualifies as an emergency due to the requirement that the existing underground storage tanks need to be removed by December 31, 2025, to avoid penalties. As a result of this determination, the competitive bidding process may be waived. The expedited removal of the tanks is required under Health and Safety Code Chapter
6.7 Section 25292.05 and in compliance with California Code of Regulations (CCR) Title 23, Chapter 16, Section 2627. Due to the lack of bids, the City proceeded to request quotes from contractors listed on PlanetBids who had downloaded the project plans and specifications, as well as other contractors available through Sourcewell. 361
On November 17, 2025, the City received two quotes from contractors. The two quotes received consisted of the removal of the existing underground storage tanks and the installation of the new tanks. The lowest quote received, from Eastridge Engineering and Construction, Inc., was also found to be responsive and responsible. Staff recommends awarding a construction contract to Eastridge Engineering and Construction, Inc. for the Fuel Tank Removal and Replacement Project.
Recommendation:
Recommended Action: It is recommended that the City Council:
1. Approve a Public Works Agreement with Eastridge Engineering and Construction, Inc. for the Fuel Tank Removal and Replacement Project in the amount of $878,550.00; and
2. Authorize the City Administrator to approve contract change orders up to ten percent (10%) of the contract amount, or $87,855.00, for a total construction contract not-to- exceed amount of $966,405.00; and
3. Authorize the City Administrator, and/or her designee, to execute all necessary documents, in a form approved by the City Attorney.
Strategic Plan Statement:
There is no specific strategic planning goal or objective associated with this agenda item.
Discussion:
The scope of work for the Fuel Tank Removal and Replacement Project includes the removal of the two existing 12,000 gallon single wall fiberglass underground fuel storage tanks and associated components, and the construction and installation of one 15,000 gallon dual compartment (10,000 gallon gasoline/ 5,000 gallon diesel) underground fuel storage tank. In general, the work consists of demolishing and disposing of the existing underground fuel storage tanks, dispensers, and fuel, vapor, and vent piping, and installing the new dual compartment underground fuel storage tank, associated equipment, tank-level probes, leak sensors, paving, and bollards.
This project was exempt from following typical bidding procedures, pursuant to City Municipal code §3.08.070, due to the emergency nature of the work, which required the scope to be performed as quickly as possible.
On November 17, 2025, the City received two quotes from contractors. The two quotes received consisted of the removal of the existing underground storage tanks (Bid Schedule "A") and the installation of the new tanks (Additive Bid "B" Schedule). The lowest quote received, from Eastridge Engineering and Construction, Inc., was also found to be responsive and responsible.
The following table provides the total quote amounts received from each contractor.
Contractor Bid Schedule "A"
Amount
Bid Schedule "B"
Amount
Eastridge Engineering and Construction,
Inc.$165,000.00 $713,550.00
SPATCO Energy Solutions (Sourcewell
Contract)$317,308.00 Did not submit
Staff recommends awarding a construction contract to Eastridge Engineering and 362
Funding Source Amount
FY 25/26 Measure U Funds $1,100,000.00
Construction, Inc., for the Fuel Tank Removal and Replacement Project.
Fiscal Impact Summary:
The total construction cost for the Fuel Tank Removal and Replacement Project amounts to $966,405.00. This cost consists of the quote amount submitted by Eastridge Engineering and Construction, Inc. in the amount of $878,550.00, a construction contingency in the amount of $87,855.00.
Funding for this project is supported by Measure U, as outlined below:
Attachments
Signed PW Agreement with Eastridge Engineering Inc.pdf
363
1 CITY OF PLACENTIA
PUBLIC WORKS AGREEMENT FOR
FUEL TANK REMOVAL AND REPLACEMENT
CITY PROJECT #26-501
THIS AGREEMENT (herein "Agreement"), is made and entered into this 2nd day of December, 2025 by and between the CITY OF PLACENTIA, a municipal corporation and charter city, (herein "City") and Eastridge Engineering and Construction, Inc. (herein "Contractor").
The parties hereto agree as follows:
W I T N E S S E T H:
A. WHEREAS, City requires the demolition and removal of two underground fuel storage tanks, their associated components and installation of one dual compartment underground fuel storage tank along with its associate components including construction of improvements that comply with all 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 Eastridge Engineering and Construction, Inc. a (California corporation) located at 40477 Murietta Hot Springs Rd. D1 #2033 Murrieta, CA 92563.
(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.
(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.
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2 (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, all applicable accessibility requirements and 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, including the requirement that the facilities being constructed must comply with all applicable accessibility requirements, (b) has carefully considered how the services should be performed, and (c) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. 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.
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3 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, 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 366
4 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 therefore.
2.10 Prevailing 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 Eight Hundred Seventy Eight Thousand Five Hundred Fifty Dollars ($878,550) (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 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 367
5 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 Majeure. 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 December 2, 2026, 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:
Eastridge Engineering and Construction, Inc.
ATTN: David Boice
40477 Murrieta Hot Springs Rd. D1 #2033
Murrieta, CA 92563
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 368
6 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 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.
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7 (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.
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 rem edies 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.
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8 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 und er 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 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 371
9 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.
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 t he cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being 372
10 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.
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 373
11 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 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 acceptanc e 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 Two Thousand Eight Hundred Dollars ($2,800) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Scope of Services 374
12 (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 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.: Gabriel Guerrero-Gabany
To Contractor:
Eastridge Engineering and Construction, Inc.
ATTN: David Boice
40477 Murrieta Hot Springs Rd. D1 #2033
Murrieta, CA 92563
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. 375
13 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 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 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 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).
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14 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 Eligibility 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, or 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.
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.
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15 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.
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 Funding 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, 378
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17 APPROVED AS TO INSURANCE:
____________________________________ Date: ________________________ Cyndi Alvarenga, Risk Manager
APPROVED AS TO CONTENT:
____________________________________ Date: ________________________ Gabriel Guerrero-Gabany,
Deputy Director of Public Works
DEPARTMENTAL APPROVAL
____________________________________ Date: ________________________ Chris Tanio, Director of Public Works/City Engineer
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24 BID GUARANTEE
TO THE CITY OF PLACENTIA
PROJECT NO. 26-104
As a material inducement to the City to award the contract for Project No. 26-104 to _____________the undersigned (“Guarantor”) has agreed to enter into this guarantee. The Guarantor hereby unconditionally guarantees to the fullest extent allowed by law the following work included in this project: _________________________(“the work”).
Guarantor guarantees that the materials and equipment used by itself and its subcontractors will be free from defects and that the work will conform to the plans and specifications. Should any of the materials or equipment prove defective or should the work as a whole, or any part thereof, prove defective for any reason whatsoever (except due to intentional torts by the City), or should the work as a whole or any part thereof fail to operate properly or fail to comply with the plans and specifications, Guarantor will, at the City’s sole election: 1) reimburse the City, upon written demand, for all of the City’s expenses incurred replacing or restoring any such equipment or materials, including the cost of any work necessary to make such replacement or repairs; or 2) replace any such defective material or equipment and repair said work completely, all without any cost to the City. Guarantor further guarantees that any such repair work will conform to the plans and specifications for the project. This guarantee will remain in effect for five years from the date on which the contracted for work is accepted for use by the City.
Guarantor understands and agrees that the City shall have the unqualified option to make any replacements or repairs itself or to have such replacement, repair, performed by the undersigned.
The City shall have no obligation to consult with Guarantor before the City proceeds to perform any repair, replacement, or work itself. If the City elects to have Guarantor perform said repair, replacement, or work, Guarantor agrees that the repair, replacement, or work shall be performed within 15 days after receipt of a written demand from the City.
If the City elects to perform the replacement, repairs itself, Guarantor agrees to make reimbursement payment within 15 days after receipt of a written demand for payment from the City.
If the Guarantor fails or refuses to comply with this guarantee, the City shall be entitled to all costs and expenses, including attorneys and expert fees, reasonably incurred by reason of Guarantor’s failure or refusal.
Guarantor Date:
Contractor: By:
Title:
EASTRIDGE ENGINEERING
AND CONSTRUCTION, INC.
11-18-2025
David Boice, President
David Boice, President
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394
26 EXHIBIT A
SCOPE OF SERVICES
The general items of work include the demolition and removal of two 12,000 gallon single wall fiberglass underground fuel storage tanks, three fuel dispensers and associated piping, existing tank monitor systems, wiring and conduit. Work by the Contractor shall include all sampling, testing, reporting, paperwork and inspections needed to successfully complete all requirements of Placentia Building Department and Orange County Health Care Agency (OCHCA) – Environmental Services. The tanks and connected piping must be permanently closed before December 31, 2025 in accordance with H&SC, section 25298, and California Code of egulations (CCR) title 23, chapter 16, section 2672.
The additive “B” schedule work includes construction and installation of one 15,000-gallon dual compartment (10k gasoline/ 5k diesel) underground fuel storage tanks, all associated piping, wiring and spill protection, two dual hose fuel dispensers, tank and piping monitor system. 395
27 EXHIBIT B
SCHEDULE OF PERFORMANCE
All work under the base bid must be complete within thirty (30) working days from the issuance of the Notice to Proceed. For Additive Bid “B” Schedule, the Contractor shall have a total of forty (40) working days to complete the work from the issuance of the Notice to Proceed for Additive Bid “B” Schedule.
Time of Essence. Time is of the essence in the performance of this Agreement.
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.
Force Majeure. 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.
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 December 2, 2026, unless the parties mutually agree in writing to extend the term.
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28 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 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 397
29 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. • 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.) 398
30 2.
3. Copy of the endorsement or policy language indicating that coverage applicable to the additional insureds is primary and non-contributory;
4. Properly completed Certificate of Insurance; and
5. 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 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 399
31 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 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: CONCRETE REPAIR, CITY PROJECT #1302
• 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.
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32 EXHIBIT D
CERTIFICATES OF INSURANCE AND ENDORSEMENTS
The successful bidder will be required to furnish the necessary bonds and insurance to the AGENCY within 10 working days from the award of contract. The successful bidder shall provide a certificate stating that the bonding company is admitted to do business in the State of California.
This certification may be obtained from the Executive Officer and Clerk of the Superior Court at the following address & phone:
Orange County Superior Court
Probate Court Operations
341 The City Drive
P.O. Box 14171
Orange, CA 92613-1571
(714) 935-6061, Contact Linda C. Wallace
Prior to the issuance of the Notice to Proceed, the AGENCY must be furnished with a Policy Endorsement, from the successful bidder's insurance company or companies, naming the AGENCY as an additional insured.
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33 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 conf erence 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.
402
CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 11/19/2025 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 endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER JDT Premiere Insurance Services, LLC 1445 N El Camino Real #C San Clemente CA 92672 CA #0M29742 CONTACTName: Jesse David Tostado PHONE 805-340-9182 (A/C, No, Ext): FAX (A/C, No): E-MAIL [email protected] ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Kinsale Insurance Company 38920 INSURED Eastridge Engineering and Construction, Inc. dba EEC Eastridge Engineering 4077 Murrierta Hot Springs Rd. STE D1 #2033 Murrieta CA 92563 INSURER B : INSURER C : INSURER D : State Compensation Insurance Company 35076 INSURER E : Kinsale Insurance Company 38920 INSURER F : COVERAGES CERTIFICATE NUMBER: 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 LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000.00 CLAIMS-MADE OCCUR DAMAGE TO RENTED $ 100,000.00 PREMISES (Ea occurrence) MED EXP (Any one person) $ 5000.00 A Y Y 0100369536-0 05/08/2025 05/08/2026 PERSONAL & ADV INJURY $ 1,000,000.00 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000.00 POLICY PRO- LOC PRODUCTS - COMP/OP AGG $ 2,000,000.00 JECT Total Aggregate Limit $ 5,000,000.00 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N Y PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000.00 D ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N / A 9355702-25 03/09/2025 03/09/2026 E.L. DISEASE - EA EMPLOYEE $ 1,000,000.00 (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT $ 1,000,000.00 DESCRIPTION OF OPERATIONS below E Pollution/Professional Y Y 0100369536-0 05/08/2025 05/08/2026 Eash Occurrence General Aggregate $1,000,000.00 $2,000,000.00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) In Reference to: CONCRETE REPAIR, CITY PROJECT #1302 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. CERTIFICATE HOLDER CANCELLATION ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AUTHORIZED REPRESENTATIVE SHOULD ANY OF THE ABOVE-DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. The City of Placentia 401 E Chapman Ave. Placentia, CA 92870 403
POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
CG 20 37 10 01
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED – OWNERS, LESSEES OR
CONTRACTORS – COMPLETED OPERATIONS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name of Person or Organization:
Location And Description of Completed Operations:
Additional Premium:
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.)
Section II – Who Is An Insured is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" at the location designated and described in the schedule of this endorsement performed for that insured and included in the "products-completed operations haz- ard".
CG 20 37 10 01 © ISO Properties, Inc., 2000 Page 1 of 1 o The City of Placentia, its officers,employees, representatives, attorneys, and volunteers shall be namedas additional named insureds with respect to: liability arising out of activities performed by or on behalf of the Contractor and allSubcontractors 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. no additional premium
City of Placentia401 E Chapman AvePlacentia, CA 92870Concrete Repair, City Repair Prjoect #1302 0100369536-0
404
405
406
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:CONTACT
(A/C, No):FAX
E-MAILADDRESS:
PRODUCER
(A/C, No, Ext):PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
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).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
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. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOSAUTOS ONLY NON-OWNED
SCHEDULEDOWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
EROTH-STATUTEPER
LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR
CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE
DAMAGE TO RENTED $PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY PRO-JECT LOC
CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
11/20/2025
ERM Insurance Brokers LLC
111 Corporate Drive #200
Ladera Ranch CA 92694
949-222-0444 949-222-0445
[email protected]
California Automobile Insurance Company 38342
EASTENG-01
Eastridge Engineering and Construction,Inc.DBA EEC,Eastridge Engineering
40477 Murrieta Hot Springs Rd Ste D1 #2033
Murrieta CA 92563
833747752
A 1,000,000
X
X
Y Y BA040000073702 6/27/2025 6/27/2026
Certificate holder is additional insured per form MCA20480711 and waiver of subrogation applies per form MCA04440913 Certificate holder/additional insured continued:City of Placentia,its elected and appointed officials,officers,agents and employees.
City of Placentia
401 E.Chapman Ave.
Placentia CA 92870
407
POLICY NUMBER: BA040000073702
408
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET WAIVER OF SUBROGATION
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.
SECTION IV – BUSINESSS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer of Rights Of Recovery Against Others To Us, the following is added:
We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any “accident” or “loss”, provided that the “accident” or “loss” arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract.
MCA04440913
POLICY NUMBER: BA040000073702
409
Agenda Item No: 1.m
PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: December 2, 2025
Submitted by: Shelley Kennell
From: Public Works
Subject:
APPROVAL OF PUBLIC WORKS AGREEMENT FOR KOCH PARK PICNIC SHELTER REPLACEMENT PROJECT, CITY PROJECT NO. 7213
Financial Impact:
Fiscal Impact:
EXPENSE:
CONTRACT AMOUNT:
$182,866.82 (302-90300-9400) Quimby
$166,242.56
CONTINGENCY AMOUNT:$ 16,624.26
Summary:
The project scope includes demolition and removal of the existing wooden picnic shelter at Koch Park, that is no longer functional and the construction of two steel hip picnic shelters.
The City worked with a representative from Gordian, a cooperative purchasing entity through OMNIA Partners, to obtain quotes from qualified contractors for this project. The City received two quotes for the demolition of the existing picnic shelters, four quotes for the fabricated picnic shelters and three quotes for the installation of the picnic shelters. The shelter fabrication options were assembled based off the lowest of the three quotes received.
After reviewing the quotes, it was determined that the work under Option A, performed solely by Great Western Installations was the best option. Their quote included the required installation of the gutters, downspouts and masonry work on the pilasters. Option B was an incomplete quote since it lacked that aspect of the scope of work. Upon review and analysis, Staff determined the quote from Great Western Installations to be responsive and valid. The quote for the entire project scope is $166,242.56. Staff recommends the City Council award a construction contract to Great Western Installations, Inc. in the amount of $166,242.56 and authorize a construction contingency in the amount of $16,624.26 for change orders related to unforeseen conditions encountered during construction. This contract will be funded utilizing existing CIP funds identified in the FY 2024-25 CIP Budget for this project.
Recommendation:
Recommended Action: It is recommended that the City Council:
1. Approve a Public Works Agreement with Great Western Installations, Inc. in the amount of $166,242.56; and
2. Authorize the City Administrator to approve contract change orders up to 10% of the contract not-to-exceed amount, or $16,624.26; and
410
3. Authorize the City Administrator, and/or her designee, to execute the necessary documents, in a form approved by the City Attorney.
Strategic Plan Statement:
There is no specific strategic planning goal or objective associated with this agenda item.
Discussion:
The project scope includes demolition and removal of the existing wooden picnic shelter at Koch Park and constructing two steel hip picnic shelters. Pursuant to the City of Placentia Municipal Code, Section 3.08.070, purchases of supplies, services and equipment may forego bid procedures when participating in an established governmental cooperative purchasing program. The quotes received through Gordian from Great Western Installations is reflective of a cooperative purchasing agreement through OMNIA Partners (OMNIA), a national cooperative purchasing organization, under OMNIA Contract No. 2017001134. The City of Placentia is a member of OMNIA and has used OMNIA contracts in the past. Therefore, under the City's purchasing policy, the City may award the proposed contract without competitive procurement. The City received two quotes for the demolition of the existing picnic shelters, four quotes for the fabricated picnic shelters and three quotes for the installation of the picnic shelters. The shelter fabrication options were assembled based off the lowest three quotes.
The entire scope of work performed under Option A would be performed by Great Western Installations. Under Option B, the demolition would be performed by Angeles Construction, the shelter provided by Great Western Installations, and the installation would be performed by Play Foundations. Under Option C, the demolition would be performed by Angeles Construction, while the shelter and installation would provided by Great Western Installations.
A summary of the quotes compiled into options are presented below.
Option A Option B Option C
Great Western Installations,
Inc
Angeles Construction, Inc.,
Great Western Installations, Inc,
Play Foundations, Inc.
Angeles Construction, Inc.,
Great Western Installations,
Inc.
Demolition: $11,154.68 Demolition: $17,675.47 Demolition: $17,675.47 Shelters: $44,694.00 Shelters: $50,235.94 Shelters: $50,235.94 Installation: $110,393.88 Installation: $60,142.00 Installation: $101,010.00 Grand Total: $166,242.56 Grand Total: $128,053.41 Grand Total: $168,921.41
After reviewing the quotes, it was determined that Option A, was the best option since Great Western Installations, Inc. is available to complete the entire project scope of work, including the required installation of the gutters, downspouts and masonry work on the pilasters. Option B was an incomplete quote since it did not include that aspect of the scope of work. Upon review and analysis, Staff determined the quote from Great Western Installations, Inc. to be responsive and valid. The quote for the entire project scope is $166,242.56. Staff recommends the City Council award a construction contract to Great Western Installations, Inc. in the amount of $166,242.56 and authorize a construction contingency in the amount of $16,624.26 for change orders related to unforeseen conditions encountered during construction. This contract will be funded utilizing existing CIP funds identified in the FY 2024- 25 CIP Budget for this project.
Fiscal Impact Summary:
Funding for the Koch Picnic Shelter Replacement Project is from the Parks Infrastructure Budget. The total construction cost for this work amounts to $182,866.82. This cost consists of 411
the proposal submitted by Great Western Installations in the amount of $166,242.56 and a construction contingency in the amount of $16,624.26. Staff has carefully reviewed the cost proposal provided by the contractor and found it to be reasonable for the work to be provided.
Sufficient funds are budgeted and available in the FY 2025-26 CIP Budget to cover this expense. As such, sufficient funds exist for the recommended actions.
Attachments
Agreement for Koch Park Picnic Shelters.pdf
412
1 CITY OF PLACENTIA
PUBLIC WORKS AGREEMENT FOR
KOCH PARK PICNIC SHELTER REPLACEMENT
CITY PROJECT #7213
THIS AGREEMENT (herein "Agreement"), is made and entered into this 2nd day of December, 2025 by and between the CITY OF PLACENTIA, a municipal corporation and charter city, (herein "City") and Great Western Installations, Inc. (herein "Contractor"). The parties hereto agree as follows:
W I T N E S S E T H:
A. WHEREAS, City requires the construction of picnic shelters including construction of improvements that comply with all 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 Great Western Installations, Inc. a (California corporation, partnership, individual) located at 975 S. State Hwy 89 Logan, UT 84321 .
(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.
(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 413
2 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, all applicable accessibility requirements and 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, including the requirement that the facilities being constructed must comply with all applicable accessibility requirements, (b) has carefully considered how the services should be performed, and (c) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should Contractor discover any latent or unknown 414
3 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, neither party shall be responsible for the service of the other. Contractor shall require all subcontractors to comply with the provisions of this agreement.
415
4 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 therefore.
2.10 Prevailing 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 one hundred sixty-six thousand two hundred forty-two dollars with fifty six cents ($166,242.56) (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 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 416
5 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 Majeure. 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 December 2, 2026, 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:
Great Western Installations, Inc
ATTN: Brandon Seitz
975 S. State Hwy 89
Logan, UT 84321
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 417
6 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 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.
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7 (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.
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.
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8 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 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 420
9 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.
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 421
10 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.
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 422
11 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 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. 423
12 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 Two Thousand Eight Hundred Dollars ($2,800) 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 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 424
13 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.: Shelley Kennell
To Contractor: Great Western Installations, Inc
ATTN: Brandon Seitz
975 S. State Hwy 89
Logan, UT 84321
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.
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 425
14 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 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 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 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 426
15 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 Eligibility 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, or 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.
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.
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16 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.
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.
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17 8.30 Funding 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.
CITY OF PLACENTIA,
A municipal corporation and Charter City
__________________________________ Date: __________________________ Jennifer Lampman, City Administrator
ATTEST:
________________________________
Robert S. McKinnell, City Clerk
CONTRACTOR
__________________________________ Date: __________________________ Signature
__________________________________
Name and Title
__________________________________
Social Security or Taxpayer ID Number
Tyler Kyriopoulos, President
11/13/25
26-2639972
429
18 APPROVED AS TO FORM:
__________________________________ Date: ________________________ Christian L. Bettenhausen, City Attorney
APPROVED AS TO INSURANCE:
____________________________________ Date: ________________________ Cyndi Alvarenga, Risk Manager
APPROVED AS TO CONTENT:
____________________________________ Date: ________________________ Shelley Kennell, Associate Engineer
DEPARTMENTAL APPROVAL
____________________________________ Date: ________________________ Lydie Gutfeld, Community Services Director
430
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436
21