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in the performance of:
(a) Your ongoing operations, with respect to Paragraph 2.a. above; or (b) "Your work" and included in the "products -completed operations hazard", with respect to Paragraph
2.b. above,
which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 2., insurance afforded to such additional insured:
(i) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and
(ii) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products -completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured.
3. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured:
a. Under the ISO CG 20 10 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to ongoing operations (if no form is specified), such person or organization is then an additional insured only to the extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part by:
(1) Your acts or omissions; or
(2) The acts or omissions of those acting on your behalf, in the performance of your ongoing operations, which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 3., insurance afforded to such additional insured:
(a) Only applies to the extent permitted by law;
(b) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; and
(c) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement
4. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured:
a. Under the ISO CG 20 37 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to the "products -completed operations hazard" (if no form is specified), such person or organization is then an additional insured only to the extent that "bodily injury" or "property damage" is caused, in whole or in part by "your work" and included in the "products -completed operations hazard", which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 4., insurance afforded to such additional insured:
(1) Only applies to the extent permitted by law;
(2) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured;
Only applies if the "bodily injury" or "property damage" occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (4) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products -completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. (3)
Includes copyrighted material of Insurance Services Office, Inc., with its permission.
U -GL -2162-A CW (02/19)
457
B. Solely with respect to the insurance afforded to any additional insured referenced in Section A. of this endorsement, 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 failure to render, any professional architectural, engineering or surveying services including:
1. The preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or
2. Supervisory, inspection, architectural or engineering activities.
This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional architectural, engineering or surveying services.
C. Solely with respect to the coverage provided by this endorsement, the following is added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV — Commercial General Liability Conditions:
The additional insured must see to it that:
(1) We are notified as soon as practicable of an "occurrence" or offense that may result in a claim; (2) We receive written notice of a claim or "suit" as soon as practicable; and (3) A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on which the additional insured is a Named Insured if the written contract or written agreement requires that this coverage be primary and non-contributory.
D. Solely with respect to the coverage provided by this endorsement:
1. The following is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions:
Primary and Noncontributory insurance
This insurance is primary to and will not seek contribution from any other insurance available to an additional insured provided that:
a. The additional insured is a Named Insured under such other insurance; and b. You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other insurance available to the additional insured.
2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition under Section IV — Commercial General Liability Conditions:
This insurance is excess over:
Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by a written contract or written agreement to provide coverage to the additional insured on a primary and non- contributory basis.
E. This endorsement does not apply to an additional insured which has been added to this Coverage Part by an endorsement showing the additional insured in a Schedule of additional insureds, and which endorsement applies specifically to that identified additional insured.
F. Solely with respect to the insurance afforded to an additional insured under Paragraph A.3. or Paragraph A.4. of this endorsement, the following is added to Section III — Limits Of Insurance:
Additional Insured — Automatic — Owners, Lessees Or Contractors Limit The most we will pay on behalf of the additional insured is the amount of insurance:
Includes copyrighted material of Insurance Services Office, Inc., with its permission.
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458
1. Required by the written contract or written agreement referenced in Section A. of this endorsement; or
2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less.
This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations.
All other terms, conditions, provisions and exclusions of this policy remain the same.
Includes copyrighted material of Insurance Services Office, Inc., with its permission.
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459
Waiver Of Subrogation (Blanket) Endorsement
Policy No.
Eff. Date of Pol.
Exp. Date of Pol.
Eff. Date of End.
Producer
Add'l Prem.
Return Prem.
GLO 4197281-04
08/30/2025
08/30/2026
15939000
$ INCL
$
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the:
Commercial General Liability Coverage Part
The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition:
If you are required by a written contract or agreement, which is executed before a loss, to waive your rights of recovery from others, we agree to waive our rights of recovery. This waiver of rights shall not be construed to be a waiver with respect to any other operations in which the insured has no contractual interest.
U -GL -925-B CW (12/01)
POLICY NUMBER: GLO 4197281-04 COMMERCIAL GENERAL LIABILITY CG 20 10 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS - SCHEDULED PERSON OR
ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person(s)
Or Organization(s)
Location(s) Of Covered Operations
ALL PERSONS OR ORGANIZATIONS WITH
WHOM YOU HAVE ENTERED INTO A
WRITTEN CONTRACT OR AGREEMENT,
PRIOR TO AN "OCCURRENCE" OR
OFFENSE, TO PROVIDE ADDITIONAL
INSURED STATUS
ALL LOCATIONS AS REQUIRED BY A
WRITTEN CONTRACT OR AGREEMENT
ENTERED INTO PRIOR TO AN
"OCCURRENCE" OR OFFENSE
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
CG 20 10 12 19
© Insurance Services Office, Inc., 2018
461
A. Section II — Who Is An Insured is amended to
include as an additional insured the person(s) or
organization(s) shown in the Schedule, but only with
respect to liability for "bodily injury", "property
damage" or "personal and advertising injury"
caused, in whole or in part, by:
1. Your acts or omissions; or
2. The acts or omissions of those acting on your
behalf;
in the performance of your ongoing operations for
the additional insured(s) at the location(s)
designated above.
However:
1. The insurance afforded to such additional
insured only applies to the extent permitted by
law; and
2. If coverage provided to the additional insured is
required by a contract or agreement, the
insurance afforded to such additional insured
will not be broader than that which you are
required by the contract or agreement to provide
for such additional insured.
B.With respect to the insurance afforded to these
additional insureds, the following additional exclusions apply:
This insurance does not apply to "bodily injury" or
"property damage" occurring after:
1.All work, including materials, parts or equipment
furnished in connection with such work, on the
project (other than service, maintenance or
repairs) to be performed by or on behalf of the
additional insured(s) at the location of the covered
operations has been completed; or
2.That portion of "your work" out of which the injury
or damage arises has been put to its intended use
by any person or organization other than another
contractor or subcontractor engaged in performing
operations for a principal as a part of the same
project.
C.With respect to the insurance afforded to these
additional insureds, the following is added to Section
III — Limits Of Insurance:
If coverage provided to the additional insured is
required by a contract or agreement, the most we will
pay on behalf of the additional insured is the amount
of insurance:
1.Required by the contract or agreement; or
2.Available under the applicable limits of
insurance;
whichever is less.
This endorsement shall not increase the applicable
limits of insurance.
CG 20 10 12 19
© Insurance Services Office, Inc., 2018 Page 8 of 104
462
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 4-84)
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.
Schedule
ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN
CONTRACT OR AGREEMENT WITH THE INSURED, EXECUTED PRIOR TO THE
ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION.
WC 00 03 13
(Ed. 4-84)
© 1983 National Council on Compensation Insurance.
Policy # WC 4197282-04
463
Agenda Item No: 1.n
PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: July 21, 2026
Submitted by: Jesus Avila
From: Public Works
Subject:
AWARD OF CONSTRUCTION CONTRACT TO VINCOR CONSTRUCTION, INC. FOR THE WHITTEN CENTER KITCHEN RENOVATION PROJECT, CITY PROJECT NO. 26-502 Financial Impact:
Expense: $120,956.03 Construction Contract Amount
$ 12,095.60 Construction Contingency Amount
$133,051.63 Total Construction Costs
Available Budget: $133,051.63 Development Impact Fee (307-90300-9400) Summary:
The Whitten Center Kitchen Renovation Project involves improving the kitchen at the City - owned Whitten Community Center. The work includes replacing countertops and kitchen appliances to ensure the space can fully support future community service programs and event reservations. City staff and a representative from Gordian (through the City's cooperative agreement with Sourcewell) conducted a site visit to assess the scope for work for improvements. Gordian subsequently provided a detailed scope of work and identified Vincor Construction, Inc. as the approved contractor. Staff recommends that City Council award a construction contract to Vincor Construction, Inc. in the amount of $120,956.03.
In addition to the construction cost, a ten percent (10%) construction contingency amount of $12,095.60 is provided to cover any unforeseen conditions found during construction. The total construction contract cost, including contingency, amounts to $133,051.636.
Recommended Action:
It is recommended that the City Council:
1. Adopt Resolution No. R-2026-56, a Resolution of the City Council of the City of Placentia, California, authorizing a budget amendment in Fiscal Year 2026-27 in compliance with the City Charter of the City of Placentia §§ 1206 and 1209 pertaining to appropriations for actual expenditures; and
2. Approve a Public Works Agreement with Vincor Construction Inc., for the Whitten Center Kitchen Renovation Project in the amount of $120,956.03; and
3. Authorize the City Administrator to approve contract change orders up to ten percent (10%) of the contract amount, or $12,095.60, for total construction contract not -to - exceed amount of $133,051.63; and
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4. Authorize the City Administrator and/or her designee to execute all necessary documents, in a form approved by the City Attorney.
Strategic Plan Statement:
The item conforms to Strategic Plan Goal No. 3, Maintain and enhance streets, parks, and public facilities to ensure they are well-appointed, clean, attractive, and reflective of the city's commitment to quality.
Discussion:
The Whitten Community Center, located at 900 S. Melrose Street, is a City -owned facility that serves as the location for various community services programs. The existing Kitchen is outdated and in need of improvements. The project will improve the functionality of the center and allow future applicants to reserve the city facility. The project involves replacing countertops and kitchen appliances.
City staff and Gordian Contractors conducted a site visit to review existing conditions and assess the scope of work for the proposed kitchen renovation. Subsequently, Gordian prepared a detailed scope of work and solicited proposals from qualified contractors within its Sourcewell network. On June 17, 2026, the City received the finalized Work Order Package identifying Vincor as the selected contractor to complete the proposed kitchen renovation.
Typically, the City's standard project delivery method involves preparing detailed plans and specifications, publicly advertising the project for bids, and awarding the project to the lowest responsible bidder. While effective, this process is often time-consuming and may delay the timely completion of urgent projects. To expedite repairs while remaining compliant with the City's purchasing policies, Staff recommends utilizing the Sourcewell ezIQC (Indefinite Delivery, Indefinite Quantity) procurement method. This cooperative purchasing process allows for competitive bid pricing to be established in advance, eliminating the need to bid each project separately. The ezIQC approach streamlines project delivery, ensures cost efficiency, and provides faster response times from contractors.
Sourcewell is a government cooperative that conducts competitive solicitations and awards contracts for use by federal, state, and local agencies, educational institutions, nonprofits, and tribal governments. Participation in such cooperative purchasing programs is authorized under Joint Powers Agency Government Code §6500 and City of Placentia Municipal Code §3.08.070, which allows the purchase of supplies, services, and equipment through established governmental cooperative purchasing programs. Gordian administers the ezIQC program for Sourcewell members nationwide. Through this program, the City engaged Gordian and Vincor to review the project scope and provide a competitive quote for the Kitchen Renovation at the Whitten Community Center.
Staff recommends that City Council award a construction contract to Vincor Construction, Inc. in the amount of $120,956.03. In addition to the construction cost, a ten percent (10%) construction contingency amount of $12,095.60 is provided to cover any unforeseen conditions found during construction. The total construction contract cost, including contingency, amounts to $133,051.636.
Financial Summary:
The total construction cost for the Whitten Center Kitchen Renovation Project amounts to $133,051.63. This cost consists of the proposal amount submitted by Vincor Construction in 465
the amount of $120,956.03, and a construction contingency in the amount of $12,095.60.
Funds for the Project will be obtained via Resolution No. R-2026-56, by transferring $133,051.63 from the Parks and Recreation Development Impact Fee fund balance. If this Resolution is approved, funding has been identified in account 307-90300-9400.
Attachments
Attachment 1 - CC RES R-2026-56 - Budget Amend Whitten Kitchen Reno.docx Attachment 2 - Public Works Agreement for Whitten Center Kitchen Renovation.pdf 466
RESOLUTION NO. R-2026-56
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PLACENTIA, CALIFORNIA, AUTHORIZING A BUDGET
AMENDMENT IN FISCAL YEAR 2026-27 IN COMPLIANCE
WITH THE CITY CHARTER OF THE CITY OF PLACENTIA
§§ 1206 AND 1209 PERTAINING TO APPROPRIATIONS
FOR ACTUAL EXPENDITURES
A. Recitals.
(i) The adopted budget for the 2026-27 Fiscal Year sets out estimated appropriations for City expenses throughout the year.
(ii) From time to time, the adopted budget must be adjusted when precise expenditures are finally determined or when estimated expenditures exceed projected costs allocated.
(iii) The City Charter of the City of Placentia § 1206 authorized the City Council to amend or supplement the budget by motion adopted by the affirmative votes of at least three members so as to authorize the transfer of unused balances appropriated for one purpose to another purpose, or to appropriate available revenues not included in the budget. All other legal prerequisites to the adoption of this Resolution have occurred.
B. Resolution.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PLACENTIA, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:
1. Recitals. The above recitals are all true and correct and are herein incorporated.
2. The adopted budget for Fiscal Year 2026-27, Resolution No. R-2026-39 is hereby amended to reflect the following expenditure of funds from the Account specified to the Account specified:
FUND
DESCRIPTION
DEPARTMENT
GL ACOUNT #
AMOUNT
Parks and
Recreation
Impact Fee
Infrastructure —
Parks
Capital
(Construction)
307-90300-
9400
$133,051.63
Parks and
Recreation
Impact
Administration
Fund Balance
Capital
(Construction)
307-90300-
3001
($133,051.63)
The Mayor shall sign this Resolution, and the City Clerk shall attest and certify to the passage and adoption thereof.
Resolution No. R-2026-56
467
APPROVED and ADOPTED this 21st day of July 2026.
Chad P. Wanke, Mayor
ATTEST:
Robert S. McKinnell, City Clerk
STATE OF CALIFORNIA
COUNTY OF ORANGE
I, Robert S. McKinnell, City Clerk of the City of Placentia, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Placentia held on the 21St day of July 2026, by the following vote:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
ABSTAIN: COUNCILMEMBERS:
Robert S. McKinnell, City Clerk
APPROVED AS TO FORM:
Christian L. Bettenhausen, City Attorney
Resolution No. R-2026-56
468
Project No. 26.502
CITY OF PLACENTIA
PUBLIC WORKS AGREEMENT FOR
WHITTEN CENTER KITCHEN RENOVATION, CITY PROJECT NO. 26-502 THIS AGREEMENT (herein "Agreement") is made and entered into this 215' day of July, 2026 by and between the CITY OF PLACENTIA, a municipal corporation and charter city, (herein "City") and Vincor Construction, Inc. (herein "Contractor"). The parties hereto agree as follows:
WITNESSETH:
A. WHEREAS, City requires the construction of the building interior, tile replacement, shelving and kitchen installation 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:
t0 DEFINITIONS
1.1 Definitions. As used in this Agreement, the following definitions shall be applicable:
(a)
Contractor. Contractor shall mean Vincor Construction, Inc. a (California corporation) located at 2651 Saturn Street, Brea, CA 92821. (b) City. City shall mean the City of Placentia, a Municipal Corporation and Charter City, located at 401 E. Chapman Ave., Placentia, California 92870. (c) City Council. City Council shall mean the City Council of the City of Placentia.
(d) Contract Officer. Contract Officer shall mean the person designated by the City Administrator or City Engineer of City and shall have the duties set forth in Section 5.2.
(e) Services. Services shall mean the services to be performed by the Contractor pursuant to this Agreement.
(f) Satisfactory. Satisfactory shall mean satisfactory to the City Administrator 1 469
Project No. 26-502
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.
2.2 Documents Included in Contract. This contract consists of this Agreement and any Exhibits, which are incorporated herein by this reference. In the event of an inconsistency, the terms of this Agreement shall govern.
2.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State, or local governmental agency having jurisdiction in effect at the time service is rendered, including but not limited to, the claims procedure set forth in Public Contract Code Section 9204, a summary of which is attached to this agreement as Exhibit "E".
2.4 Licenses, Permits, Fees, and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement, including registration with the Department of Industrial Relations of the State of California as required by Labor Code Section 1725.5 before commencing performance under this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder.
Contractor shall be responsible for all subcontractors' compliance with this Section 2.4.
2.5 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor (a) has thoroughly investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer.
2.6 Standard of Performance. Contractor, its subcontractors, and their employees, in the performance of Contractor's work under this Agreement, shall be responsible for exercising the degree of skill and care required by customarily accepted good professional practices and procedures used in the Contractor's field.
2 470
Project No. 26-502
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 ten percent (10%) 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. 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 3 471
Project No. 26-502
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 as required by SB 854 and Labor Code 1725.5 and understands that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Contractor shall ensure that its subcontractors comply with said requirements. Contractor shall comply with Labor Code Section 1771.4 and shall post all legally required job site notices. 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 ($25.00) a day for each worker who works in excess of the minimum working hours when Contractor does not pay overtime.
Contractor is required to post a copy of such wage rates at all times at the contract site. The statutory penalties for failure to pay prevailing wage or to comply with State wage and hour laws will be enforced. Contractor also shall comply with State law requirements to maintain payroll records and shall provide for certified records and inspection of records as required by California Labor Code Section 1770 et. seq., including Section 1776. Contractor shall comply with all statutory requirements relating to the employment of apprentices.
3.0 COMPENSATION
3.1 Contract Sum. For the services rendered pursuant to this Agreement, the Contractor shall be compensated as specified herein, but not exceeding the maximum contract amount of one hundred twenty thousand nine hundred fifty-six dollars and 03/100 ($ 120,956.03 (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 4 472
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incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Scope of Services may be approved in writing by the Contract Officer.
4.3 Force Ma'eure. The time period(s) specified in the Scope of Services for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes for the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement.
4.4 Term. Unless earlier terminated in accordance with Section 8.9 of this Agreement, this Agreement shall continue in full force and effect until final approval and acceptance of the project by the Contract Officer. Notwithstanding the foregoing, this Agreement shall terminate no later than July 21, 2027, 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:
Vincor Construction, Inc.
Attn: John Kang, Vice President
2651 Saturn Street.
Brea, CA 92821
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 5 473
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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 Performinc 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€ine 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 1, Class I I, 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 6 474
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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 from 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.
The City of Placentia, its officers, officials, employees, agents, and volunteers shall be named as additional 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 as set forth in Exhibit "C" attached hereto and incorporated herein by this reference.
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.
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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, as well as providing the City with the required endorsements, 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 protect, defend, indemnify, and hold free and harmless the City of Placentia, its officers, officials, employees, agents, and volunteers, 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 any way connected 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 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 including all acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of the Contractor, its employees, and/or subcontractors. (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, officials, employees, agents, or volunteers 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, officials, employees, agents, and volunteers harmless therefrom. (c) In the event the City, its officers, officials, employees, agents, or volunteers are 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, officials, employees, agents, or volunteers any and all costs and expenses incurred by the City, its officers, officials, employees, agents, or volunteers in such action or proceeding, including but not limited to, legal costs and attorneys' fees for counsel selected by City. 8 476
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(d) Contractor's duty to defend and indemnify as set out in this Section 6.3 shall include any claims, liabilities, obligations, €osses, 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, compla€nts, 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's Key Rating Guide or in the Federal Register, and only if they are of a Financial Size Category Class VII or larger, unless such requirements are waived by the Risk Manager of the City due to unique circumstances. In the event the Project Manager and Risk Manager determine 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 Project Manager provided that the Contractor shall have the right to appeal a determination of increased coverage by the Project Manager to the City Council of City within ten (10) days of receipt of notice from the Project Manager.
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
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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 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 7920.000 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 7924.510, 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.
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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.
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 11 479
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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 One Thousand Five Hundred Dollars ($1,500.00) 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 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 U.S. Mail, prepaid, first-class mail, return receipt requested, addressed as follows:
To City:
To Contractor:
City of Placentia
401 E. Chapman Ave.
Placentia, California 92870
Attn.: Shelley Kennels
Vincor Construction, Inc.
2651 Saturn Street
Brea, CA 92821
Attn: John Kang
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 12 480
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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. Contractor's duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City's preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor's participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project, if any, have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by Contractor pursuant to this Agreement.
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 insure 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 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:
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(a) Unauthorized Aliens. Contractor hereby represents and warrants that it will comply with all of 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 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.
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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.
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, 15 483
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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 Headincs. 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 Fundinc Source Conditions — Contractor's Oblication. 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 warrants that it is not suspended or debarred from doing business with the United States government and can legally be paid from federal funds. 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 Acreement. 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 16 484
Project No. 26-502
inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.
IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above.
ATTEST:
CITY OF PLACENTIA,
A municipal corporation and Charter City
Date:
Chad P. Wanke, Mayor
ATTEST:
Robert S. McKinnell, City Clerk
CONTRACTOR:
John Kang, Vice President
05-0589192
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:
Christian L. Bettenhausen, City Attorney
17 Date: 07/08/2026
Date:
485
Project No. 26.502
APPROVED AS TO INSURANCE:
Date:
Cyndi Alvarenga, Risk Manager
APPROVED AS TO CONTENT:
Date:
Jesus Avila, Associate Engineer
DEPARTMENTAL APPROVAL:
Date:
Lydie Gutfeld, Community Services Director
18 486
Project No. 26-502
CITY OF PLACENTIA
PERFORMANCE BOND
Bond Number: 30281931
KNOW ALL MEN BY THESE PRESENT: That,
Vincor WHEREAS, the CITY OF PLACENTIA (hereinafter called the "City") has awarded to construction, inc,, a California corporation (hereinafter "Principal"), an Agreement, dated July 21 2026 ("Agreement"), whereby Principal agreed to provide construction services including WHITTEN CENTER KITCHEN RENOVATION, CITY PROJECT NO. 26-802 WHEREAS, the Public Work to be performed by the Principal is more particularly set forth in the Agreement which is incorporated herein by reference and made a part hereof; and WHEREAS, said Principal is required under the terms of the Agreement to furnish a bond for the faithful performance of the Agreement;
NOW, THEREFORE, we, Construction. Inc, as Principal, and woestern Surety held and firmly bound unto the City in the sum of p * moanv as Surety, are Dollars
( 124.95803), this amount being not less than one hundred percent (100%) of the total contract price under Agreement, lawful money of the United States of America for payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, and successors jointly and severally, firmly by these presents. one hundred twenty thousand nine hundred fifty six and 3/100 THE CONDITION OF THIS OBLIGATION IS SUCH THAT, the obligation shall become null and void if the above -bounded Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by well and truly keep and perform all the undertakings, terms, covenants, conditions, and agreements in the said Agreement and any alteration thereof, made as therein provided, all within the time and in the manner therein designated and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officer, agents and employees, as therein stipulated; otherwise it shall be and remain in full force and virtue.
As a part of the obligation secured hereby, and in addition to the face amount specified, costs and reasonable expenses and fees shall be included, including reasonable attorneys' fees, incurred in successfully enforcing the obligation on the bond, all to be taxed as costs and included in any judgment rendered.
The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or modification of the Agreement, the contract documents or of the work to be performed thereunder, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extensions of time, alteration or modification of Agreement, the contract documents or of the work to be performed thereunder.
Surety's obligation shall be a guarantee of payment and performance and shall not be diminished by any bankruptcy or reorganization in bankruptcy or liquidation or the result of the foregoing or otherwise of Principal. Accordingly, the filing of any petition in bankruptcy or for rearrangement or reorganization or liquidation (or proceedings similar in purpose or effect) of Principal under any Federal or State laws ("insolvency Case") will not toll or delay the date due for payment or performance hereunder as more particularly specified in of the Construction Management Agreement. The City shall be not be required to await the outcome of an Insolvency Case or to enforce any of their respective rights under the Agreement, respectively, prior to 487
Project No. 26-502
obtaining payment in full from Surety. If for any reason payment received by the City in respect of the obligations of the Principal under the Agreement guaranteed pursuant to this bond is rescinded or must be returned or restored by the City, this bond shall be automatically reinstated and shall continue to be in effect as if such payment had not been made.
Collection of liquidated damages by City due to Principal's failure to timely achieve Substantial Completion shall not limit, modify, or act as an offset or credit against Surety's obligation to arrange for or cause the completion of the Public Work as and when required by the Agreement.
IN WITNESS WHEREOF three (3) identical counterparts of this instrument, each of which shall for all purposes be deemed an original thereof, have been duly executed by the Principal and Surety named herein, on the 6th day of July , 2026 , the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigned representative pursuant to authority of its governing body. ........... (Seal)
SURETY Weste . - _ - Co a.any
By
/Allison Ocampo, Attorney -In -Fact
151 N. Franklin Street
CHICAGO, IL 60606
ADDRESS
APPROVED:
CITY ATTORNEY
(Seal)
'V.
cp1STRUL;''%
PRINCIPAL Vincor Construction,3rg. SEAL
> 09-24-03 • n
By
INSTRUCTIONS
C 1FORN� t's%
Mir` ele Cort: FO
26 1 Saturn Street
Brea, CA 92821
ADDRESS
Two (2) Notarized Signatures required
from all Corporations.
1 The above bond must be executed by both the Principal and the Surety.
2. If the Principal is a corporation, the bond must be executed in the corporate name and signed by the President or a Vice -President and the Secretary or Assistant Secretary, and the corporate seal affixed. If the Principal is a partnership, all partners must sign it. If the Principal is an individual doing business under a fictitious name, it must be signed by all persons having an interest in the business, and the fictitious name must be signed also.
The bond must be notarized by both the Principal and the Surety.
3. The City Attorney of the City of Placentia must approve the bond.
4. The bond, after approval, must be filed with the City Clerk of the City of Placentia. 488
Western Surety Company
POWER OF ATTORNEY APPOINTING INDIVIDUAL, ATTORNEY -IN -FACT Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duly organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota. and that it does by virtue of the signature and seal herein affixed hereby make, constitute and appoint Michael R Strahan, Allison Ocampo, Individually
of San Diego, CA, its true and lawful Attorney(s)-in-Fact with full power and authority hereby conferred to sign. seal and execute for and on its behalf bonds, undertakings and other obligatory instruments of similar nature - In Unlimited Amounts -
and to bind it thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of the corporation and all the acts of said Attorney. pursuant to the authority hereby given, are hereby ratified and confirmed, This Power of Attorney is made and executed pursuant to and by authority of the Authorizing By -Laws and Resolutions printed at the bottom of this page, duly adopted, as indicated, by the shareholders of the corporation.
In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this 26th day of February, 2026.
State of South Dakota
County of Minnchaha
}
ss
WESTERN SURETY COMPANY
Zega-z
Larry Kasten. Vice President
On this 26th day of February, 2026, before me personally came Larry Kasten, to me known, who, being by me duly sworn, did depose and say- that he resides in the City of Sioux Falls, State of South Dakota; that he is a Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate sea₹; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporation.
My commission expires
December 4, 2031
K. WAiSH
Ne>u r PuB!!C
Sams c+ucora
CERTIFICATE
1, Paula Kolsrud, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hercinabove set forth is still in force. and further certify that the By -Laws and Resolutions of the corporation printed below this certificate are still in force. In testimony whereof f have hereunto subscribed my name and affixed the seal of the said corporation this 6th day of July, 2026.
K. Walsh, Notary Public
WESTERN SURETY COMPANY
QL,AQ,
Paula Kolsrud, Assistant Secretary
Authorizing By -Laws and Resolutions
ADOPTED BY THE SHAREHOLDERS OF WESTERN SURETY COMPANY
This Power of Attorney is made and executed pursuant to and by authority of the following By -Law duly adopted by the shareholders of the Company, Section 7. All bonds, po€icies, undertakings, Powers of Attorney, or other obligations of the corporation shall be executed in the corporate name (Arne Company by the President, Secretary, and Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary. or the Treasurer tnay appoint Attorneys in Fact or agents who shall have authority to issue bonds, policies. or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile.
This Power of Attorney is signed by Larry Kasten, Vice President, who has been authorized pursuant to the above Bylaw to execute power of attorneys on behalf of Western Surety Company.
This Power of Attorney may be signed by digital signature and sealed by a digital or otherwise electronic -formatted corporate seal under and by the authority of the following Resolution adopted by the Board of Directors of the Company by unanimous written consent dated the 27' day of April, 2022:
"RESOLVED: That it is in the best interest of the Company to periodically ratify and confirm any corporate documents signed by digital signatures and to ratify and confirm the use of a digital or otherwise electronic -formatted corporate seal. each to be considered the act and deed of the Company." Go to INN) w.cnasuretv.corn > Owner / Obligee Services > Validate Bond Coverage, if you want to verify bond authenticity.
Form F4280-6-2023
489
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of
Orange
On 07/08/2026 before me, Shirley Rose Kang, Notary Public (insert name and title of the officer)
personally appeared John Kang
who proved to me on the basis of satisfactory evidence to be the person(e) whose name(s.) is/ace- subscribed to the within instrument and acknowledged to me that he/the/hey executed the same in his/her/heir authorized capacity(i'es-), and that by his/her/their signature() on the instrument the person(s-), or the entity upon behalf of which the person(e) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signatu (Seal)
SI4IRLEY ROSE RUNG
9,4111Q), Notary Public • Caiifarnia
_ Orange County 3E
'� Commission x 2426300
�K^hl r
Ny Comm. Expires Noi. 27, 2026
490
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of
Orange
On 07/08/2026
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(6-) whose names.) is/are subscribed to the within instrument and acknowledged to me that he/she/They executed the same in tits/her/their authorized capacity(iea), and that by /her/their signature(s) on the instrument the person(&), or the entity upon behalf of which the person(e) acted, executed the instrument. before me, Shirley Rose Kang, Notary Public
(insert name and title of the officer)
Michele Cortes
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signet (Seal)
SHIRLEY ROSE KANG
_ Notary Public . California
Orange County
Commission # 2426300
My Comm, Expires Nov 27, 2026
491
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of San Diego
On 7/6/2026 before me,
E.B. Strahan, Notary Public
personally appeared Allison Ocampo
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(i-es), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
E 6 STRAHAN
a . , Notary Public - California Z
W fY San Diego County
Commission # 2557108
(Seal) +<<,o*" My Comm. Expires Jun 25, 2030 —
492
Project No. 26-502
Bond Number: 30281931
(Use of City Bond Form is Required)
LABOR AND MATERIAL PAYMENT BOND
PUBLIC WORK (CALIFORNIA)
KNOW ALL MEN BY THESE PRESENT:
WHEREAS, Vincor Construction, Inc. , asentered into a contract dated Juy 21, Placentia Principal, (Ob has 2p26 , with the City of (Obligee)
referred to and made a part hereof to perform the following work, to wit:
**
and all appurtenant work in accordance with PROJECT NO. 26-502 which requires Principal to file this bond to secure claims made in relation to the project. **WHITTEN CENTER KITCHEN RENOVATION, CITY PROJECT NO. 26-502 NOW THEREFORE, we, Vincor Construction, Inc. , as Principal, and Western Surety Company , a corporation organized under the laws of South Dakota and duly authorized to transact business in the State of California, as Surety, are held firmly bound unto the City of Placentia, as Obligee, and all sub- contractors, laborers, material persons and other persons employed in the performance of the referenced agreement, in the sum of * Dollars ($120,956.03), lawful money of the United States of America, for the payment whereof well and truly to be made the Principal and Surety bind themselves, their heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. *one hundred twenty thousand nine hundred fifty six and 3/100 If the above bounden PRINCIPAL, his or its heirs, executors, administrators, successors, assigns, or any of his or its sub -contractors, fails to pay for any materials, provisions, provender, or other supplies, or teams, implements or machinery, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor to persons named in Section 9100 or the Civil Code, thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor deducted, withheld and paid over to the Employment Development Department from the wages of employees of the contractor and sub -contractors pursuant to Section 13020 of the Unemployment Insurance Code, that the SURETY on this bond will pay the same, in an amount not exceeding the sum specified in this bond, AND ALSO, in case suit is brought upon this bond, a reasonable attorney's fee, which shall be awarded by the court to the prevailing party in said suit, said attorney's fee to be taxed as costs in said suit and to be included in the judgment herein rendered.
As part of the obligation secured hereby, the SURETY shall not be exonerated or released from the obligation of the bond by any change, alteration, or modification in or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement or pertaining or relating to the furnishing of labor, materials, or equipment therefor, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or relating to any scheme of work of improvement, nor by any rescission or attempted rescission of the contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to recover under 493
Project No. 26-502
any such contract or agreement, or under the bond, nor, where the bond is given for the benefit of claimants, by any fraud practiced by any person other than the claimant seeking to recover on the bond.
This bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under the Civil Code so as to give them a right of action in a suit on this bond.
This bond is executed for the purpose of complying with the laws of the State of California and shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code of the State of California.
July
IN WITNESS THEREOF, we have hereunto set our hands and seals this 6th day of , 2026.
,`�111i111I���
(Corporate,404STRLIr
./c-.) c"..1.•
•z
zR
•
09-24-03 !Pi
Vincor Construction, Inc.
Principal
* John Kang, Vice President
�1113114i11�
(Corporate Seal)
Western Surety Company
Surety
/
By
Title
Vincor Constructio, Inc.
Princip
By [r{ r U
a'1 Qfl OEarnpo, Attorneyn-Fact Michelle Cortes, CFO
Title
APPROVED AS TO FORM:
Is/ Christian L. Bettenhausen
City Attorney
Title
494
Form F4280-6-2023
Western Surety Company
POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY -IN -FACT Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duly organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota, and that it does by virtue of the signature and seal herein affixed hereby make. constitute and appoint Michael R Strahan, Allison Ocampo, Individually
of San Diego, CA, its true and lawful Attorney(s)-in-Fact with full power and authority hereby conferred to sign, seal and execute for and on its behalf bonds. undertakings and other obligatory instruments of similar nature - In Unlimited Amounts -
and to bind it thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of the corporation and all the aces of said Attorney, pursuant to the authority hereby given, are hereby ratified and confirmed.
This Power of Attorney is made and executed pursuant to and by authority of the Authorizing By -Laws and Resolutions printed at the bottom of this page, duly adopted. as indicated, by the shareholders of the corporation, In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this 26th day of February, 2026.
State of South Dakota
County of Minnehaha
}
ss
,�?0'�gtu�W�,
`t• Q`• Nee
aloe ! xi
t7". wiltowo
SFpb '*mss
WESTERN SURETY COMPANY
c3�
Larry Kasten. Vice President
On this 26th day of February, 2026, before me personally came Larry Kasten, to me known, who, being by me duly sworn, did depose and say: that he resides in the City of Sioux Falls, State of South Dakota; that he is a Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporation.
My commission expires
December 4, 2031
al
K. WAtSH
CR�ouar
SpyIM Mxou
IdalsL
CERTIFICATE
], Paula Kolsrud, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hcreinabove set forth is still in force. and further certify that the By -Laws and Resolutions of the corporation printed below this certificate are still in force. In testimony whereof l have hereunto subscribed my name and affixed the seal of the said corporation this 6th day of July,, 2026. =w: r
K. Walsh. Notary Public
WESTERN SURETY COMPANY
Ckuto,
Paula Kolsrud, Assistant Secretary
Authorizing By -Laws and Resolutions
ADOPTED 13Y THE SHAREHOLDERS OF WESTERN SURETY COMPANY
This Power of Attorney is made and executed pursuant to and by authority of the following By -Law duly adopted by the shareholders of the Company.
Section 7. All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporation shall be executed in the corporate name of the Company by the President, Secretary, and Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or agents who shall have authority to issue bonds, policies, or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies. undertakings. Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile.
This Power of Attorney is signed by Larry Kasten, Vice President, who has been authorized pursuant to the above Bylaw to execute power of attorneys on behalf of Western Surety Company.
This Power of Attorney may be signed by digital signature and sealed by a digital or otherwise electronic -formatted corporate seal under and by the authority of the following Resolution adopted by the Board of Directors of the Company by unanimous written consent dated the 27`h day of April, 2022:
"RESOLVED: That it is in the best interest of the Company to periodically ratify and confirm any corporate documents signed by digital signatures and to ratify and confirm the use ofa digital or otherwise electronic -formatted corporate seal, each to be considered the act and deed of the Company." Go to wsvw.emtsuretv.com > Owner / Obligee Services > Validate Bond Coverage, if von want to verify bond authenticity, 495
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of
Orange
}
on 07/08/2026 before me, Shirley Rose Kang, Notary Public (insert name and title of the officer)
personally appeared
who proved to me on the basis of satisfactory evidence to be the person( -s) whose name() is/ar•e subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/hc''r authorized capacity(ies), and that by his/hcrl:hc'r sgnature(.$) on the instrument the person(e), or the entity upon behalf of which the person() acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
John Kang
Signature (Seal)
SHIRLEY ROSE RANG
Notary Public • California I
Orange County
Commission 12426300
My Comm. Expires Nov 27, 2026
496
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of
Orange
On 07/08/2026 before me, Shirley Rose Kang, Notary Public (insert name and title of the officer)
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) isles subscribed to the within instrument and acknowledged to me that iclshe/trey executed the same in #piss/her/t1eif authorized capacity(ies), and that by his/her/their signature() on the instrument the person(), or the entity upon behalf of which the person(s) acted, executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Sign
Michele Cortes
_�(Seai)
SNIRLEY ROSE KANG
Notary Public • Cailfornll
a w 3 ' Orenp County
Commission II 2424306
My Comm. Explr6i Hey 27, 2026
497
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of San Diego
On 7/6/2026 before me,
E.B. Strahan, Notary Public
personally appeared Allison Ocampo
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and offic. eal.
Signature
(Seal)
E B STRANAN
Notary Public - California
San Diego County
Commission # 255710$
My Comm. Expires Jun 25, 2030
498
Project No. 26-502
(Use of City Form is Required)
SUPPLEMENTAL INFORMATION TO BE COMPLETED BY PRINCIPAL
If an individual, so state. If a firm or co -partnership, state the firm and give the names of all individual co-partners composing the partnership. If a Corporation, state legal name of corporation; state also the names of the president, secretary, treasurer and manager thereof.
Vincor Construction, Inc.
- Vincent Cortes, President
- Michele Cortes, CFO / Cor ). Secretary
Business Address:
2651 Saturn Street, Brea, CA 92821
Telephone Number:
Date:
Print Name:
Signature:
714.528.2900
07/08/2026
Vincent Cortes
Princi�i--�
President
Title
499
Project No. 26-502
(Use of City Form is Required)
TAX IDENTIFICATION NUMBER
The Tax Equity and Fiscal Responsibility Act of 1982 requires the payer (City of Placentia) to report to the Internal Revenue Service taxable payments to payees.
You (as a payee) are required by law to provide us with your Taxpayer Identification Number (if an individual or partnership, your Social Security Number). If you do not provide us with your correct identification number, you may be subject to a penalty imposed by the Internal Revenue Service. The payments subject to withholdings may include, but are not limited to, interest, dividends, or other payments the City of Placentia and/or the Placentia Redevelopment Agency made to you. Other payments may include rents, royalties, commissions and fees for service of non -employees.
If you are exempt from income tax, we are still required, by law, to maintain a Tax Identification Number on file. PLEASE PROVIDE YOUR TAX IDENTIFICATION NUMBER next to the appropriate listing below, sign, date and return to:
CITY OF PLACENTIA FINANCE DEPARTMENT
401 E. Chapman Ave.
Placentia, CA 92870
Exempt: Yes No X Telephone ( 714) 528 - 2900
CORPORATION: 05-0589192
U.S.A. OR ANY AGENCIES THEREOF:
IRS CODE #501 TAX-EXEMPT ORGANIZATION:
A NON-COMMISSIONED CITY OF PLACENTIA EMPLOYEE:
SOLE PROPRIETOR:
A PARTNERSHIP:
OTHER: (Explain)
SignaturefTitle:
President Date: 07/08/2026
500
Project No. 26-502
BID GUARANTEE
TO THE CITY OF PLACENTIA
PROJECT NO. 26-502
As a material inducement to the City to award the contract for Project No. 26-502 to Vincor Construction, Inc. , 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: Whitten Kitchen Renovation ("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: 07/08/2026
Contractor: Vincor Construction, Inc.
Title: Vincent Cortes, President
By:
501
Project No. 26-502
STATEMENT OF NON COLLUSION BY CONTRACTOR
The undersigned who submits herewith to the City of Placentia a bid or proposal does hereby certify:
a. That all statements of fact in such bid or proposal are true. b. That such bid or proposal was not made in the interest of or on behalf of any undisclosed person, partnership, company, association, organization or corporation. c. That such bid or proposal is genuine and not collusive or sham. d. That said bidder has not, directly or indirectly by agreement, communication or conference with anyone, attempted to induce action prejudicial to the interest of the City of Placentia or of any other bidder or anyone else interested in the proposed procurement. e. Did not, directly or indirectly, collude, conspire, connive or agree with anyone else that said bidder or anyone else would submit a false or sham bid or proposal, or that anyone should refrain from bidding or withdraw his bid or proposal.
f. Did not in any manner, directly or indirectly seek by agreement, communication or conference with anyone to raise or fix the bid or proposal price of said bidder or of anyone else, or to raise or fix any overhead, profit or cost element of his bid or proposal price, or that of anyone else. g. Did not, directly or indirectly, submit his bid or proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member agent thereof, or to any individual or group of individuals, except to the City of Placentia, or to any person or persons who have a partnership or their financial interest with said bidder in his business. h. Did not provide, directly or indirectly to any officer or employee of the City of Placentia any gratuity, entertainment, meals, or anything of value, whatsoever, which could be objectively construed as intending to invoke any form of reciprocation or favorable treatment. i_ That no officer or principal of the undersigned firm is related to any officer or employee of the city by blood or marriage within the third degree or is employed, either full or part time, by the City of Placentia either currently or within the last two (2) years. j. That no officer or principal of the undersigned firm nor any subcontractor to be engaged by the principal has been convicted by a court of competent jurisdiction of any charge of fraud, bribery, collusion, conspiracy or any other act in violation of any State or Federal antitrust law in connection with the bidding upon award of, or performance of, any public work contract, with any public entity, within the last three years.
I certify, under penalty of perjury under the laws of the State of California, that the foregoing is true and correct and that this certification was executed:
On 07/08/2026 at
Brea, California.
Firm Vincor Construction, Inc.
Street 2651 Saturn Street
City Brea State CA Zip 92821
(Signature)
Vincent Cortes, President
(Print Name & Title)
502
Project No. 26-502
EXHIBIT A
SCOPE OF SERVICES
503
GORDIAN®
Work Order Signature Document
Work Order Number.: 156975.00
Work Order Title: Whitten
Owner Name: City of
EZIQC Contract No.:
New Work Order
Center Kitchen Renovation
CA-R8-GB-101723-VCI
Modify an Existing Work Order
Order Date: 06/16/2026
X
Placentia
Work
Upgrade
Contractor
Name: Vincor Construction, Inc.
Contact: Gabriel Guerrero-Gabany Contact: Tex Kim
Phone: 7149938250 Phone: 714-528-2900
Work to be performed as per the
Sourcewell EZIQC Contract No CA-R8-GB-101723-VCI.
Brief Work Order Description:
Work to be Performed
Final Detailed Scope of Work Attached and as per the terms and conditions of grade.
Kitchen Center Renovation to Commercial
Time of Performance Estimated
Estimated
Liquidated Damages Will
Start Date:
Completion Date:
Will
apply: X
not aooly:
Work Order Firm Fixed Price: $120,956.03
Owner Purchase Order Number:
Approvals
City of Placentia
Date
07/08/2026
Date
Work Order Signature Document
6/16/2026
504
SourceweU
Detailed Scope of Work
GORDIAN®
To: Tex Kim
Vincor Construction Inc.
2651 Saturn Street
Brea, CA 92821
714-528-2900
From: Gabriel Guerrero-Gabany
City of Placentia
401 E Chapman Ave.
Placentia, CA 92870
7149938250
Date Printed: June 16, 2026
Work Order Number: 156975.00
Work Order Title: Whitten Center Kitchen Renovation Upgrade Brief Scope: Kitchen Center Renovation to Commercial grade.
Preliminary
Revised
X
Final
The following items detail the scope of work as discussed at the site, All requirements necessary to accomplish the items set forth below shall be considered part of this scope of work.
DETAILED SCOPE OF WORK: 1. Remove Existing Milwork and Countertops to Replace with New Cabinets and Stainless Steel Countertops 2. Provide and Install a New Stainless Sink with Moen CIA 7822 Series Faucet 3. Removal and Replacement of Refrigerator, Stove, and Range Hood. 4. Prep, Prime, and Paint Walls Any Additional Work Not €ncluded in the Scope of Work Above or Resulting Due to Pre-Existing/Unforeseen Conditions are Not Included in this Estimate. Pricing is based on Job walk and site overview provided on 10/23/25 This Estimate Excludes Any Work Related to ACM or Lead. Assumes Existing Appliances are on Dedicated Circuits. The Work to be Performed Regular Business Hours. Existing Electrical Outlets to Remain in Place Excludes Permit and Plan Check Fee Subject to the terms and conditions of JOC Contract CA-R8-GB-101723-VCI. 07/08/2026
Date
City of Placentia Date
Scope of Work
6116/2026
505
Contractor's Price Proposal - Summary
Date: June 16, 2026
Re: !QC Master Contract #-
Work Order #:
Owner PO #:
Title:
Contractor:
Proposal Value:
CA-R8-GB-101723-VCI
156975.00
Whitten Center Kitchen Renovation Upgrade
Vincor Construction. Inc.
5120.956.03
Section - 01
$14,334.52
Section - 05
$497.28
Section - 06
$19,068.36
Section - 09 $8,591.88
Section - 10
$2,476,44
Section - 11
$20,608.02
Section - 12
$45,000.82
Section - 22
$6,672.61
Section - 23
$3,706.10
Proposal Total
This! total represents the correct total for the proposal. Any discrepancy between line totals, sub -totals and the proposal total is due to rounding.
The Percentage of NPP on this Proposal:
oI
$120,956.03
Contractor's Price Proposal - Summary
6O6/2026
506
Project No. 26-502
EXHIBIT B
SCHEDULE OF PERFORMANCE
All work must be complete within thirty (30) working days from the issuance of the Notice to Proceed.
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 July 21, 2027, unless the parties mutually agree in writing to extend the term. 507
Project No. 26-502
EXHIBIT C
INSURANCE REQUIREMENTS
A. Minimum Scope and Limits of Insurance
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, including any extension thereof, of this Agreement.
Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement, including any extension thereof, all of the following minimum scope of insurance coverages:
1. Commercial General Liability Insurance
• Commercial general liability insurance no less broad than Insurance Services Office (ISO) form CG 00 01.
• Minimum Limits: $2,000,000.00 per occurrence; $4,000,000.00 general aggregate; $4,000,000.00 products/completed operations aggregate. The aggregate limit, encompassing the above coverage, shall apply separately to this project/location. 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 minimum limits, City requires and shall be entitled to coverage for the higher limits maintained by the Contractor.
• Any deductible or self -insured retention shall be shown on the certificate of insurance.
If the deductible or self -insured retention exceeds $25,000.00, 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 three (3) years 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 three (3) years after completion of the work. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance at least as broad as one of the following ISO ongoing operations forms: CG 20 10 or CG 20 26 or CG 20 33 (not allowed from subcontractors), or CG 20 38; and one of the following ISO completed operations forms: CG 20 37, 2039 (not allowed from subcontractors), or CG 20 40. • 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. 508
Project No. 26-502
• 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 endorsements naming the City of Placentia, its officers, officials, employees, agents, and volunteers as additional insureds;
2. Copy of the endorsement or policy language indicating that coverage applicable to the additional insureds is primary and non-contributory;
3. Properly completed certificate of insurance; and
4. Completed and signed Agent/Broker Questionnaire with supporting documentation as required.
2. Business Automobile Liability Insurance
• Minimum Limit: $2,000,000.00 combined single limit per accident. • Coverage shall apply to all owned, hired, leased, and non -owned vehicles. • City shall be endorsed as additional insured.
• Required evidence of coverage:
1. Copy of the endorsement naming the City of Placentia, its officers, officials, employees, agents, and volunteers as additional insureds; and
2. Properly completed certificate of insurance.
3. Workers' Compensation & Employer's Liability Insurance • Workers' compensation insurance with statutory limits as required by the Labor Code of the State of California.
• Employer's liability with limits of $1,000,000.00 per accident; $1,000,000.00 disease per employee; $1,000,000.00 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.
4. Contractor's Pollution Liability Insurance
• Minimum Limits: $2,000,000.00 per pollution incident; $2,000,000.00 policy aggregate. • Coverage shall apply to pollution incidents at or from any location at which Contractor 509
Project No. 26-502
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 $25,000.00, 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 three (3) years 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.
• The insurance shall be continued for three (3) years after completion of the work. • Required evidence of coverage:
1. Copy of the endorsement naming the City of Placentia, its officers, officials, employees, agents, and volunteers as additional insureds;
2. Copy of the endorsement or policy language indicating that coverage for the additional insureds is primary and non-contributory; and
3. Properly completed certificate of insurance.
5. 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.
6. Standards for Insurance Companies
• All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commission to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide.
B. Documentation and Other Provisions
1. The certificate of insurance shall include the following reference:
2. The name and address for additional insured endorsements and certificates of insurance is: City of Placentia, 401 E. Chapman Ave., Placentia, CA 92870.
3. Defense fees and costs shall not deplete the limits of any insurance provided under this Agreement.
4. Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure the City is an additional insured on insurance required from subcontractors.
510
Project No. 26-502
5. Contractor agrees to waive and to obtain endorsements from insurers waiving subrogation rights against the City of Placentia, its officers, officials, employees, agents, and volunteers for losses arising from work performed by Contractor for the City and to require each of its subcontractors, if any, to do likewise under their insurance policies.
6. The Contractor's insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City of Placentia, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Placentia shall be excess and not contributing with the insurance provided by this policy.
7. Coverage shall be on a standard occurrence form. Claims -made forms are not acceptable. Modified, limited, or restricted occurrence forms are not acceptable.
8. Said policies shall not terminate, nor shall they be cancelled or coverage reduced, without at least thirty (30) days' written notice to the City. In the event of any cancellation or reduction in coverage or limits of any insurance, Contractor shall forthwith obtain and submit proof of substitute insurance. Should Contractor fail to immediately procure other insurance, as specified, to substitute for any cancelled policy or reduction in the required insurance limits, the City may procure such insurance at Contractor's sole cost and expense.
9. Current evidence of coverage shall be provided for the entire required period of insurance.
10. Upon written request, certified copies of required insurance policies shall be provided within thirty (30) days.
511
Project No. 26-502
EXHIBIT D
CERTIFICATES OF INSURANCE AND ENDORSEMENTS
512
Client#: 2031453
VINCOCON
ACORD CERTIFICATE OF LIABILITY INSURANCE
DATE(MMIDDfYYYY)
7/06/2026
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).
PRODUCER
USI Insurance Services, LLC
601 Union Street, Suite 1000
Seattle, WA 98101
i CONTACT Teren Hopstad
I PHONE FAX
WC,E-MANo, Exll: 206 441-6300 (,vc, N,„), 610-362-8530
ADDRESS: [email protected]
INSURER(5) AFFORDING COVERAGE
NAIC q
INSURER A : Zurich American Insurance Company
16535
INSURED
Vincor Construction, Inc.
2651 Saturn St
Brea, CA 92821
INSURER 8 : American Guarantee & Liability Ins Co.
26247
INSURER C : Indian Harbor Insurance Company
36940
INSURER D
INSURER E :
INSURER F :
COVERAGES
CERTIFICATE NUMBER:
REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF
INDICATED. NOTWITHSTANDING ANY REQUIREMENT,
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.
INSURANCE
THE
SUBR
WVD
X
LISTED BELOW HAVE BEEN
TERM OR CONDITION OF ANY
INSURANCE AFFORDED BY THE
LIMITS SHOWN MAY HAVE BEEN
ISSUED TO
CONTRACT OR
POLICIES
REDUCED
POLICY EFF
(MM10DNYYY)
05/26/2026
THE INSURED
OTHER DOCUMENT
DESCRIBED
BY PAID CLAIMS.
POLICY EXP
(MM1DD/YYYY)
05/26/202
NAMED ABOVE FOR THE
WITH RESPECT
HEREIN IS SUBJECT TO
LIMITS
EACH OCCURRENCE
DAMAGE TO RENTED
PREMISES tEa occurrence)
MED EXP (Any one person)
POLICY PERIOD
TO WHICH THIS
ALL THE TERMS,
$1,000,000
INSR
LTR
A
X
TYPE OF INSURANCE
ADOL
INSR
X
POLICY NUMB E_R_
GLO686782502
COMMERCIAL GENERAL
CLAIMS-MADETi'
LIABILITY
OCCUR
s300,000
s5,000
X
PD Ded:3,000
PERSONAL & ADV INJURY
GENERAL AGGREGATE
$
$1,000,000
5 2,000,000
52,000,000
GENT
AGGREGATE LIMIT APPLIES PER:
POLICY X JECT r....1 LOC
OTHER:
PRODUCTS - COMP/OP AGG
5 B
AUTOMOBILE
LIABILITY
ANY AUTO
OWNED
AUTOS ONLY
AUTOS ONLY
S
SCHEDULED
AUTOS
OY
AUTNONO-OSWNEDNL
X
X
BAP686782302
I5
05/2612026
05/26/2027
COMBINED SINGLE LIMIT
(Ea accidenl)
$1,000,000
Xi
BODILY INJURY (Per person)
$
sonic( INJURY (Per accident)
$
X
X
PROPERTY DAMAGE
(Per accident)
$
$
B
UMBRELLA LIAR
EXCESS LIAR
X
OCCUR
CLAIMS -MADE
X
X
SXS699489401
05/26/2026
05/26/2027
EACH OCCURRENCE
510,000,000
X
i
AGGREGATE
51 O 0 000
OED X RETENTION SO
I
A
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETORIPARTNER/EXECUTIVE
OFFICERIMEMBER EXCLUDED?
(Mandatory in NH)
II yes, descnbe under
DESCRIPTION OF OPERATIONS
Y! N
N f A
X
WC700426002
4.J5/26/2026
05/26/2027
X STATUTE „TH
E.L. EACH ACCIDENT
51,000,000
'f
below
E.L_ DISEASE -EA EMPLOYEE
-
E.L. DISEASE - POLICY LIMIT
$1,000,000_
-'
$1,000,000
C
C
Pollution
Professional
X
X
X
X
PEC005923005
PEC005923005
05/26/2026
05/26/2026
05126/2027
05/26/2027
$5,000,000
$2,000,000
Ded: $10,000
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES {ACORD 101, Additional Remarks Schedule, may be attached II more space Is required) RE: Project #26-502, Work Order #156975.00, EZIQC Master Contract #CA-R8-GB-101723-VCI, Placentia Whitten Center Kitchen Renovation Upgrade.
The General Liability and Automobile Liability policies includes an automatic Additional Insured endorsement that provides Additional Insured status to The City of Placentia, its officers, officials, employees, agents and volunteers, only when there is a written contract that requires such status, and only with regard to (See Attached Descriptions)
CERTIFICATE HOLDER
CANCELLATION
City of Placentia
401 E. Chapman Ave.
Placentia, CA 92870
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
atflov .47. Aar -Ca -Mt
ACORD 25 (2016/03) 1 of 2
#554957068/M54250401
© 1988-2015 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD 513 NEKZP
DESCRIPTIONS (Continued from Page 1)
work performed by or on behalf of the named insured. The General Liability and Automobile Liability policies contains a special endorsement with Primary and Noncontributory wording, when required by written contract.
The General Liability, Automobile Liability and Workers Compensation policies provide a Blanket Waiver of Subrogation when required by written contract, except as prohibited by law. Excess follows form as it relates to additional insureds.
SAGITTA 25.3 (2016/03) 2 of 2
#S54957068/M54250401
514
POLICY NUMBER: GLO686782502 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
DESIGNATED CONSTRUCTION PROJECT(S)
GENERAL AGGREGATE LIMIT
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Designated Construction Project(s):
A General Aggregate Limit applies to each construction project where the Named Insured is performing operations, however, a General Aggregate Limit does not apply to any construction project where the Named Insured is performing operations that are insured under a wrap up or any other consolidated or similar insurance program.
Information required to complete this Schedule, if not shown above, will be shown in the Declarations.
A. For all sums which the insured becomes legally
obligated to pay as damages caused by "occur-
rences" under Section I — Coverage A, and for all
medical expenses caused by accidents under
Section I — Coverage C, which can be attributed
only to ongoing operations at a single designated
construction project shown in the Schedule
above:
1. A separate Designated Construction Project
General Aggregate Limit applies to each des-
ignated construction project, and that limit is
equal to the amount of the General Aggregate
Limit shown in the Declarations.
2. The Designated Construction Project General
Aggregate Limit is the most we will pay for the
sum of all damages under Coverage A, ex-
cept damages because of "bodily injury" or
"property damage" included in the "products -
completed operations hazard", and for medi-
cal expenses under Coverage C regardless of
the number of:
a. Insureds;
b. Claims made or "suits" brought; or
c. Persons or organizations making claims or
bringing "suits".
3. Any payments made under Coverage A for
damages or under Coverage C for medical
expenses shall reduce the Designated Con-
struction Project General Aggregate Limit for
that designated construction project. Such
payments shall not reduce the General Ag-
gregate Limit shown in the Declarations nor
shall they reduce any other Designated Con-
struction Project General Aggregate Limit for
any other designated construction project
shown in the Schedule above.
4. The limits shown in the Declarations for Each
Occurrence, Damage To Premises Rented To
You and Medical Expense continue to apply.
However, instead of being subject to the
General Aggregate Limit shown in the Decla-
rations, such limits will be subject to the appli-
cable Designated Construction Project Gen-
eral Aggregate Limit.
CG 25 03 05 09
© Insurance Services Office, Inc., 2008 Page 1 of 2
Wolters Kluwer Financial Services I Uniform FormsrF.t
515
B. For all sums which the insured becomes legally
obligated to pay as damages caused by "occur-
rences" under Section I — Coverage A, and for all
medical expenses caused by accidents under
Section I — Coverage C, which cannot be at-
tributed only to ongoing operations at a single
designated construction project shown in the
Schedule above:
1. Any payments made under Coverage A for
damages or under Coverage C for medical
expenses shall reduce the amount available
under the General Aggregate Limit or the
Products -completed Operations Aggregate
Limit, whichever is applicable; and
2. Such payments shall not reduce any Desig-
nated Construction Project General Aggre-
gate Limit.
C. When coverage for liability arising out of the
"products -completed operations hazard" is pro-
vided, any payments for damages because of
"bodily injury" or "property damage" included in
the "products -completed operations hazard" will
reduce the Products -completed Operations Ag-
gregate Limit, and not reduce the General Ag-
gregate Limit nor the Designated Construction
Project General Aggregate Limit.
D. If the applicable designated construction project
has been abandoned, delayed, or abandoned
and then restarted, or if the authorized contract-
ing parties deviate from plans, blueprints, de-
signs, specifications or timetables, the project will
still be deemed to be the same construction pro-
ject.
E. The provisions of Section III — Limits Of Insur-
ance not otherwise modified by this endorsement
shall continue to apply as stipulated.
© insurance Services Office, Inc., 2008 CG 25 03 05 09
516
G LO686782502
PROFESSIONAL AND POLLUTION LEGAL LIABILITY POLICY
FOR
THE CONSTRUCTION AND ENVIRONMENTAL SERVICE INDUSTRIES
Certain coverages are "claims -made and reported" and have different reporting requirements from other sections of this Policy. In the event of a Claim, this Policy may require that a Claim be first made during the Policy Period and reported to us, in writing, during the Policy Period, within ninety (90) days of the end of the Policy Period, or, where applicable, the Optional Extended Reporting Period. Please read this Policy carefully, including the Declarations and all Endorsements.
This Policy contains provisions that limit the amount of Legal Expense we are responsible to bay.
Throughout this Policy, the words "we", "us", and "our" mean the Company stated in the Declarations. The words "you" and "your" mean the Insured.
Words that are bolded, except for caption headings, have the meaning set forth in SECTION III — DEFINITIONS, whether expressed in singular or plural throughout this Policy.
In consideration of the payment of premium, in reliance upon the Application and subject to the Declarations and the terms and conditions of this Policy, we agree with you as follows:
SECTION I - INSURING AGREEMENTS
A. Professional Coverages
1. Professional Liability Coverage
We will pay on your behalf for Professional Loss that you become legally obligated to pay because of a Claim resulting from an actual or alleged negligent act, error or omission in Professional Services, provided that:
a. the Professional Services are rendered on or after the Retroactive Date and prior to the end of the Policy Period; and
b. the Claim is first made during the Policy Period and reported to us, in writing, during the Policy Period, within ninety (90) days of the end of the Policy Period, or, where applicable, the Optional Extended Reporting Period.
2. Rectification Expense Coverage
We will pay on your behalf for Rectification Expense to avoid or reduce a Claim covered under this Policy, provided that:
a. all Professional Services giving rise to actual or potential damages are rendered on or after the Retroactive Date and prior to the end of the Policy Period; b. during the Policy Period, you provide us with immediate notice of the negligent act, error or omission and of the proposed corrective action, if any, along with all supporting documentation, in writing prior to incurring any Rectification Expense; c. you establish and we determine that your proposed Rectification Expense is reasonable and necessary in light of the actual liability for a Claim covered under this Policy that can be avoided or reduced by incurring the Rectification Expense; and EVPCPocCP 0424
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I. Emergency Remediation Expense means Remediation Expense incurred by you on an emergency basis that we determine was reasonable and necessary to mitigate the immediate effects of the Pollution Condition in light of the liability covered under this Policy that can be avoided or reduced by such mitigation.
J. Environmental Damage means physical damage into or upon land or structures thereupon, the atmosphere or any watercourse or body of water, including groundwater, caused by a Pollution Condition and resulting in Remediation Expense.
Environmental Damage does not include Property Damage.
K. First Named Insured means the person or entity stated in Item (1) of the Declarations.
L. Green Budding Materials means building products or materials that are recognized by The Leadership in Energy and Environmental Design (LEED®), Green Globes Assessment and Rating System, International Green Construction Code or Energy Star as:
1. being environmentally preferable or sustainable; or
2. providing enhanced energy efficiency.
M. Insured means each of the following:
1. the First Named Insured;
2. the Named Insured;
3. the Named Insured's current and former directors, partners, principals, members, officers, stockholders, or trustees, but solely while acting within the course and scope of their duties as such;
4. the Named Insured's current and former employees, including Leased Worker, but solely within the course and scope of their employment or lease agreement;
5. the Named Insured's heirs, executors, administrators, assigns or legal representatives in the event of death, incapacity or bankruptcy, but only with respect to the liability of the Named Insured otherwise insured herein;
6. any Predecessor in Interest;
7. any entity newly formed or acquired by the Named Insured during the Policy Period where the Named Insured has greater than fifty percent (50%) ownership, control, or beneficial interest, provided that:
a. coverage shall be provided only for Professional Loss and Protective Loss arising out of Professional Services or Design Professional Services or Pollution Loss and Pollution Protective Loss arising out of Contracting Services or Subcontractor Services, for services performed on or after the date of formation or acquisition, subject to the Retroactive Date; and
b. this coverage shall expire at the end of the Policy Period or within ninety (90) days of such formation or acquisition of the entity, whichever is earlier, unless you submit written notice to us providing detailed information concerning the newly formed or acquired entity and we agree to accept coverage and issue an endorsement confirming coverage;
8. the Named Insured to the extent of its participation in a legal entity including a limited liability company or joint venture, but only to the extent of the Named Insured's legal liability for its rendering or failure to render Professional Services or Contracting Services under the respective legal EVPCPocCP 0424
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518
entity.
9. Solely with regard to SECTION I - INSURING AGREEMENTS, B.1. Job Site Coverage - Occurrence, B.2. Transportation Coverage and B.5. Non -Owned Disposal Site Coverage, any person or entity, including a Client, as required by a written agreement, but only for:
a. a Pollution Condition caused by Contracting Services; and b. the liability of the person or entity that results from the performance of the Named Insured's Contracting Services,
provided that such written agreement is signed prior to the commencement of the Pollution Condition.
Any insurance afforded under the terms and conditions of this Policy shall be limited to the scope of coverage required by such agreement and shall be limited to the lesser of the amount of the limits of liability required by such written agreement or the Limits of Liability under this Policy. In no event shall we be liable for any amounts in excess of the Limits of Liability shown in Item (3) and Item (4) B. Pollution Coveraces of the Declarations.
N. Insured Contract means that part of any written agreement under which, the Named Insured assumes the tort liability of another party to pay compensatory damages for Bodily Injury, Property Damage or Environmental Damage, to a third -person or entity, provided that such written agreement is signed by the Named Insured prior to the Bodily Injury, Property Damage or Environmental Damage. Tort liability means a liability that would be imposed by law in the absence of any agreement.
0. Job Site means the location where Contracting Services are rendered.
Job Site does not include:
1. any location that is owned, rented, leased, used, or occupied by you except for:
a. a location owned, rented, leased, or occupied by the Client; or b. a location that is rented, leased, or occupied (but not owned) by the Named Insured and is used on a temporary basis by you for a single project only, during the course of providing Contracting Services for such single project.
2. a Non -Owned Disposal Site or Your Location.
P. Leased Worker means a person leased to the Named Insured, by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business.
Q. Legal Expense means legal costs, charges and expenses incurred by you or on your behalf in the investigation or defense of a Claim arising from Professional Services or Contracting Services, and includes any necessary expert fees paid to experts retained by defense counsel.
Legal Expense does not include any of the following:
1. the time and expense incurred by you assisting us in the investigation or resolution of a Claim or in connection with Remediation Expense, including, but riot limited to, the costs of your in-house counsel, salary charges of your regular employees or officials, and fees and expenses of counsel retained by you.
2. salary charges of our employees.
EVPCPocCP 0424
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519
Insured to remove an action to the United States District Court, regardless of the jurisdiction in which, an action is commenced.
G. Declarations and Representations
By acceptance of this Policy, you agree that:
1. the statements, declarations and information contained in the Application for this Policy are true, correct and complete;
2. all such statements, declarations and information are material to our underwriting of this Policy;
3. this Policy has been issued by us in reliance upon the truth, correctness and completeness of such statements, declarations and information, and
4. the Application for this Policy, including all statements, declarations and information submitted to us as part of the Application process, is incorporated in and made part of this Policy.
H. Design Professional's Insurance
You shall require that each Design Professional, with whom you enter into a written agreement, carry professional liability insurance.
I. Headings
The descriptions in the headings of this Policy are solely for convenience and form no part of the terms and conditions of this Policy.
J. Inspection and Audit
We shall be permitted, but not obligated, to examine, audit, monitor and inspect on a continuing basis any of your books, records, services, properties and activities at any time, as far as they relate to the subject matter of this Policy.
Neither our right to examine, audit, monitor and make inspections, or the actual undertaking thereof, or any report thereon, neither constitutes an undertaking to determine or warrant that property or operations are safe, healthful, or conform to acceptable engineering practice, or are in compliance with any law, rule or regulation. Any inspections shall be coordinated through the broker or agent of the First Named Insured.
K. Other Insurance
Unless expressly stated to the contrary, this Policy is excess over the Self -Insured Retention Amount and any other valid and collectible insurance whether such other insurance is stated to be primary, contributory, excess, contingent or otherwise, unless such other insurance is written specifically excess of this Policy by reference in such other policy to this Policy Number in this Policy's Declarations. When any other insurance has a duty to defend a Claim, we shall have no duty to defend the Claim; if the other insurance does not defend the Claim, we shall have the right, but not the duty to defend the Claim.
With regard to SECTION I - INSURING AGREEMENTS, B. Pollution Coveraces, when you are required by written agreement, executed prior to the first commencement of the Pollution Condition, to include any person or entity as an additional Insured, such coverage shall be provided on a primary and non-contributory basis to the extent required by the written agreement.
EVPCPocCP 0424
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L. Severability
Except with respect to the Limits of Liability and the Self -Insured Retention Amount, and any rights or duties specifically assigned in this Policy to the First Named Insured, this insurance applies:
1. as if each Named Insured were the only Named Insured; and
2. separately to each Insured against whom a Claim is made.
Any misrepresentation, act or omission that is in violation of a duty, term or condition under this Policy by one Insured shall not by itself affect coverage for another Insured under this Policy. However, this exception shall not apply to the Insured who is a parent, subsidiary or affiliate of the Insured which committed the misrepresentation, act or omission referenced above.
M. Sole Agent
The First Named Insured shall act on behalf of all Insureds for the payment or return of premium, receipt and acceptance of any endorsement issued to form a part of this Policy, giving and receiving notice of cancellation or non -renewal and the exercise of the rights provided in SECTION VI - OPTIONAL EXTENDED REPORTING PERIOD.
N. Subrogation and Recoupment
In the event of any payment under this Policy, we shall have the right to seek recoupment against you in the event we determine no coverage exists and/or be subrogated to all of your rights of recovery against any person or entity and you will execute and deliver instruments and papers and do whatever else is necessary to secure such rights.
Any recovery as a result of subrogation proceedings under this Policy shall accrue first to you to the extent of your payments in excess of the Limits of Liability of this Policy; then to us to the extent of our payment under this Policy; and then to you to the extent of your payment of the Self -Insured Retention Amount.
Expenses incurred in such subrogation proceedings shall be apportioned among the interested parties in the recovery in the proportion that each interested party's share in the recovery bears to the total recovery amount.
We shall have priority in any recovery, and any amounts recovered in excess of our total payment and the cost of recovery shall be paid to you. You shall do nothing at any time to prejudice our subrogation rights.
However, we waive our right of recovery against any person or entity, except for a Design Professional or Subcontractor, including Subcontractors and subconsultants, as referenced in SECTION I - INSURING AGREEMENTS, A.3. Protective Loss Coverage and 8.4. Pollution Protective Loss Coverage, if and to the extent you agreed to waive your right of recovery against such person or entity in a written agreement signed by the Named Insured prior to:
1. the negligent act, error or omission in Professional Services out of which the Claim or request for Rectification Expense arises under SECTION I - INSURING AGREEMENTS, A. Professional Coveraces; or
2. the first commencement of a Pollution Condition out of which the Claim or request for Emergency Remediation Expense or Pollution Loss arises under SECTION I - INSURING AGREEMENTS, B.
Pollution Coveraces.
O. Territory
This Policy applies to Professional Services and Contracting Services rendered worldwide, provided that the Claim, Protective Claim or Pollution Protective Claim is first brought, and at all times maintained, within the United States, its territories and possessions, or in Canada.
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Coverage Extension Endorsement
ZURICH
Po€icy No.
Eff. Date of Poi.
Exp. Date of Pol.
Eff, Date of End.
Producer No.
Add']. Prem
Return Prem.
BAP686782302
5/26/26
5/26/27
5/26/26
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the:
Business Auto Coverage Form
Motor Carrier Coverage Form
A. Amended Who Is An Insured
1. The following is added to the Who Is An Insured Provision in Section II -- Covered Autos Liability Coverage:
The following are also "insureds":
a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any "employee" of yours is also an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured" while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.1.a. and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s) where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the limits required in the written contract or written agreement, or the Limits of Insurance shown in the Declarations, whichever is less.
2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance — Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form:
Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any "accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured" will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form.
B. Amendment — Supplementary Payments
Paragraphs a.(2) and a.(4) of the Coverage Extensions Provision in Section II — Covered Autos Liability Coverage are replaced by the following:
(2) Up to $5,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have 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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C. Fellow Employee Coverage
The Fellow Employee Exclusion contained in Section II — Covered Autos Liability Coverage does not apply.
D. Driver Safety Program Liability and Physical Damage Coverage
1. The following is added to the Racing Exclusion in Section II — Covered Autos Liability Coverage:
This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations.
2. The following is added to Paragraph 2. in the Exclusions of Section III — Physical Damage Coverage of the Business Auto Coverage Form and Paragraph 2.b. in the Exclusions of Section IV — Physical Damage Coverage of the Motor Carrier Coverage Form:
This exclusion does not apply to covered "autos" participating in a driver safety program event, such as, but not limited to, auto or truck rodeos and other auto or truck agility demonstrations.
E. Lease or Loan Gap Coverage
The following is added to the Coverage Provision of the Physical Damage Coverage Section:
Lease Or Loan Gap Coverage
In the event of a total "loss" to a covered "auto", we will pay any unpaid amount due on the lease or loan for a covered "auto", less:
a. Any amount paid under the Physical Damage Coverage Section of the Coverage Form; and b. Any:
(1) Overdue lease or 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 leases or loans.
F. Towing and Labor
Paragraph A.2. of the Physical Damage Coverage Section is replaced by the following:
We will pay up to $75 for towing and labor costs incurred each time a covered "auto" of the private passenger type is disabled. However, the labor must be performed at the place of disablement.
G. Extended Glass Coverage
The following is added to Paragraph A.3.a. of the Physical Damage Coverage Section:
If glass must be replaced, the deductible shown in the Declarations will apply. However, if glass can be repaired and is actually repaired rather than replaced, the deductible will be waived. You have the option of having the glass repaired rather than replaced.
H. Hired Auto Physical Damage — Increased Loss of Use Expenses The Coverage Extension for Loss Of Use Expenses in the Physical Damage Coverage Section is replaced by the following:
Loss Of Use Expenses
For Hired Auto Physical Damage, we will pay expenses for which an "insured" becomes legally responsible to pay for loss of use of a vehicle rented or hired without a driver under a written rental contract or written rental agreement. We will pay for loss of use expenses if caused by:
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(11 Other than collision only if the Declarations indicate that Comprehensive Coverage is provided for any covered "auto";
(2) Specified Causes Of Loss only if the Declarations indicate that Specified Causes Of Loss Coverage is provided for any covered "auto"; or
(3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered "auto".
However, the most we will pay for any expenses for loss of use is $'[00 per day, to a maximum of $3000.
I. Personal Effects Coverage
The following is added to the Coverage Provision of the Physical Damage Coverage Section:
Personal Effects Coverage
a. We will pay up to $750 for "loss" to personal effects which are:
(1) Personal property owned by an "insured"; and
(2) In or on a covered "auto",
b. Subject to Paragraph a. above, the amount to be paid for "loss" to personal effects will be based on the lesser of:
(1) The reasonable cost to replace; or
(2) The actual cash value.
c. The coverage provided in Paragraphs a. and b. above, only applies in the event of a total theft of a covered "auto". No deductible applies to this coverage. However, we will not pay for "loss" to personal effects of any of the following:
(1) Accounts, bills, currency, deeds, evidence of debt, money, notes, securities, or commercial paper or other documents of value.
(2) Bullion, gold, silver, platinum, or other precious alloys or metals; furs or fur garments; jewelry, watches, precious or semi-precious stones.
(3) Paintings, statuary and other works of art.
(4) Contraband or property in the course of illegal transportation or trade. (5) Tapes, records, discs or other similar devices used with audio, visual or data electronic equipment.
Any coverage provided by this Provision is excess over any other insurance coverage available for the same "loss".
J. Tapes, Records and Discs Coverage
1. The Exclusion in Paragraph B.4.a. of Section III — Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph B.2.c. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply.
2. The following is added to Paragraph 1.a. Comprehensive Coverage under the Coverage Provision of the Physical Damage Coverage Section:
We will pay for "loss" to tapes, records, discs or other similar devices used with audio, visual or data electronic equipment. We will pay only if the tapes, records, discs or other similar audio, visual or data electronic devices:
(a) Are the property of an "insured"; and
(b) Are in a covered "auto" at the time of "loss".
The most we will pay for such "loss" to tapes, records, discs or other similar devices is $500. The Physical Damage Coverage Deductible Provision does not apply to such "loss".
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K. Airbag Coverage
The Exclusion in Paragraph B.3.a. of Section III — Physical Damage Coverage in the Business Auto Coverage Form and the Exclusion in Paragraph B.4.a. of Section IV — Physical Damage Coverage in the Motor Carrier Coverage Form does not apply to the accidental discharge of an airbag.
L. Two or More Deductibles
The following is added to the Deductible Provision of the Physical Damage Coverage Section:
If an accident is covered both by this policy or Coverage Form and by another policy or Coverage Form issued to you by us, the following applies for each covered "auto" on a per vehicle basis:
1. If the deductible on this policy or Coverage Form is the smaller (or smallest) deductible, it will be waived; or
2. If the deductible on this policy or Coverage Form is not the smaller (or smallest) deductible, it will be reduced by the amount of the smaller (or smallest) deductible.
M. Physical Damage — Comprehensive Coverage — Deductible The following is added to the Deductible Provision of the Physical Damage Coverage Section:
Regardless of the number of covered "autos" damaged or stolen, the maximum deductible that will be applied to Comprehensive Coverage for all "loss" from any one cause is $5,000 or the deductible shown in the Declarations, whichever is greater.
N. Temporary Substitute Autos — Physical Damage
1. The following is added to Section I -- Covered Autos:
Temporary Substitute Autos — Physical Damage
If Physical Damage Coverage is provided by this Coverage Form on your owned covered "autos", the following types of vehicles are also covered "autos" for Physical Damage Coverage:
Any "auto" you do not own when used with the permission of its owner as a temporary substitute for a covered "auto" you do own but is out of service because of its:
1. Breakdown;
2. Repair;
3. Servicing;
4. "Loss"; or
5. Destruction.
2. The following is added to the Paragraph A. Coverage Provision of the Physical Damage Coverage Section:
Temporary Substitute Autos — Physical Damage
We will pay the owner for "loss" to the temporary substitute "auto" unless the "loss" results from fraudulent acts or omissions on your part. If we make any payment to the owner, we will obtain the owner's rights against any other party.
The deductible for the temporary substitute "auto" will be the same as the deductible for the covered "auto" it replaces.
O. Amended Duties In The Event Of Accident, Claim, Suit Or Loss Paragraph a. of the Duties In The Event Of Accident, Claim, Suit Or Loss Condition is replaced by the following:
a. In the event of "accident", claim, "suit" or "loss", you must give us or our authorized representative prompt notice of the "accident", claim, "suit" or "loss". However, these duties only apply when the "accident", claim, "suit" or "loss" is known to you (if you are an individual), a partner (if you are a partnership), a member (if you are a limited liability company) or an executive officer or insurance manager (if you are a corporation). The failure of any U -CA -424-F CW (04/14)
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agent, servant or employee of the "insured" to notify us of any "accident", claim, "suit" or "loss" shall not invalidate the insurance afforded by this policy.
Include, as soon as practicable:
(1) How, when and where the "accident" or "loss" occurred and if a claim is made or "suit" is brought, written notice of the claim or "suit" including, but not limited to, the date and details of such claim or "suit"; (2) The "insured's" name and address; and
(3) To the extent possible, the names and addresses of any injured persons and witnesses.
If you report an "accident", claim, "suit" or "loss" to another insurer when you should have reported to us, your failure to report to us will not be seen as a violation of these amended duties provided you give us notice as soon as practicable after the fact of the delay becomes known to you.
P. Waiver of Transfer Of Rights Of Recovery Against Others To Us The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition:
This Condition does not apply 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 operations contemplated by such contract. This waiver only applies to the person or organization designated in the contract.
Q. Employee Hired Autos — Physical Damage
Paragraph b. of the Other Insurance Condition in the Business Auto Coverage Form and Paragraph f. of the Other Insurance — Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form are replaced by the following:
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 under a written contract or written agreement entered into by an "employee" or elected or appointed official with your permission while being operated within the course and scope of that "employee's" employment by you or that elected or appointed official's duties as respect their obligations to you.
However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto".
R. Unintentional Failure to Disclose Hazards
The following is added to the Concealment, Misrepresentation Or Fraud Condition:
However, we will not deny coverage under this Coverage Form if you unintentionally:
(1) Fail to disclose any hazards existing at the inception date of this Coverage Form; or (2) Make an error, omission, improper description of "autos" or other misstatement of information.
You must notify us as soon as possible after the discovery of any hazards or any other information that was not provided to us prior to the acceptance of this policy.
S. Hired Auto — World Wide Coverage
Paragraph 7a.(5) of the Policy Period, Coverage Territory Condition is replaced by the following:
(5) Anywhere in the world if a covered "auto" is leased, hired, rented or borrowed for a period of 64 days or less, T. Bodily Injury Redefined
The definition of "bodily injury" in the Definitions Section is replaced by the following:
"Bodily injury" means bodily injury, sickness or disease, sustained by a person including death or mental anguish, resulting from any of these at arty time. Mental anguish means any type of mental or emotional illness or disease.
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U. Expected Or Intended Injury
The Expected Or Intended Injury Exclusion in Paragraph B. Exclusions under Section II — Covered Auto Liability Coverage is replaced by the following:
Expected Or Intended Injury
"Bodily injury" or "property damage" expected or intended from the standpoint of the "insured". This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property.
V. Physical Damage — Additional Temporary Transportation Expense Coverage Paragraph A.4.a. of Section II! -- Physical Damage Coverage is replaced by the following:
4. Coverage Extensions
a. Transportation Expenses
We will pay up to $50 per day to a maximum of $1,000 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"
W. Replacement of a Private Passenger Auto with a Hybrid or Alternative Fuel Source Auto The following is added to Paragraph A. Coverage of the Physical Damage Coverage Section:
In the event of a total "loss" to a covered "auto" of the private passenger type that is replaced with a hybrid "auto" or "auto" powered by an alternative fuel source of the private passenger type, we will pay an additional 10% of the cost of the replacement "auto", excluding tax, title, license, other fees and any aftermarket vehicle upgrades, up to a maximum of $2500. The covered "auto" must be replaced by a hybrid "auto" or an "auto" powered by an alternative fuel source within 60 calendar days of the payment of the "loss" and evidenced by a bill of sale or new vehicle lease agreement.
To qualify as a hybrid "auto", the "auto" must be powered by a conventional gasoline engine and another source of propulsion power. The other source of propulsion power must be electric, hydrogen, propane, solar or natural gas, either compressed or liquefied. To qualify as an "auto" powered by an alternative fuel source, the "auto" must be powered by a source of propulsion power other than a conventional gasoline engine. An "auto" solely propelled by biofuel, gasoline or diesel fuel or any blend thereof is not an "auto" powered by an alternative fuel source.
X. Return of Stolen Automobile
The following is added to the Coverage Extension Provision of the Physical Damage Coverage Section:
If a covered "auto" is stolen and recovered, we will pay the cost of transport to return the "auto" to you. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage.
All other terms, conditions, provisions and exclusions of this policy remain the same.
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Other Insurance Amendment -- Primary And Non -
Contributory
ZURICH
Policy No.
Elf. Dale of Pol.
lipp. Dale al' Pol.
kill Dale oI l.nd.
Producer No.
.\dd'I. Prenf
Return Prom.
GLO686782502
05/26/2026
05/26/2027
05/26/2026
73051000
INCL
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Named Insured:
Address (including ZIP Code):
This endorsement modifies insurance provided under the:
Commercial General Liability Coverage Part
1. The following paragraph is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions:
This insurance is primary insurance to and will not seek contribution from any other insurance available to an additional insured under this policy provided that:
a. The additional insured is a Named Insured under such other insurance; and b. You are required by a written contract or written agreement that this insurance would be primary and would not seek contribution from any any other insurance available to the additional insured.
2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition of Section IV — Commercial General Liability Conditions:
This insurance is excess over:
Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by written contract or written agreement to provide coverage to the additional insured on a primary and non-contributory basis.
All other terms and conditions of this policy remain unchanged.
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Additional Insured — Automatic — Owners, Lessees Or
Contractors
ZURICH
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Policy No.GLO686782502
Effective Date: 05/26/2026
This endorsement modifies insurance provided under the:
Commercial General Liability Coverage Part
A. Section II — Who Is An Insured is amended to include as an additional insured any person or organization whom you are required to add as an additional insured under a written contract or written agreement executed by you, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury and subject to the following:
1. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements:
a. The Insurance Services Office (ISO) ISO CG 20 10 (10/01 edition): or b. The ISO CG 20 37 (10/01 edition),
such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that "bodily injury", "property damage" or "personal and advertising injury" arises out of:
(1) Your ongoing operations, with respect to Paragraph 1.a. above; or (2) "Your work", with respect to Paragraph 1.b. above,
which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 1., insurance afforded to such additional insured:
(a) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and
(b) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products -completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured.
2. If such written contract or written agreement specifically requires that you provide that the person or organization be named as an additional insured under one or both of the following endorsements:
a. The Insurance Services Office (ISO) ISO CG 20 10 (07/04 edition); or b. The ISO CG 20 37 (07/04 edition),
such person or organization is then an additional insured with respect to such endorsement(s), but only to the extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part, by:
(1) Your acts or omissions; or
(2) The acts or omissions of those acting on your behalf, U -GL -2162-A CW (02/19)
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in the performance of:
(a) Your ongoing operations, with respect to Paragraph 2.a. above; or (b) "Your work" and included in the "products -completed operations hazard", with respect to Paragraph
2.b. above,
which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 2., insurance afforded to such additional insured:
(i) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement; and
(ii) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products -completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured.
3. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured:
a. Under the ISO CG 20 10 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to ongoing operations (if no form is specified), such person or organization is then an additional insured only to the extent that "bodily injury", "property damage" or "personal and advertising injury" is caused, in whole or in part by:
(1) Your acts or omissions; or
(2) The acts or omissions of those acting on your behalf, in the performance of your ongoing operations, which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 3., insurance afforded to such additional insured:
(a) Only applies to the extent permitted by law;
(b) Will not be broader than that which you are required by the written contract or written agreement to provide for such additional insured; and
(c) Only applies if the "bodily injury", "property damage" or "personal and advertising injury" offense occurs during the policy period and subsequent to your execution of the written contract or written agreement.
4. If neither Paragraph 1. nor Paragraph 2. above apply and such written contract or written agreement requires that you provide that the person or organization be named as an additional insured:
a. Under the ISO CG 20 37 (04/13 edition, any subsequent edition or if no edition date is specified); or b. With respect to the "products -completed operations hazard" (if no form is specified), such person or organization is then an additional insured only to the extent that "bodily injury" or "property damage" is caused, in whole or in part by "your work" and included in the "products -completed operations hazard", which is the subject of the written contract or written agreement.
However, solely with respect to this Paragraph 4., insurance afforded to such additional insured:
(1) Only applies to the extent permitted by law;
(2) Wi1I not be broader than that which you are required by the written contract or written agreement to provide for such additional insured;
Only applies if the "bodily injury" or "property damage" occurs during the policy period and subsequent to your execution of the written contract or written agreement; and (4) Does not apply to "bodily injury" or "property damage" caused by "your work" and included within the "products -completed operations hazard" unless the written contract or written agreement specifically requires that you provide such coverage to such additional insured. (3)
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B. Solely with respect to the insurance afforded to any additional insured referenced in Section A. of this endorsement, 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 failure to render, any professional architectural, engineering or surveying services including:
1. The preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or
2. Supervisory, inspection, architectural or engineering activities.
This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of or the failure to render any professional architectural, engineering or surveying services.
C. Solely with respect to the coverage provided by this endorsement, the following is added to Paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of Section IV — Commercial General Liability Conditions:
The additional insured must see to it that:
(1) We are notified as soon as practicable of an "occurrence" or offense that may result in a claim; (2) We receive written notice of a claim or "suit" as soon as practicable; and (3) A request for defense and indemnity of the claim or "suit" will promptly be brought against any policy issued by another insurer under which the additional insured may be an insured in any capacity. This provision does not apply to insurance on which the additional insured is a Named Insured if the written contract or written agreement requires that this coverage be primary and non-contributory.
D. Solely with respect to the coverage provided by this endorsement:
1. The following is added to the Other Insurance Condition of Section IV — Commercial General Liability Conditions:
Primary and Noncontributory insurance
This insurance is primary to and will not seek contribution from any other insurance available to an additional insured provided that:
a. The additional insured is a Named Insured under such other insurance; and b. You are required by written contract or written agreement that this insurance be primary and not seek contribution from any other insurance available to the additional insured.
2. The following paragraph is added to Paragraph 4.b. of the Other Insurance Condition under Section IV — Commercial General Liability Conditions:
This insurance is excess over:
Any of the other insurance, whether primary, excess, contingent or on any other basis, available to an additional insured, in which the additional insured on our policy is also covered as an additional insured on another policy providing coverage for the same "occurrence", offense, claim or "suit". This provision does not apply to any policy in which the additional insured is a Named Insured on such other policy and where our policy is required by a written contract or written agreement to provide coverage to the additional insured on a primary and non- contributory basis.
E. This endorsement does not apply to an additional insured which has been added to this Coverage Part by an endorsement showing the additional insured in a Schedule of additional insureds, and which endorsement applies specifically to that identified additional insured.
F. Solely with respect to the insurance afforded to an additional insured under Paragraph A.3. or Paragraph A.4. of this endorsement, the following is added to Section III — Limits Of Insurance:
Additional Insured — Automatic — Owners, Lessees Or Contractors Limit The most we will pay on behalf of the additional insured is the amount of insurance:
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1. Required by the written contract or written agreement referenced in Section A. of this endorsement; or
2. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less.
This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations.
All other terms, conditions, provisions and exclusions of this policy remain the same.
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Waiver Of Subrogation (Blanket) Endorsement
ZURICH
Policy No.
Elf. i]atc of Pol.
Exit. Date of Pol.
Eff Dine of End.
Producer
Add], Prem
Rctuni Preen.
GLO686782502
5/26/26
5/26/27
5/26/26
5 S
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the:
Commercial General Liability Coverage Part
The following is added to the Transfer Of Rights Of Recovery Against Others To Us Condition:
If you are required by a written contract or agreement, which is executed before a loss, to waive your rights of recovery from oth- ers, we agree to waive our rights of recovery. This waiver of rights shall not be construed to be a waiver with respect to any other operations in which the insured has no contractual interest. t 1 -(ii. -925-t3 CW {i2/0I )
GLO686782502
COMMERCIAL INSURANCE
CANCELLATION BY US
This endorsement changes the policy. Please read it carefully.
This endorsement modifies insurance provided by the following:
BOILER AND MACHINERY COVERAGE FORM
BUSINESS AUTO COVERAGE FORM
COMMERCIAL CRIME COVERAGE FORM
COMMERCIAL GENERAL LIABILITY COVERAGE FORM
COMMERCIAL INLAND MARINE COVERAGE FORM
COMMERCIAL PROPERTY COVERAGE FORM
FARM COVERAGE FORM
GARAGE COVERAGE FORM
LIQUOR LIABILITY COVERAGE FORM
MOTOR CARRIER COVERAGE FORM
POLLUTION LIABILITY COVERAGE FORM
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE FORM
TRUCKERS COVERAGE FORM
SCHEDULE
Number of Days' Notice: 6 0
(lf no entry appears above, information required to complete this Schedule will be shown in the Declarations as applicable to this endorsement.)
For any statutorily permitted reason other than nonpayment of premium, the number of days required for notice of cancellation, as provided in paragraph 2, of either the CANCELLATION Common Policy Condition or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule above.
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Page I of t
SXS699489401
Straight Excess Liability Policy
ZURICH'
There are provisions in this policy that restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered.
Throughout this policy, the words "you" and "your" refer to the Named Insured shown in the Declarations, and any other person or organization qualifying as such in underlying insurance. The words "we", "us" and "our" refer to the company providing this insurance.
The word "insured(s)" means any person or organization qualifying as such in underlying insurance but only to the extent and within the scope for which such "insured(s)" qualify for coverage in underlying insurance.
Words and phrases that are printed in bold -face type are defined in this policy. These definitions are found in SECTION VI. DEFINITIONS of this policy or in the specific policy provision where they appear.
In consideration of the payment of the premium and in reliance upon the statements in the Declarations and in accordance with the provisions of this policy, we agree with you to provide coverage as follows:
Insuring Agreements
SECTION I. COVERAGE
A. We will pay on behalf of the insured those damages covered by this insurance in excess of the total Applicable Limits of underlying insurance. This policy includes:
1. The terms and conditions of underlying insurance to the extent such terms and conditions are not inconsistent or do not conflict with the terms and conditions referred to in Paragraph 2. below; and
2. The terms and conditions that apply to this policy.
B. Notwithstanding anything to the contrary contained in Paragraph A. above, if underlying insurance does not apply to damages for reasons other than exhaustion of total applicable limits of insurance by payment of loss, then this policy does not apply to such damages.
C. The amount we will pay under this policy is limited as described in SECTION II. LIMITS OF INSURANCE.
D. We have no obligation under this policy with respect to any settlement made without our consent.
E. The insurance afforded under this policy applies to bodily injury or property damage only if prior to the Policy Period, neither you nor any authorized person knew that the bodily injury or property damage had occurred, in whole or in part. If you or any authorized person knew, prior to the Policy Period, that the bodily injury or property damage occurred, then any continuation, change or resumption of such bodily injury or property damage during or after the Policy Period will be deemed to have been known prior to the Policy Period.
Bodily injury or property damage which occurs during the Policy Period and was not, prior to the Policy Period, known to have occurred by you or any authorized person includes any continuation, change or resumption of that bodily injury or property damage after the Policy Period; and
Bodily injury or property damage will be deemed to have been known to have occurred at the earliest time when you or any authorized person:
1. Reports all or any part of, the bodily injury or property damage to us or any other insurer;
2. Receives a written or verbal demand or claim for damages because of the bodily injury or property damage; or
3. Becomes aware by any other means that bodily injury or property damage has occurred or has begun to occur.
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SECTION II. LIMITS OF INSURANCE
A. The Limits of Insurance shown in the Declarations and the rules below describe the most we will pay regardless of the number of:
1. Insureds;
2. Claims made or suits brought; or
3. Persons or organizations making claims or bringing suits.
B. The Limits of Insurance of this policy will apply as follows:
1. The limit shown in Item 4.B. of the Declarations for the Other Aggregate is the most we will pay for all loss to which this policy applies, except for:
a. Loss covered under the products/completed operations hazard; and b. Loss covered in underlying insurance to which no underlying aggregate limit applies.
In addition, if a policy listed in the Schedule of Underlying Insurance contains aggregate limits, other than an aggregate limit applying to the products/completed operations hazard, the Other Aggregate limit shown in Item
4.B. of the Declarations will apply in the same manner as such other aggregate limits of each policy listed in the Schedule of Underlying Insurance.
2. The limit shown in Item 4.C. of the Declarations for the Products/Completed Operations Aggregate is the most we will pay for all loss to which this policy applies under the products/completed operations hazard.
3. Subject to Paragraph B.1. or B.2. above, whichever applies, the limit shown in Item 4.A. of the Declarations for Occurrence is the most we will pay for all loss arising out of any one occurrence to which this policy applies.
C. Coverage applies only in excess of the greater of the actual limits of insurance of underlying insurance or the Applicable Limits of insurance shown in the Schedule of Underlying Insurance forming a part of this policy.
D. The Limits of Insurance of this policy apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the Policy Period shown in the Declarations, unless the Policy Period is extended after issuance for an additional period of less than 12 months- In that case, the additional period will be deemed part of the preceding period for purposes of determining the Limits of Insurance.
E. Subject to Paragraphs B.1., B.2., B.3. and C. above:
1. If the limits of underlying insurance have been reduced solely by payment of loss for which coverage is afforded under this policy, this policy will drop down to become immediately excess of the reduced underlying limit; or
2. If the limits of underlying insurance have been exhausted solely by payment of loss for which coverage is afforded under this policy, this policy will continue in force as underlying insurance.
SECTION III. DEFENSE AND SUPPLEMENTARY PAYMENTS
A. We have the right and duty to assume control of the investigation and settlement of any claim, or defense of any suit against the insured for damages covered by this policy when the applicable limit of underlying insurance and other insurance has been exhausted by payment of loss for which coverage is afforded under this policy.
B. In those circumstances where Paragraph A. above applies we will pay our expenses and the following to the extent that they are not included in underlying insurance:
t Up to $2,000 for the cost of bail bonds. We do not have to furnish these bonds.
2. The cost of bonds to release attachments, but only for bond amounts within the amdunt of insurance available.
We do not have to furnish these bonds.
3. Reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or suit, including actual loss of earnings because of time off from work.
4. All court costs taxed against the insured in the suit. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured.
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5. Pre judgment interest awarded against the insured on that part of the judgment we pay. However, if we make an offer to pay the applicable limit of insurance, we will not pay any pre -judgment interest based on that period of time after the offer.
6. All interest on the full amount of any judgment that accrues after entry of the judgment and before we have paid, offered to pay, or deposited in court that part of the judgment that is within the applicable limits of insurance.
When our expenses and the payments described in this paragraph above are not included in the definition of loss, they will not reduce the Limits of Insurance.
C. In those circumstances where Paragraph A. above does not apply, we do not have the duty to assume control of the investigation and settlement of any claim, or defense of any suit against the insured. We do, however, have the right to participate in the investigation and settlement of any claim, or defense of any suit that we feel may create liability on our part under the terms of this policy. If we exercise this right, we will do so at our expense.
We will not investigate and settle any claim, or defend any suit after we have exhausted the applicable Limit of Insurance as shown in Item 4. of the Declarations.
If we are prevented by law from carrying out the provisions of Paragraph A. above, we will pay any expense incurred with our consent.
SECTION IV. EXCLUSIONS
This policy does not apply to any liability, damage, loss, cost or expense:
ASBESTOS
A. Arising out of or relating in any way to:
1. Asbestos or which would not have occurred in whole or in part but for the actual, alleged or threatened discharge, dispersal, release, leakage, leaching, friability, flaking escape or presence of asbestos, regardless of whether any other cause, event, material or product contributed concurrently or in any sequence to the injury or damage; or
2. Any:
a. Request, demand, order, statutory or regulatory requirement, direction or determination, that any insured or others test for, investigate, monitor, clean up, remove, study, contain, treat, encapsulate, control or take any other action regarding asbestos; or
b. Claim or suit for damages arising out of or relating in any way to any request, demand, order, statutory or regulatory requirement, direction or determination than any insured or others test for, investigate, monitor, clean up, remove, study, contain, treat, encapsulate, control or take any other action regarding asbestos.
POLLUTION
B. 1. Arising directly or indirectly out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of pollutants:
a. At or from any premises, site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However, this subparagraph does not apply to:
(1) Bodily injury if sustained within a building and caused by smoke, fumes, vapor or soot produced by or originating from equipment that is used to heat, cool or dehumidify the building, or equipment that is used to heat water for personal use, by the building's occupants or their guests; (2) Bodily injury or property damage for which you may be held liable, if you are a contractor, and the owner or lessee of such premises, site or location has been added to underlying insurance as an additional insured with respect to your ongoing operations performed for that additional insured at that premises, site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to, any insured, other than that additional insured; or Bodily injury or property damage arising out of heat, smoke or fumes from a hostile fire; (3)
b. At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage, disposal, processing or treatment of waste; U-SXS-100-A CW (09/11)
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If you fail to comply with these requirements, we will only be liable to the same extent that we would have been had you fully complied with these requirements.
E. Nonrenewal
If we decide not to renew this policy, we will mail or deliver to the first Named Insured shown in Item 1. of the Declarations written notice of the nonrenewai not less than thirty (30) days before the expiration date.
If notice is mailed, proof of mailing will be sufficient proof of notice.
F. Notice of Occurrence
1. You must see to it that we are notified as soon as practicable of an occurrence which may result in damages covered by this policy. To the extent possible, notice will include:
a. How, when and where the occurrence took place;
b. The names and addresses of any injured persons and witnesses; and c. The nature and location of any injury or damage arising out of the occurrence.
2. Knowledge of an occurrence by the agent, servant or employee of yours, shall not in itself constitute knowledge by the insured unless you or any authorized person receives such notice from the agent, servants or employee.
3. If a claim or suit against any insured is reasonably likely to involve this policy, you must notify us in writing as soon as practicable.
4. You and any other involved insured must:
a. Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or suit;
b. Authorize us to obtain records and other information; c. Cooperate with us in the investigation, settlement or defense of the claim or suit; and d. Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this policy may also apply.
5. The insureds will not, except at their own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent.
6. Your failure to give notice of an occurrence to us shall not invalidate coverage under this policy if the occurrence was inadvertently reported to another insurer. However, you shall report any such occurrence to us as soon as practicable once you become aware of such error.
G. Other Insurance
If other insurance applies to damages that are also covered by this policy, this policy will apply excess of the other insurance. Nothing herein will be construed to make this policy subject to the terms, conditions and limitations of such other insurance. However, this provision will not apply if the other insurance is written to be excess of this policy.
Other insurance includes any type of self-insurance or other mechanism by which an insured arranges for funding of legal liabilities.
H. Terms Conformed to Statute
The terms of this policy which are in conflict with the statutes, laws, ordinances or regulations in any country, jurisdiction, state or province where this policy is issued are amended to conform to such statutes, laws, ordinances or regulations. If we are prevented by taw or statute from paying on behalf of the insured, then we will, where permitted by law or statute, indemnify the insured.
Transfer of Rights of Recovery Against Others to Us
1. If the insured has rights to recover all or part of any payment we have made under this insurance, those rights are transferred to us. The insured must do nothing after the loss to impair them. At our request, the insured will bring suit or transfer those rights to us and help us enforce them.
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However, if any insured is required to waive theft rights of recovery from others by a written contract or agreement executed before a loss, we agree to waive our rights of recovery to the extent required by the written contract or agreement. This waiver of rights will not be construed to be a waiver with respect to any other operations for which the insured has not waived their rights of recovery by contract.
2. Any amount recovered will be apportioned in the inverse order of payment of loss to the extent of actual payment.
The expenses of all such recovery proceedings will be apportioned in the ratio of respective recoveries.
J. Unintentional Errors and Omissions
Any unintentional error or omission in the description of, or failure to describe completely, any premises or operations intended to be covered by this policy, shall not invalidate or affect the coverage for those operations or premises.
However, the insured must report such error or omission to the company as soon as practicable after its discovery.
K. When Loss is Payable
Coverage under this policy will not apply unless and until the insured or the insured's underlying insurer has paid or is legally obligated to pay the full amount of the total Applicable Limits of underlying insurance.
When the amount of loss is determined by an agreed settlement or a final judgment against an insured obtained after an actual trial, we will promptly pay on behalf of the insured the amount of loss covered under the terms of this policy.
L. Audit of Books and Records
We may audit and examine your books and records as they relate to this policy at any time during the period of this policy and for up to three (3) years after the expiration or termination of this policy.
M. Changes
Notice to any agent or knowledge possessed by any agent or any other person will not effect a waiver or a change in any part of this policy. This policy can only be changed by a written endorsement that becomes a part of this policy.
N. First Named Insured
The person or organization first named in Item 1. of the Declarations is responsible for the payment of all premiums.
The first Named Insured will act on behalf of all other insureds for the giving and receiving of notice of cancellation or any other notice required under this policy or by statute or regulation, for the receipt and acceptance of this policy and any endorsements forming a part of this policy, and for the receiving of any return premiums that become payable under this policy.
O. Inspection
We have the right, but are not obligated to inspect the insured's premises and operations at any time. Our inspections are not safety inspections. They relate only to the insurability of the premises and operations and the premium to be charged. We may provide reports on the conditions we find. We may also recommend changes. While these reports may help reduce losses, we do not undertake to perform the duty of any person or organization to provide for the health or safety of workers or the public. We do not warrant that the premises or operations are safe or healthful, or that they comply with laws, regulations, codes or standards.
P. Legal Action Against Us
There will be no right of action against us under this insurance unless:
1. You have complied with all the terms of this policy; and
2. The amount you owe has been determined by settlement with our consent or by actual trial and final judgment.
This insurance does not give anyone the right to add us as a party in an action against you to determine your liability.
Q. Premium
The premium for this policy as stated in Item 5. of the Declarations is a flat premium. It is not subject to adjustment unless an endorsement is attached to this policy.
R. Separation of insureds
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Except with respect to the Limits of Insurance, and any rights or duties specifically assigned to the first Named Insured, this insurance applies:
1. As if each named insured were the only named insured; and
2. Separately to each insured against whom claim is made or suit is brought.
S. Transfer of Your Rights and Duties
Your rights and duties under this insurance may not be transferred without our written consent. If you die, then your rights and duties will be transferred to your legal representative, but only while acting within the scope of duties as your legal representative. Until your legal representative is appointed, anyone having temporary custody of your property will have your rights and duties but only with respect to that property.
T. Violation of Economic or Trade Sanctions
If coverage for a claim or suit under this policy is in violation of any economic or trade sanctions of the United States of America then coverage for that claim or suit will be null and void.
SECTION VI. DEFINITIONS
In this policy, words and phrases appearing in bold -face type have the definitions shown below:
A. Authorized person means any person who may receive notice of an occurrence or claim in underlying insurance.
B. Hostile fire means one which becomes uncontrollable or breaks out from where it was intended to be.
C. Loss means those sums actually paid that the insured is legally obligated to pay as damages for the settlement or satisfaction of a claim because of injury or offense after making proper deductions for all recoveries and salvage.
However,
1. Loss also includes defense expenses and supplementary payments if underlying insurance includes defense expenses and supplementary payments in the Limits of Insurance; and
2. Loss does not include defense expenses and supplementary payments if underlying insurance does not include defense expenses and supplementary payments in the Limits of Insurance.
D. Occurrence means covered event as defined in underlying insurance.
E. Other insurance means a policy of insurance providing coverage that this policy also provides. Other insurance includes any type of self-insurance or other mechanisms by which an insured arranges for funding of legal liabilities.
Other insurance does not include underlying insurance or a policy of insurance specifically purchased to be excess of this policy providing coverage that this policy also provides.
F. Pollutants means any solid, liquid, gaseous, or thermal irritant or contaminant including smoke, vapor, soot, fumes, acid, alkalis, chemicals and waste. Waste includes material to be recycled, reconditioned or reclaimed.
G. Underlying insurance means the policy or policies of insurance listed in the Schedule of Underlying Insurance forming a part of this policy. We will only be liable for amounts in excess of the Applicable Limits of insurance shown in the Schedule of Underlying Insurance for any underlying insurance.
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Amended Other Insurance Condition
ZURICH
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Policy No. SXS699489402
Effective Date: 05/26/2026
This endorsement modifies insurance provided under the:
Straight Excess Liability Policy
Condition G. Other Insurance of SECTION V. CONDITIONS is replaced with the following:
G. Other Insurance
If other insurance applies to damages that are also covered by this policy, this policy will apply excess of the other insurance. However, this provision will not apply:
1. If the other insurance is written to be excess of this policy; or
2. If you have agreed in a written contract to carry insurance to be primary and not contribute with that of an additional insured, provided that the additional insured:
a. Is a Named Insured under such other insurance; and
b. Has been granted primary and non-contributory status under scheduled underlying insurance.
Other insurance includes any type of self-insurance or other mechanism by which an insured arranges for funding of legal liabilities.
Nothing herein will be construed to make this policy subject to the terms, conditions and limitations of such other insurance.
All other terms, conditions, provisions and exclusions of this policy remain the same.
U-SXS-165-A CW (03/211
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13
(Ed. 04-84)
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.
Schedule
ALL PERSONS AND/OR ORGANIZATIONS THAT ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT
WITH THE INSURED, EXECUTED PRIOR TO THE ACCIDENT OR LOSS, THAT WAIVER OF SUBROGATION BE
PROVIDED UNDER THIS POLICY FOR WORK PERFORMED BY YOU FOR THAT PERSON AND/OR ORGANIZATION.
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 5/26/2025 Policy No. WC700426001
Insured Vincor Construction, Inc.
Insurance Company Zurich American Insurance Company
Endorsement No.
Premium $
Countersigned by
WC124 (4-84)
WC 00 03 13
Copyright 1983 National Council on Compensation Insurance, Inc.
Project No. 26-502
EXHIBIT E
CLAIMS PROCEDURE
SUMMARY OF PUBLIC CONTRACT CODE § 9204
The following procedure will apply to any claims by the Contractor on the City:
A "claim" is a separate demand on the City by a contractor on a public works project and sent by registered mail or certified mail with return receipt requested, for one or more of the following:
• A time extension, including relief from penalties for delay • Payment by the City of money damages under the terms of the contract • Payment of an amount that is disputed by the City
Initial Review
The claim must be supported by appropriate documentation. The City has 45 days within which to review the claim and provide the contractor with a written statement identifying the disputed and undisputed portions of the claim. If the City does not issue a written statement, the claim is deemed rejected in its entirety. The City will pay any undisputed portion of the claim within 60 days of issuing the statement.
Meet & Confer
If the contractor disputes the City's written response, or if the City does not issue one, the contractor may request in writing an informal conference to meet and confer for possible settlement of the claim. The City will schedule the meet and confer conference within 30 days of this request and provide a written statement identifying the remaining disputed and undisputed portions of the claim within 10 business days of the meet and confer. The City will pay the undisputed portion within 60 days of issuing this statement.
Mediation
With respect to any disputed portion remaining after the meet and confer, the City and contractor will submit the matter to nonbinding mediation, agree to a mediator within 10 business days after issuing the written statement, and share mediation costs equally. If mediation is unsuccessful, then the terms of the public works agreement and applicable law will govern resolution of the dispute.
Miscellaneous Provisions
Amounts not paid by the City in a timely manner bear interest at 7% per annum. Subcontractors may submit claims via this procedure through the general contractor. The City and contractor may waive the requirement to mediate but cannot otherwise waive these claim procedures.
Agenda Item No: 1.o
PLACENTIA CITY COUNCIL AGENDA REPORT
Meeting Date: July 21, 2026
Submitted by: Gabriel Guerrero-Gabany
From: Public Works
Subject:
AWARD OF CONSTRUCTION CONTRACT TO VINCOR CONSTRUCTION, INC. FOR THE AGUIRRE BUILDING RENOVATION PROJECT, CITY PROJECT NO. 26-503 Financial Impact:
Expense: Construction Cost: $121,889.34
Contingency (10%) $ 12,188.93
Total Cost: $134,078.27 (307-90300-9400)
Summary:
The scope of work for the Aguirre Building Renovation Project (Project) involves replacing the countertop, sink, and flooring in the rental building to enhance functionality and aesthetics.
This project is necessary to address decades of wear and tear on the existing facility and was identified as a recommended project in the City's Facility Condition Assessment. These improvements are essential for maintaining the building's usability and meeting the expectations of current and prospective users.
City staff and a representative from Gordian (through the City's cooperative agreement with Sourcewell) conducted a site visit to assess the scope for work for improvements. Gordian subsequently provided a detailed scope of work and identified Vincor Construction, Inc. (Vincor) as the approved contractor. Staff recommends awarding a construction contract with Vincor in the amount of $121,889.34 for the Project.
Recommended Action:
It is recommended that the City Council:
1. Adopt Resolution No. R-2026-57, a Resolution of the City Council of the City of Placentia, California, authorizing a budget amendment in Fiscal Year 2026-27 in compliance with the City Charter of the City of Placentia §§ 1206 and 1209 pertaining to appropriations for actual expenditures; and
2. Approve a Public Works Agreement with Vincor Construction Inc., for the Aguirre Building Renovation Project in the amount of $121,889.34; and
3. Authorize the City Administrator or her designee to approve contract change orders up to ten percent (10%) of the contract amount, or $12,188.93, for a total construction contract not -to -exceed amount of $134,078.27; and
4. Authorize the City Administrator and/or her designee to execute all necessary 544
documents, in a form approved by the City Attorney
Strategic Plan Statement:
The item conforms to Strategic Plan Goal No. 3, Maintain and enhance streets, parks, and public facilities to ensure they are well-appointed, clean, attractive, and reflective of the city's commitment to quality.
Discussion:
The Aguirre Building, located at 505 Jefferson Street, is a City -owned facility that serves as the location for various community services programs. The existing kitchen is outdated and in need of improvements. The project will enhance the beautification and functionality of the center and allow future applicants to reserve the city facility. The project involves replacing flooring, countertops and kitchen appliances.
City staff and Gordian representatives conducted a site visit to review existing conditions and assess the scope of work for the proposed kitchen renovation. Subsequently, Gordian prepared a detailed scope of work and solicited proposals from qualified contractors within its Sourcewell network. On June 17, 2026, the City received the finalized Work Order Package identifying Vincor as the selected contractor to complete the proposed renovation.
Typically, the City's standard project delivery method involves preparing detailed plans and specifications, publicly advertising the project for bids, and awarding the project to the lowest responsible bidder. While effective, this process is often time-consuming and may delay the timely completion of urgent projects. To expedite repairs while remaining compliant with the City's purchasing policies, Staff recommends utilizing the Sourcewell ezIQC (Indefinite Delivery, Indefinite Quantity) procurement method. This cooperative purchasing process allows for competitive bid pricing to be established in advance, eliminating the need to bid each project separately. The ezIQC approach streamlines project delivery, ensures cost efficiency, and provides faster response times from contractors.
Sourcewell is a government cooperative that conducts competitive solicitations and awards contracts for use by federal, state, and local agencies, educational institutions, nonprofits, and tribal governments. Participation in such cooperative purchasing programs is authorized under Joint Powers Agency Government Code §6500 and City of Placentia Municipal Code §3.08.070, which allows the purchase of supplies, services, and equipment through established governmental cooperative purchasing programs. Gordian administers the ezIQC program for Sourcewell members nationwide. Through this program, the City engaged Gordian and Vincor to review the project scope and provide a competitive quote for the renovation at the Aguirre Building.
Staff recommends awarding a construction contract with Vincor in the amount of $121,889.34 for the Project.
Financial Summary:
The total construction cost for the Aguirre Building Renovation Project amounts to $134,078.27. This cost consists of the proposal amount submitted by Vincor Construction in the amount of $121,889.34, and a construction contingency in the amount of $12,188.93.
Funds for the Project will be obtained via Resolution No. R-2026-57, by transferring $134,078.27 from the Parks and Recreation Development Impact Fee fund balance. If this Resolution is approved, funding has been identified in account 307-90300-9400. 545
Attachments
Attachment 1 - CC RES R-2026-57 - Budget Amend Aguirre Reno.docx Attachment 2 - Public Works Agreement.pdf
546
RESOLUTION NO. R-2026-57
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PLACENTIA, CALIFORNIA, AUTHORIZING A BUDGET
AMENDMENT IN FISCAL YEAR 2026-27 IN COMPLIANCE
WITH THE CITY CHARTER OF THE CITY OF PLACENTIA
§§ 1206 AND 1209 PERTAINING TO APPROPRIATIONS
FOR ACTUAL EXPENDITURES
A. Recitals.
(i) The adopted budget for the 2026-27 Fiscal Year sets out estimated appropriations for City expenses throughout the year.
(ii) From time to time, the adopted budget must be adjusted when precise expenditures are finally determined or when estimated expenditures exceed projected costs allocated.
(iii) The City Charter of the City of Placentia § 1206 authorized the City Council to amend or supplement the budget by motion adopted by the affirmative votes of at least three members so as to authorize the transfer of unused balances appropriated for one purpose to another purpose, or to appropriate available revenues not included in the budget. All other legal prerequisites to the adoption of this Resolution have occurred.
B. Resolution.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PLACENTIA, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS:
1. Recitals. The above recitals are all true and correct and are herein incorporated.
2. The adopted budget for Fiscal Year 2026-27, Resolution No. R-2026-39 is hereby amended to reflect the following expenditure of funds from the Account specified to the Account specified:
FUND
DESCRIPTION
DEPARTMENT
GL ACOUNT #
AMOUNT
Parks and
Recreation
Impact Fee
Infrastructure —
Parks
Capital
(Construction)
307-90300-
9400
$134,078.27
Parks and
Recreation
Impact
Administration
Fund Balance
Capital
(Construction)
307-90300-
3001
($134,078.27)
The Mayor shall sign this Resolution, and the City Clerk shall attest and certify to the passage and adoption thereof.
Resolution No. R-2026-57
547
APPROVED and ADOPTED this 21st day of July 2026.
Chad P. Wanke, Mayor
ATTEST:
Robert S. McKinnell, City Clerk
STATE OF CALIFORNIA
COUNTY OF ORANGE
I, Robert S. McKinnell, City Clerk of the City of Placentia, do hereby certify that the foregoing Resolution was adopted at a regular meeting of the City Council of the City of Placentia held on the 21st day of July 2026, by the following vote:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
ABSTAIN: COUNCILMEMBERS:
Robert S. McKinnell, City Clerk
APPROVED AS TO FORM:
Christian L. Bettenhausen, City Attorney
Resolution No. R-2026-57
548
Project No. 26-503
CITY OF PLACENTIA
PUBLIC WORKS AGREEMENT FOR
AGUIRRE BUILDING RENOVATION, CITY PROJECT NO. 26-503
THIS AGREEMENT (herein "Agreement") is made and entered into this 215' day of July, 2026 by and between the CITY OF PLACENTIA, a municipal corporation and charter city, (herein "City") and Vincor Construction, Inc. (herein "Contractor"). The parties hereto agree as follows:
WITNESSETH:
A. WHEREAS, City requires the construction of the building interior, tile replacement, shelving and kitchen installation 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 Vincor Construction, Inc. a (California corporation) located at 2651 Saturn Street, Brea, CA 92821. (b) City. City shall mean the City of Placentia, a Municipal Corporation and Charter City, located at 401 E. Chapman Ave., Placentia, California 92870. (c) City Council. City Council shall mean the City Council of the City of Placentia.
(d) Contract Officer. Contract Officer shall mean the person designated by the City Administrator or City Engineer of City and shall have the duties set forth in Section 5.2.
(e) Services. Services shall mean the services to be performed by the Contractor pursuant to this Agreement.
(f) Satisfactory. Satisfactory shall mean satisfactory to the City Administrator 1 549
Project No. 26-503
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, ft for the purpose intended.
2.2 Documents Included in Contract. This contract consists of this Agreement and any Exhibits, which are incorporated herein by this reference. In the event of an inconsistency, the terms of this Agreement shall govern.
2.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State, or local governmental agency having jurisdiction in effect at the time service is rendered, including but not limited to, the claims procedure set forth in Public Contract Code Section 9204, a summary of which is attached to this agreement as Exhibit "E".
2.4 Licenses, Permits, Fees, and Assessments. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement, including registration with the Department of industrial Relations of the State of California as required by Labor Code Section 1725.5 before commencing performance under this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder.
Contractor shall be responsible for all subcontractors' compliance with this Section 2.4.
2.5 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor (a) has thoroughly investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should Contractor discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer.
2.6 Standard of Performance. Contractor, its subcontractors, and their employees, in the performance of Contractor's work under this Agreement, shall be responsible for exercising the degree of skill and care required by customarily accepted good professional practices and procedures used in the Contractor's field.
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Project No. 26-503
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 ten percent (10%) 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. 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 3 551
Project No. 26-503
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 as required by SB 854 and Labor Code 1725.5 and understands that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Contractor shall ensure that its subcontractors comply with said requirements. Contractor shall comply with Labor Code Section 1771.4 and shall post all legally required job site notices. 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 ($25.00) a day for each worker who works in excess of the minimum working hours when Contractor does not pay overtime.
Contractor is required to post a copy of such wage rates at all times at the contract site. The statutory penalties for failure to pay prevailing wage or to comply with State wage and hour laws will be enforced. Contractor also shall comply with State law requirements to maintain payroll records and shall provide for certified records and inspection of records as required by California Labor Code Section 1770 et. seq., including Section 1776. Contractor shall comply with all statutory requirements relating to the employment of apprentices.
3.0 COMPENSATION
3.1 Contract Sum. For the services rendered pursuant to this Agreement, the Contractor shall be compensated as specified herein, but not exceeding the maximum contract amount of One Hundred Twenty-one Thousand and Eight Hundred Eighty Nine Dollars and 34/100 ($ 121,889.34 (herein "Contract Sum"), except as provided in Section 2.9. The Contract Sum shall include the attendance of Contractor at ail 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 4 552
Project No. 26-503
incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Scope of Services may be approved in writing by the Contract Officer.
4.3 Force Ma.eure. The time period(s) specified in the Scope of Services for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes for the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement.
4.4 Term. Unless earlier terminated in accordance with Section 8.9 of this Agreement, this Agreement shall continue in full force and effect until final approval and acceptance of the project by the Contract Officer. Notwithstanding the foregoing, this Agreement shall terminate no later than July 21, 2027, 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:
Vincor Construction, Inc.
Attn: John Kang, Vice President
2651 Saturn Street.
Brea, CA 92821
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 5 553
Project No. 26-503
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 Performinc 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 trunkline 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 I II 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 6 554
Project No. 26-503
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 from 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.
The City of Placentia, its officers, officials, employees, agents, and volunteers shall be named as additional 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 as set forth in Exhibit "C" attached hereto and incorporated herein by this reference.
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.
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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, as well as providing the City with the required endorsements, 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 protect, defend, indemnify, and hold free and harmless the City of Placentia, its officers, officials, employees, agents, and volunteers, 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 any way connected 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 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 including all acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of the Contractor, its employees, and/or subcontractors. (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, officials, employees, agents, or volunteers 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, officials, employees, agents, and volunteers harmless therefrom. (c) In the event the City, its officers, officials, employees, agents, or volunteers are 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, officials, employees, agents, or volunteers any and all costs and expenses incurred by the City, its officers, officials, employees, agents, or volunteers in such action or proceeding, including but not limited to, legal costs and attorneys' fees for counsel selected by City. 8 556
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(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 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's Key Rating Guide or in the Federal Register, and only if they are of a Financial Size Category Class VII or larger, unless such requirements are waived by the Risk Manager of the City due to unique circumstances. In the event the Project Manager and Risk Manager determine 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 Project Manager provided that the Contractor shall have the right to appeal a determination of increased coverage by the Project Manager to the City Council of City within ten (10) days of receipt of notice from the Project Manager.
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
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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 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 7920.000 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 7924.510, 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.
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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.
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 11 559
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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 Richts 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 One Thousand Five Hundred Dollars ($1,500.00) 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 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 U.S. 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:
Vincor Construction, Inc.
2651 Saturn Street
Brea, CA 92821
Attn: John Kang
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 12 560
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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. Contractor's duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City's preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor's participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project, if any, have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by Contractor pursuant to this Agreement.
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 insure 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 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 Hirinc 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:
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(a)
Unauthorized Aliens. Contractor hereby represents and warrants that it will comply with all of 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 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.
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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 quality 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.
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, 15 563
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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 Oblication. 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 warrants that it is not suspended or debarred from doing business with the United States government and can legally be paid from federal funds. 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 Acreement. 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 16 564
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inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.
IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above.
ATTEST:
CITY OF PLACENTIA,
A municipal corporation and Charter City
Date:
Chad P. Wanke, Mayor
ATTEST:
Robert S. McKinnell, City Clerk
John Kang, Vice President
05-0589192
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:
Christian L. Bettenhausen, City Attorney
17 Date: 06/24/2026
Date:
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Project No. 26-503
APPROVED AS TO INSURANCE:
Date:
Cyndi Aivarenga, Risk Manager
APPROVED AS TO CONTENT:
Date:
Shelley Kennell, Associate Engineer
DEPARTMENTAL APPROVAL:
Date:
Lydie Gutfeld, Community Services Director
18 566
Project No. 26-503 Bond Number: 30273108
CITY OF PLACENTIA
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENT: That,
Vincor WHEREAS, the CITY OF PLACENTIA (hereinafter called the "City") has awarded to Constuictfnn nr, a California corporation (hereinafter "Principal"), an Agreement, dated July 21 , 20 26 ("Agreement"), whereby Principal agreed to provide construction services including AGUIRRE BUILDING RENOVATION, CITY PROJECT NO. 26-503 ;
WHEREAS, the Public Work to be performed by the Principal is more particularly set forth in the Agreement which is incorporated herein by reference and made a part hereof; and WHEREAS, said Principal is required under the terms of the Agreement to furnish a bond for the faithful performance of the Agreement;
Vincor
NOW, THEREFORE, we, construction. inc, as Principal, andwestern surety tY Cam an p vas Surety, are
held and firmly bound unto the City in the sum of ** Dollars ($+z. 3. , this amount being not less than one hundred percent (100%) of the total contract price under Agreement, lawful money of the United States of America for payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, and successors jointly and severally, firmly by these presents.
"'one hundred twenty one thousand eight hundred eighty nine and 341100 THE CONDITION OF THIS OBLIGATION IS SUCH THAT, the obligation shall become null and void if the above -bounded Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by well and truly keep and perform all the undertakings, terms, covenants, conditions, and agreements in the said Agreement and any alteration thereof, made as therein provided, all within the time and in the manner therein designated and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officer, agents and employees, as therein stipulated; otherwise it shall be and remain in full force and virtue.
As a part of the obligation secured hereby, and in addition to the face amount specified, costs and reasonable expenses and fees shall be included, including reasonable attorneys' fees, incurred in successfully enforcing the obligation on the bond, all to be taxed as costs and included in any judgment rendered.
The said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or modification of the Agreement, the contract documents or of the work to be performed thereunder, shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extensions of time, alteration or modification of Agreement, the contract documents or of the work to be performed thereunder.
Surety's obligation shall be a guarantee of payment and performance and shall not be diminished by any bankruptcy or reorganization in bankruptcy or liquidation or the result of the foregoing or otherwise of Principal. Accordingly, the filing of any petition in bankruptcy or for rearrangement or reorganization or liquidation (or proceedings similar in purpose or effect) of Principal under any Federal or State Taws ("Insolvency Case") will not toll or delay the date due for payment or performance hereunder as more particularly specified in of the Construction Management Agreement. The City shall be not be required to await the outcome of an Insolvency Case or to enforce any of their respective rights under the Agreement, respectively, prior to 567
Project No. 26-503
obtaining payment in full from Surety. If for any reason payment received by the City in respect of the obligations of the Principal under the Agreement guaranteed pursuant to this bond is rescinded or must be returned or restored by the City, this bond shall be automatically reinstated and shall continue to be in effect as if such payment had not been made.
Collection of liquidated damages by City due to Principal's failure to timely achieve Substantial Completion shall not limit, modify, or act as an offset or credit against Surety's obligation to arrange for or cause the completion of the Public Work as and when required by the Agreement.
IN WITNESS WHEREOF three (3) identical counterparts of this instrument, each of which shall for all purposes be deemed an original thereof, have been duly executed by the Principal and Surety named herein, on the 23rd day of June , 20 26 , the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersOtiedi ,,,,, representative pursuant to authority of its governing body. GO�ISTRUC _ Q, • oR1? 0R.f.; �p
(Seal) (Seal) O. GF 2
Western Surety Company Vincor Construction, Sr •
+
SURETY PRINCIPAL - 7 09-24-03 c7
•
By
Allison Ocampo, Attorney -In -Fact
1.51 N. Franklin Street
CHICAGO, IL 60606
ADDRESS
APPROVED:
CITY ATTORNEY
By
INSTRUCTIONS
X
Mic
2651
Brea, CA 92821
ADDRESS
Two (2) Notarized Signatures required
from all Corporations.
1. The above bond must be executed by both the Principal and the Surety.
2. If the Principal is a corporation, the bond must be executed in the corporate name and signed by the President or a Vice -President and the Secretary or Assistant Secretary, and the corporate seal affixed. If the Principal is a partnership, all partners must sign it. If the Principal is an individual doing business under a fictitious name, it must be signed by all persons having an interest in the business, and the fictitious name must be signed also.
The bond must be notarized by both the Principal and the Surety.
3. The City Attorney of the City of Placentia must approve the bond.
4. The bond, after approval, must be filed with the City Clerk of the City of Placentia. .• P
568
Western Surety Company
POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY -IN -FACT Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duly organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota, and that it does by virtue of the signature and seal herein affixed hereby make. constitute and appoint Michael R Strahan, Allison Ocampo, Individually
of San Diego, CA, its true and lawful Attomey(s)-in-Fact with full power and authority hereby conferred to sign, seal and execute for and on its behalf bonds. undertakings and other obligatory instruments of similar nature In Unlimited Amounts —
and to bind it thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of the corporation and all the acts of said Attorney. pursuant to the authority hereby given, are hereby ratified and confirmed.
This Power of Attorney is made and executed pursuant to and by authority of the Authorizing By -Laws and Resolutions printed at the bottom of this page, duly adopted, as indicated, by the shareholders of the corporation.
In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this 26th day of February, 2026.
State of South Dakota
County of Minnehaha
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WESTERN SURETY COMPANY
Larry Kasten, Vice President
On this 26th day of February, 2026, before me personally carne Larry Kasten, to me known, who, being by me duly sworn, did depose and say: that he resides in the City of Sioux Falls, State of South Dakota; that he is a Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authori€y, and acknowledges same to be the act and deed of said corporation.
My commission expires
December 4, 203 t
K. WALSH
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K. Walsh, Notary Public
CERTIFICATE
I, Paula Kolsrud, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hercinabove set forth is still in force, and further certify that the By -Laws and Resolutions of the corporation printed below this certificate are still in force. In testimony whereof I have hereunto subscribed my name and affixed the seal of the said corporation this 23rd day of June. 2026.
WESTERN SURETY COMPANY
Paula Kolsrud, Assistant Secretary
Authorizing By -Laws and Resolutions
ADOPTED BY THE SHAREHOLDERS OF WESTERN SURETY COMPANY
This Power of Attorney is made and executed pursuant to and by authority of the following By -Law duly adopted by the shareholders of the Company.
Section 7. All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporation shall be executed in the corporate name of the Company by the President, Secretary, and Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or agents who shall have authority to issue bonds, policies. or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies. undertakings, Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile.
This Power of Attorney is signed by Larry Kasten, Vice President, who has been authorized pursuant to the above Bylaw to execute power of attorneys on behalf of Western Surety Company.
This Power of Attorney may be signed by digital signature and sealed by a digital or otherwise electronic -formatted corporate seal under and by the authority of the following Resolution adopted by the Board of Directors of the Compny by unanimous written consent dated the 27''' day of April, 2022:
"RESOLVED: That it is in the best interest of the Company to p:.riodreaily rarity and confirm any corporate documents signed by digital signatures and to ratify and confirm the use of a digital or otherwise electronic -formatted corporate seal . each to be considered the act and deed of the Company." Go to .cnasuretv.eom > Owner / Obligee Services Validate Bond Coverage, if you want to verify bond authenticity.
Form F4280-6-2023
569
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of
Orange
On 06/24/2026 before me, Shirley Rose Kang, Notary Public (insert name and title of the officer)
personally appeared John Kang
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/ar-a• subscribed to the within instrument and acknowledged to me that he/chc/thcy executed the same in his/her/their authorized capacity(ies), and that by his/hcr/thcir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(&•) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature � (Seal)
SHIRLEY ROSE RANG
Notary Public - California
Orange County
. �:
� S Commission 1 2426300
1r my Comm. Expires Nov 27, 2025
570
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
Orange
County of
On 06/29/2026 before me, Shirley Rose Kang, Notary Public (insert name and title of the officer)
personally appeared Michele Cortes
who proved to me on the basis of satisfactory evidence to be the person(s) whose name() is/a-rs subscribed to the within instrument and acknowledged to me that tie/she/they executed the same in his/her/then authorized capacity(ie9), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(sr) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
SHIRLEY ROSE NANG
i ?•Notary Public • Ca1I(ornla
Orange County
V5'try Commission 0 2426300
My Comm. Expires Nov 27, 2026
(Seal)
571
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California o San Die
County of 9
On 1”1209-c, before me, E.B. Strahan, Notary Public
(insert name and title of the officer)
personally appeared Allison Ocampo
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/aFe subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by leis/her/theif signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
(Seal)
E. B. STRAHAN
Notary Public - California
-' San Diego County
Commission 0 2406282
My Comm. Expires Jun 25, 2026
572
Project No. 26-503 Bond Number: 30273108