1 GOODS PURCHASE AGREEMENT
BETWEEN
THE CITY OF SAN BERNARDINO
AND
PUBLIC RESTROOM COMPANY
This Goods Purchase Agreement (“Agreement”) is entered into this 3rd day of June, 2026, by and between the City of San Bernardino, a charter city and municipal corporation organized under the laws of the State of California with its principal place of business at Vanir Tower, 290 North D Street, San Bernardino, California 92401, County of San Bernardino, State of California (“City”), and Public Restroom Company, a Nevada corporation with its principal place of business at 2587 Business Parkway, Minden, NV 89423 (“Supplier”). The City and Supplier may be referred to individually as a “Party” and collectively as the “Parties” in this Agreement.
RECITALS
A. The City has a need to procure one (1) prefabricated public restroom building for La Plaza Park (“Goods”).
B. Sourcewell issued a public solicitation identified as RFP #052725 – Restroom and Shower Facilities Solutions, through which Public Restroom Company was awarded a cooperative contract (the “Master Agreement”).
C. Public Contract Code Section 10298(a) and Article V, Section 5.5 of the City’s Purchasing Policy authorize the City to utilize cooperative purchasing agreements with other public agencies when determined to be in the City’s best interest.
D. The City desires to procure the Goods under Sourcewell Contract No. 052725-PRM, as permitted under the Master Agreement, subject to the City’s terms and conditions herein.
AGREEMENT
Section 1. D
EFINITIONS.
A. “Goods” means the prefabricated restroom building and associated factory- provided components as described in Exhibit A. Goods do not include site preparation, foundations, underground utilities, installation, testing, or commissioning unless expressly stated in writing in Exhibit A.
B. “Delivery Date(s)” means that date or dates upon which the Goods is to be delivered to City, ready for approval, testing and/or use as specified in Exhibit “B.” Section 2. M
ATERIALS AND WORKMANSHIP.
When Exhibit “A” specifies machinery, equipment or material by manufacturer,
2 model or trade name, no substitution will be made without City ’s written approval.
Machinery, equipment or material installed in the Goods without the approval required by this Section 2 will be deemed to be defective material for purposes of Section 4. Where machinery, equipment or materials are referred to in Exhibit “A” as equal to any particular standard, City will decide the question of equality. When requested by City, Supplier will furnish City with the name of the manufacturer, the performance capabilities and other pertinent information necessary to properly determine the quality and suitability of any machines, equipment and material to be incorporated in the Goods . Material samples will be submitted at City’s request.
Section 3. I
NSPECTIONS AND TESTS.
City shall have the right to inspect and/or test the Goods prior to acceptance. If upon inspection or testing the Goods or any portion thereof are found to be nonconforming, unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A,” then without prejudice to any other rights or remedies, City may reject the Goods or exercise any of its rights under Section 4.C. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair City’s right to reject nonconforming goods, irrespective of City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof.
Section 4. W
ARRANTY.
A. Supplier’s warranty applies solely to defects in materials and workmanship of the factory -built Goods. This warranty does not apply to site- constructed work, foundations, utilities, connections, misuse, vandalism, or normal wear and tear for a period of two (2) years, or such longer period as provided by a manufacturer’s warranty or as agreed to by Supplier and City, from the date of final written acceptance of the Goods by City as required for final payment under Section 7. Supplier further warrants that any services provided in connection with the Goods will be performed in a professional and workmanlike manner and in accordance with the highest industry standards.
B. Supplier further warrants that all machinery, equipment, or process included in the Goods will meet the performance requirements and specifications specified in Exhibit “A” and shall be fit for the purpose intended. City ’s inspection, testing, approval, or acceptance of any such machinery, equipment , or process will not relieve Supplier of its obligations under this Section 4.B.
C. For any breach of the warranties contained in Section 4.A and Section 4.B, Supplier will, immediately after receiving notice from City, at the option of City , and at Supplier’s own expense and without cost to City:
1. Repair the defective Goods;
3 2. Replace the defective Goods with conforming Goods, F.O.B. City’s plant, office or other location of City where the Goods was originally performed or delivered; or
3. Repay to City the purchase price of the defective Goods.
If City selects repair or replacement, any defects will be remedied without cost to City, including but not limited to, the costs of removal, repair , and replacement of the defective Goods, and reinstallation of new Goods. All such defective Goods that are so remedied will be similarly warranted as stated above. In addition, Supplier will repair or replace other items of the Goods which may have been damaged by such defects or the repairing of the same, all at its own expense and without cost to City.
D. Supplier also warrants that the Goods are free and clear of all liens and encumbrances whatsoever, that Supplier has a good and marketable title to same, and that Supplier owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Goods. Supplier agrees to indemnify, defend, and hold City harmless against any and all third party claims resulting from the breach or inaccuracy of any of the foregoing warranties.
E. In the event of a breach by Supplier of its obligations under this Section 4 , City will not be limited to the remedies set forth in this Section 4, but will have all the rights and remedies permitted by applicable law, including without limitation, all of the rights and remedies afforded to City under the California Commercial Code.
Section 5. PRICES.
Unless expressly provided otherwise, all prices and fees specified in Exhibit “C,” attached hereto and incorporated herein by reference, are firm and shall not be subject to change without the written approval of City . No extra charges of any kind will be allowed unless specifically agreed to in writing by City ’s authorized representative. The total price shall include (i) all federal, state and local sales, use, excise, privilege, payroll, occupational and other taxes applicable to the Goods furnished to City hereunder; and (ii) all charges for packing, freight and transportation to destination.
Section 6. C
HANGES.
City, at any time, by a written order, and without notice to any surety, may make changes in the Goods, including but not limited to, City’s requirements and specifications.
If such changes affect the cost of the Goods or time required for its performance, an equitable adjustment will be made in the price or time for performance or both. Any change in the price necessitated by such change will be agreed upon between City and Supplier and such change will be authorized by a change order document signed by City and accepted by Supplier.
4 Section 7. PAYMENTS.
A. Terms of payment, are net thirty (30) days, less any applicable retention, after receipt of invoice, or completion of applicable Progress Milestones. Final payment shall be made by City after Supplier has satisfied all contractual requirements. Payment of invoices shall not constitute acceptance of Goods.
B. If Progress Milestones have been specified in Exhibit “B,” then payments for the Goods will be made as the requirements of such Progress Milestones are met.
Progress payments for the Goods will be made by City upon proper application by Supplier during the progress of the Goods and according to the terms of payment as specified in Exhibit “B.” Supplier’s progress billing invoice will include progress payments due for the original scope of work and changes. Each “Item for Payment” shown in Exhibit “B” and each change order will be itemized on the invoice. Invoices for cost plus work, whether part of Exhibit “B” or a change order, must have subcontractor and/or supplier invoices attached to Supplier’s invoice. Other format and support documents for invoices will be determined by City in advance of the first invoice cycle.
C. Payments otherwise due may be withheld by City on account of defective Goods not remedied, liens or other claims filed, reasonable evidence indicating probable filing of liens or other claims, failure of Supplier to make payments properly to its subcontractors or for material or labor, the failure of Supplier to perform any of its other obligations under the Agreement, or to protect City against any liability arising out of Supplier’s failure to pay or discharge taxes or other obligations. If the causes for which payment is withheld are removed, the withheld payments will be made promptly. If the said causes are not removed within a reasonable period after written notice, City may remove them at Supplier’s expense.
D. Payment of the final Progress Milestone payment or any retention will be made by City upon:
1. Submission of an invoice for satisfactory completion of the requirements of a Progress Milestone as defined in Exhibit “B” and in the amount associated with the Progress Milestone;
2. Written acceptance of the Goods by City;
3. Delivery of all drawings and specifications, if required by City;
4. Delivery of executed full releases of any and all liens arising out of this Agreement; and
5. Delivery of an affidavit listing all persons who might otherwise be entitled to file, claim , or maintain a lien of any kind or character, and containing an averment that all of the said persons have been paid in full.
If any person refuses to furnish an actual release or receipt in full, Supplier may
5 furnish a bond satisfactory to City to indemnify City against any claim or lien at no cost to City.
E. Acceptance by Supplier of payment of the final Progress Milestone payment pursuant to Section 7.D will constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Supplier then has, or can subsequently acquire against City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, payment for the final Progress Milestone by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Supplier, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement.
Section 8. SCHEDULE FOR DELIVERY.
A. The time of Supplier ’s performance is of the essence for this Agreement.
The Goods will be delivered in accordance with the schedule set forth in Exhibit “B.” Supplier must immediately notify City in writing any time delivery is behind schedule or may not be completed on schedule.
B. In the event that the Goods are part of a larger project or projects that require the coordination of multiple contractors or suppliers, then Supplier will fully cooperate in scheduling the delivery so that City can maximize the efficient completion of such project(s).
Section 9. TAXES.
A. Supplier agrees to timely pay all sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on the ultimate purchase price of the Goods provided under this Agreement.
B. Supplier will withhold, and require its subcontractors, where applicable, to withhold all required taxes and contributions of any federal, state or local taxing authority which is measured by wages, salaries or other remuneration of its employees or the employees of its subcontractors. Supplier will deposit, or cause to be deposited, in a timely manner with the appropriate taxing authorities all amounts required to be withheld.
C. All other taxes, however denominated or measured, imposed upon the price of the Goods provided hereunder, will be the responsibility of Supplier . In addition, all taxes assessed by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Goods, such as and including ad valorem, use, personal property and inventory taxes, will be the responsibility of Supplier.
D. Supplier will, upon written request, submit to City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder.
6 Section 10. INDEPENDENT CONTRACTOR.
Supplier enters into this Agreement as an independent contractor and not as an employee of City. Supplier shall have no power or authority by this Agreement to bind City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Supplier are employees, agents, contractors or subcontractors of the Supplier and not of City. City shall not be obligated in any way to pay any w age claims or other claims made against Supplier by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement.
Section 11. SUBCONTRACTS.
Unless otherwise specified, Supplier must obtain City’s written permission before subcontracting any portion of the Goods . Except for the insurance requirements in Section 14.A, all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Goods, will require that the subcontractor be bound by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Supplier from its obligations to City, including, but not limited to Supplier’s insurance and indemnification obligations. No subcontract or order will bind City.
Section 12. T
ITLE AND RISK OF LOSS.
Unless otherwise agreed, City will have title to, and risk of loss of, all completed and partially completed portions of the Goods upon delivery, as well as materials delivered to and stored on City property which are intended to become a part of the Goods. However, Supplier will be liable for any loss or damage to the Goods and/or the materials caused by Supplier or its subcontractors, their agents or employees, and Supplier will replace or repair said Goods or materials at its own cost to the complete satisfaction of City . Notwithstanding the foregoing, in the event that the City has paid Supplier for all or a portion of the Goods which remains in the possession of Supplier , then City shall have title to, and the right to take possession of, such Goods at any time following payment therefor. Risk of loss for any Goods which remains in the possession of Supplier shall remain with Supplier until such Goods has been delivered or City has taken possession thereof. Supplier will have risk of loss or damage to Supplier’s property used in the construction of the Goods but which does not become a part of the Goods.
Section 13. INDEMNIFICATION.
A. Supplier shall defend, indemnify and hold the City , its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence or willful misconduct of Supplier , its officials, officers, employees, agents, subcontractors and subconsultants arising out of or in connection with the Goods or the performance of this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related
7 costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of the City.
B. Supplier’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents , or volunteers shall be at Supplier’s own cost, expense, and risk. Supplier shall pay and satisfy any judgment, award, or decree that may be rendered against City or its officials, officers, employees, agents , or volunteers, in any such suit, action, or other legal proceeding. Supplier shall reimburse City and its officials, officers, employees, agents , and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided.
C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City , its officials, officers, employees, agents or volunteers.
Section 14. I
NSURANCE.
A. General. Supplier shall take out and maintain:
1. Commercial General Liability Insurance, of at least $2,000,000 per occurrence/ $4,000,000 aggregate for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01;
2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non- owned and hired vehicles, of at least $1,000,000 per accident for bodily injury and property damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto);
3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and
4. If Supplier is also the manufacturer of any equipment included in the Goods, Supplier shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than $1,000,000.
B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage. The policies required under this Section shall give City, its officials, officers, employees, agents or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, self - insurance or other coverage maintained by the City or any additional insureds shall not be called upon to contribute to any loss, and shall contain or be endorsed with a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and
8 volunteers. The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.
Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement.
C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A-:VII, licensed to do business in California, and satisfactory to the City.
D. Evidence of Insurance. Supplier shall furnish City with original certificates of insurance and endorsements effecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City . All certificates and endorsements must be received and approved by the City before delivery commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.
E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Goods.
Section 15. LIENS.
A. Supplier, subcontractors and suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Goods , for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Supplier, subcontractor and suppliers expressly waive and relinquish any and all ri ghts which they now have, or may subsequently acquire, to file or maintain any Claim and Supplier, subcontractor and suppliers agree that this provision waiving the right of Claims will be an independent covenant.
B. Supplier will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Supplier will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims.
9 Section 16. TERMINATION OF AGREEMENT BY CITY.
A. Should Supplier at any time refuse or fail to deliver the Goods with promptness and diligence, or to perform any of its other obligations under the Agreement, City may terminate Supplier’s right to proceed with the delivery of the Goods by written notice to Supplier. In such event City may obtain the Goods by whatever method it may deem expedient, including the hiring of another contractor or other contractors and, for that purpose, may take possession of all materials, machinery, equipment, tools and appliances and exercise all rights, options and privileges of Supplier . In such case Supplier will not be entitled to receive any further payments until the Goods are delivered.
If City’s cost of obtaining the Goods , including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City.
B. City may, for its own convenience, terminate Supplier’s right to proceed with the delivery of any portion or all of the Goods by written notice to Supplier . Upon termination for convenience, Supplier shall be compensated for all Goods completed, Goods in production, materials procured, and reasonable demobilization costs.
C. On receipt of notice under Section 16.B , Supplier will, with respect to the portion of the Goods terminated, unless the notice states otherwise,
1. Immediately discontinue such portion of the Goods and the placing of orders for materials, facilities, and supplies in connection with the Goods,
2. Unless otherwise directed by City , make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and
3. Deliver only such portions of the Goods which City deems necessary to preserve and protect those portions of the Goods already in progress and to protect material, plant, and equipment at the Goods site or in transit to the Goods site.
D. Upon termination pursuant to Section 16.B, Supplier will be paid a pro rata portion of the compensation in the Agreement for any portion of the terminated Goods already delivered, including material and services for which it has made firm contracts which are not canceled, it being understood that City will be entitled to such material and services. Upon determination of the amount of said pro rata compensation, City will promptly pay such amount to Supplier upon delivery by Supplier of the releases of liens and affidavit, pursuant to Section 7.C.
Section 17. F
ORCE MAJEURE
A. Supplier shall not be held responsible for failure or delay in shipping nor City for failure or delay in accepting goods described herein if such failure or delay is due to a Force Majeure Event.
10 B. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the work); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Supplier and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority.
C. In the event of any such excused interference with shipments, City shall have the option either to reduce the quantity provided for in the order accordingly or to exercise its right of cancellation as set forth in this Agreement.
Section 18. M
ISCELLANEOUS PROVISIONS.
A. Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address or at such other address as the respective parties may provide in writing for this purpose:
CITY:
City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: Lynn Merrill,
Director of Public Works
With Copy To:
City of San Bernardino
Vanir Tower, 290 North D Street
San Bernardino, CA 92401
Attn: City Attorney
SUPPLIER:
Public Restroom Company
2587 Business Parkway
Minden, NV 89423
Attn: Jennifer Garlington
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate
11 notice on the date actual notice occurred, regardless of the method of service.
B. Assignment or Transfer. Supplier shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of the City, which will not be unreasonably withheld. Provided, however, that claims for money due or to become due Supplier from the City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval.
Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to the City.
C. Successors and Assigns . This Agreement shall be binding on the successors and assigns of the Parties.
D. Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
E. Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.
F. Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in San Bernardino County.
G. Attorneys’ Fees and Costs. If any action in law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, each Party shall pay its own attorneys’ fees.
H. Interpretation. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party.
I. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
J. Authority to Enter Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement and bind each respective Party.
K. Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
L. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.
12 M. City’s Right to Employ Other Supplier s. City reserves its right to employ other contractors in connection with the Goods.
N. Entire Agreement . This Agreement constitutes the entire agreement between the Parties relative to the Goods specified herein. There are no understandings, agreements, conditions, representations, warranties or promises with respect to this Agreement, except those contained in or referred to in the writing.
O. Electronic Signature. Each Party acknowledges and agrees that this Agreement may be executed by electronic or digital signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature.
[SIGNATURES ON FOLLOWING PAGE]
13 SIGNATURE PAGE TO GOODS PURCHASE AGREEMENT
BETWEEN THE CITY OF SAN BERNARDINO
AND PUBLIC RESTROOM COMPANY
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written.
CITY OF SAN BERNARDINO
APPROVED BY:
Eric Levitt
City Manager
ATTESTED BY:
Telicia Lopez, CMC
City Clerk
APPROVED AS TO FORM:
Best Best & Krieger LLP
City Attorney
SUPPLIER
PUBLIC RESTROOM COMPANY
Signature
Name
Title
EXHIBIT A
GOODS SPECIFICATIONS
Supplier’s proposal dated April 23, 2026, titled Price Proposal – La Plaza Park – San Bernardino, CA (#13271), is attached and incorporated by reference. Only the goods and delivery scope are authorized under this Agreement.
[ATTACHED]
La Plaza Park – San Bernardino, CA| 04/23/2026| Reference # 13271-4/21/2026-5 2587 Business Parkway | Minden, NV 89423 | www.PublicRestroomCompany.com | p: 888-888-2060 | f: 888-888-1448 1 of 19
Price Proposal: La Plaza Park
Location: San Bernardino, CA
Date: 04/23/2026
Reference: 13271-4/21/2026-5
Sourcewell: Contract # 052725-PRM
Our Offer to Sell:
1. Total Cost of Building Fabrication, Delivery, Offset and Installation $ 327,742
2. Prefabricated Building delivered to site and offset $ 301,937 Public Restroom Company (PRC) herein bids to furnish (building only per plans and specifications, delivered to site with all costs except installation including applicable taxes excluding retention. (Retention is not allowed as this is materials or a product fully assembled before shipment to the site and therefore not subject to retention.)
3. Installation: Turnkey Installation of the Building above $25,805 with retention allowed.
Public Restroom Company also includes in this two-part quotation our turnkey installation package for this building. Our national factory authorized installation team will:
a. Arrive onsite to confirm and verify the Owner/General Contractor provided scope of work in preparation for installation including access to the site. b. Verify the building pad size, building corners, finished slab elevation, utility depth and location, meter size and distance from building, and compaction compliance. c. Excavate the utility trenches for placement of our prefabricated underground piping tree for the buildings plumbing and electrical, set the plumbing tree in place, provide the water test for inspection before backfilling, and then place the adjacent coarse sand that Owner/Contractor provided alongside the building pad and screed it level for final building placement. PRC will need onsite water availability for wetting the sand bed before building placement to consolidate the pad.
d. Set the building on the site pad.
e. Connect the utility piping stub ups to the building piping stub down building points of connection for water, sewer, and electrical conduit to the building internal electrical panel. ** Please note: If there is a Community Workforce Agreement or other regulation requiring local labor for installation, Public Restroom Company will not offer this full installation package. The building will be delivered to the site and offset with a crane only. The Owner or General Contractor will be responsible for installation, and a separate price will be issued for the crane and site supervision. Please see “Optional Building Installation Steps – By Others” on page 12 .**
4. Owner/General Contractor Final Tie in of Utilities and other site work a. The Owner/Contractor is responsible for making all final plumbing connections at the POC location approximately 4’-6’ outside of the building footprint. b. The Owner/Contractor is responsible for pulling wire and completing all final tie-ins to the electrical panel from the POC location approximately 4-6’ outside of the building footprint.
c. The Owner/Contractor is responsible for preparing the pad/foundation. PRC will trench through provided pad/foundation to the POC locations provided by the GC between 4’- 6’ outside of the building footprint.
La Plaza Park – San Bernardino, CA| 04/23/2026| Reference # 13271-4/21/2026-5 2587 Business Parkway | Minden, NV 89423 | www.PublicRestroomCompany.com | p: 888-888-2060 | f: 888-888-1448 2 of 19
OWNER/GENERAL CONTRACTOR SCOPE OF WORK WITH/WITHOUT FOOTINGS:
Scope of Work Background:
Owner/General Contractor shall survey the site, establish survey for the building pad and prefabricated building slab elevation and front corners, excavate for building footings (if required), locate footing sleeves for electrical, waste, and water, pour the footings (if required), furnish sand base adjacent to subgrade pad, and provide location for utility POC’s nominally 4’-6’ outside the building’s subgrade.
Preparation of Building Pad:
Owner/General Contractor is responsible for providing the building subgrade pad or when required footings. Determination of subgrade type is outside of Public Restroom Company’s scope. Pad/Footing specifications are to be provided by the Owner/General Contractor based on site-specific requirements as determined by the Local Authority Having Jurisdiction (AHJ) and soil conditions. Final subgrade design must meet or exceed the minimum design criteria provided for reference by Public Restroom Company.
Subgrade Pad/Foundation Requirements:
1. Owner/General Contractor shall survey the building site and provide a finished slab elevation for the prefabricated building. The building pad size required is larger than the final actual building footprint. Provide building front corner stakes with 10’ offsets.
2. Excavate the existing site to the depth of the required footings to local code if required.
3. Furnish coarse concrete sand adjacent to subgrade pad so PRC can cut the utility trenches, install underground utilities, and screed sand.
4. If determined that under slab vapor barrier and or insulation is required, Owner/General Contractor shall provide materials and installation.
Owner/General Contractor verification of site access to allow Building Delivery:
1. You certify to PRC that suitable delivery access to the proposed building site is available. Suitable access is defined as 14’ minimum width, 16’ minimum height, and sufficient turning radius for a crane and 70’ tractor-trailer.
2. PRC cost is based upon the provided crane being able to get within 35’ of the building’s center and for the delivery truck to be no more than 35’ from the crane center picking point.
3. If the path to the building site traverses curbs, underground utilities, landscaping, sidewalks, or other obstacles that could be damaged, it is the Owner/General Contractor ‘s responsibility for repair and all costs, if damage occurs.
4. If trench plating is required, it shall be the cost responsibility of the Owner/General Contractor.
5. If unseen obstacles are present when site installation begins, it is the Owner/General Contractor responsibility to properly mark them and verbally notify PRC before installation.
6. If weather becomes an issue for safety or site installation delays due to weather, Owner/General Contractor or PRC with General Contractor’s confirmation may call-off set. If building set is stopped, relocation of the building modules to an onsite or offsite location may incur additional costs to Owner/General Contractor.
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Installation Notice and Site Availability:
PRC will provide sufficient notice of delivery of the prefabricated building. The Owner/General Contractor shall make the site available during the delivery period. During the delivery period, on an improved site, Owner should stop site watering several days before delivery to minimize the impact on the soils for the heavy equipment needed for installation.
Caution: If site is not ready for our field crew to perform their installation and if no notice of delay in readiness from Owner/General Contractor is received, PRC will provide a change order for re- mobilization daily until the site is ready for us. Ready means that the site pad is completed, the corner required survey stakes are in place, the slab elevation stakes are in place, the location of the front of the building is confirmed on site, and access to the site is available from an improved roadway.
Owner/General Contractor shall sign the change order before PRC will continue delivery.
Public Restroom Company will turnkey set the buildings including the hook up of utilities inside the building (only) when they are available. PRC will use its own factory trained staff for the installation.
Utility Connections:
1. PRC to complete all internal building plumbing connections and connections from the electrical panel to building’s fixtures. The Owner/ Contractor is responsible for making the final plumbing connections at the POC location approximately 4’-6’ outside of the building footprint.
2. The Owner/Contractor is responsible for pulling the wire and completing the final tie-in to the electrical panel from the POC location approximately 4’-6’ outside of the building footprint.
3. The Owner/Contractor is responsible for commissioning the building once final utility connections are made. This includes flushing & testing all water service lines before final startup.
Special Conditions, Permits, and Inspection Fees:
Follow any published specifications governing local building procedures for applicable building permit fees, health department fees, all inspection fees, site concrete testing fees, and compaction tests, if required by Owner. PRC is responsible for all required State inspections and final State insignia certification of the building, if applicable.
Jurisdiction for Off-site Work:
Jurisdiction, for permitting and inspection of this building shall be either the State agency who manages prefabricated building compliance in the state or the local CBO (when the State does not provide certification.) If the responsibility for building inspection is the local CBO, PRC will provide a certified plan set, calculations, and a factory inspection report from an approved third party for all closed work the local official cannot see.
PUBLIC RESTROOM COMPANY SCOPE OF WORK:
Our In Plant/Off-Site Construction Scheduling System:
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PRC has several off-site manufacturing centers in the United States, strategically located, with the proper equipment and trained staff to fabricate our custom buildings to our high-quality fit and finish standards. PRC manages quality control in our off-site production facility to comply with the approved drawings and provides an inspection certification and photos as required. When PRC proprietary designed and fabricated material are part of the project, PRC supplies the manufacturing centers with these proprietary components. The in-plant construction process is then scheduled to coordinate with your delivery date through our operations division field staff.
Special Payment and Progress Billing Terms:
Invoicing shall commence on or up to the end of the month following execution of the order and/or acceptance of the proposal or contract. The initial invoice shall be issued upon commencement of design and engineering activities, including architectural plan development. Upon commencement of fabrication, progress invoices shall be issued monthly based on factory percentage of completion, supported by factory inspections and photographic documentation.
1. Payment Terms
All invoices issued by Public Restroom Company are due Net Thirty (30) calendar days from the invoice date unless otherwise expressly agreed to in writing.
2. Condition Precedent to Production and Delivery
PRC’s obligation to continue fabrication, release materials, schedule delivery, or deliver the modular building is expressly conditioned upon timely payment of all undisputed invoices in accordance with the agreed payment terms.
3. Production Suspension for Non-Payment
In the event any undisputed invoice remains unpaid beyond the Net 30 payment term, PRC reserves the right, upon written notice, to suspend production, fabrication, procurement, and scheduling activities until payment is brought current. Any suspension caused by late payment shall result in a corresponding extension of schedule, and PRC shall not be responsible for delays or impacts arising from such suspension.
4. Delivery Contingent Upon Payment
PRC shall not be required to release the modular building for shipment until all invoices related to fabrication, materials, engineering, and manufacturing have been paid in full. Invoices associated solely with on-site installation services may remain outstanding until such services are performed.
5. Costs of Suspension and Restart
Any costs incurred by PRC because of payment-related suspension, demobilization, remobilization, storage, or rescheduling shall be the responsibility of the Owner/General Contractor and may be invoiced accordingly.
6. No Waiver
Acceptance of late or partial payment shall not constitute a waiver of PRC’s right to enforce these payment terms on current or future invoices.
PRC reserves the right to require payment assurances, including advance payment or modified billing terms, if payment performance becomes unsatisfactory.
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Specification Confirmation and Change Policy:
The Public Restroom Company’s pricing and schedule are based on the specifications, drawings, and performance criteria reviewed and approved at the time of contract execution. Once final specifications are confirmed and approved by the Owner or General Contractor, they are considered frozen for fabrication and procurement purposes. Any modification to materials, finishes, fixtures, equipment, or performance standards requested after contract execution including revisions to approved submittals, specification sections, or performance requirements shall constitute a Change in Scope.
Such changes will require a written Change Order and may result in adjustments to contract price, lead time, and delivery schedule.
The Public Restroom Company will not proceed with any change to approved specifications without written authorization from the contracting agency. Any delay in providing written authorization shall extend the delivery schedule accordingly.
Revisions to City/Owner Specifications Post-Contract:
If, after award, the Owner or its representatives issue revised specification sections, alternates, or addenda that alter PRC’s approved design, the cost of compliance shall be borne by the Owner through an approved Change Order.
PRC shall have no obligation to incorporate such revisions unless mutually agreed in writing.
Delivery and Installation:
Site Inspection:
Our highly trained field crew, upon site arrival, will verify the required dimensions of the building pad and the corner locations/elevation. PRC will also verify the delivery path from an accessible road or street and install the underground utilities to the point of connection nominally 4’-6’ from the exterior of the building.
Installation of Utilities under the Prefabricated Building:
Off-site, PRC fabricates underground utilities (water, and DWV piping and fittings) preassembled plumbing and electrical tree. Our site staff will set the underground tree into code depth excavated trenches, and our staff will install the coarse concrete sand to bed the piping per our submitted drawing.
PRC provides all the building’s under slab piping including the driven electrical ground rod. The Owner/General Contractor brings utility services to between 4’-6’ outside of the building footprint and are responsible for final connections at that point.
Connection of Utilities Post Building Placement:
After placement of the building on the pad by PRC, our field staff will tie in the water and sewer connection “inside” the building only and terminate at a point of connection (POC) outside the building clearly marked for each utility service. The Owner/General Contractor is responsible for final utility point of service connections at the nominal 4’-6’ from building locations.
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Electrical:
PRC provides the electrical conduit to the POC 4’-6’ from the building. The Owner/General Contractor pulls the wire and ties it off on the electrical panel.
Plumbing:
PRC provides the POC between 4’- 6’ from the building footprint and the Owner/General Contractor connects the water to our stub out location.
Sewer:
Some sites depending on the local jurisdiction will require an outside house trap which Owner/General Contractor shall install if needed. PRC will provide you with a sewer point of connection including a clean out to which Owner/General Contractor will terminate the site sewer service.
Testing of Water, Sewer, and Electrical in Plant and Final Site Utility Connection:
Before the building leaves the manufacturing center, PRC certifies a pressure water piping test, DWV, and the electrical connections for compliance with code. While the building is fully tested for leaks at the plant before shipment, road vibration may loosen some plumbing slip fittings and require tightening once the building services (water) is completed. Owner/General Contractor is responsible for minor fitting tightening to handle small slip fitting leaks caused by transportation.
Time of Completion:
Public Restroom Company (“PRC”) anticipates that its scope of work will be completed within approximately ten (10) months (300 calendar days) from execution of the contract, if submittals, regulatory reviews, site readiness, and Owner/Contractor decisions proceed without undue delay.
This duration includes engineering coordination, fabrication, inspections, and delivery of the modular building. Any delays caused by changes in scope, delayed submittal reviews, regulatory agency approvals, site conditions, utility readiness, or other factors beyond PRC’s control shall entitle PRC to a corresponding extension of time.
Project Schedule:
Within fourteen (14) calendar days of execution of the contract, Public Restroom Company (“PRC”) shall provide a detailed project milestone schedule identifying key activities and anticipated durations for review and coordination. The milestone schedule shall be used as a planning and coordination tool and shall be subject to adjustment based on regulatory approvals, site readiness, Owner/Contractor coordination, and other factors beyond PRC’s control.
The following exclusions and clarifications are project-specific applications of, and are in addition to, the exclusions set forth in Exhibit B – PRC Standard Exclusions. Nothing herein shall be construed to limit, waive, or modify any exclusion contained in Exhibit B. In the event of any inconsistency, Exhibit B shall govern.
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Exclusions/Exceptions:
1. Site Access & Delivery Constraints.
Access issues for delivery of the building requiring a clear, unobstructed path of travel from an improved roadway to the final installation pad or foundation are excluded from PRC’s scope. Limitations including, but not limited to, trees, inaccessible roadways, overhead power lines within crane swing or lift zones, grade changes limiting trailer clearance (minimum 4"), berms, uneven grades, sidewalks, or other site improvements are not within PRC’s scope. Where buildings cannot be immediately set due to access or site readiness, off- site storage or relocation to a crane yard and subsequent re-delivery shall be by Change Order at prevailing local rates.
2. Weather-Related Delivery Impacts.
Weather-related site conditions that prevent safe delivery or installation may require diversion to an off-site location. All associated costs and schedule impacts shall be borne by the Owner/General Contractor and handled by Change Order. Weather risk decisions made by others are not PRC’s responsibility.
3. Sidewalks and Hardscape.
Sidewalks, flatwork, or hardscape outside the building footprint are excluded.
4. Trench Plates and Ground Protection.
Trench plates, matting, or other protection for soils, sidewalks, utilities, or improvements are by Owner/General Contractor. Any damage to site improvements during installation is the responsibility of Owner/General Contractor.
5. Spoils and Debris Removal.
Removal or disposal of soil, sand, spoils, or debris resulting from trenching or site installation is excluded.
6. Survey and Pad Construction.
Surveying, layout, building corner verification, finish floor elevation, excavation, and construction of subgrade building pads or footings (if required) per PRC plans are excluded.
7. Soils and Bearing Capacity.
Soils not capable of supporting a minimum bearing capacity of 1,500 PSF at 90% maximum dry density must be corrected by Owner/General Contractor prior to placement. In the absence of a geotechnical report, Owner/General Contractor shall verify soil capacity or provide an engineered foundation system.
8. Water Pressure & Flow Conditions.
Improper water pressure (not within 45-60 PSI), undersized meters, or insufficient flow requiring internal diaphragm tanks or pressure regulation shall be handled by Change Order.
Water service chlorination post-installation is by Owner/General Contractor.
9. Crane Radius Assumptions.
Crane pricing is based on a maximum 35-foot radius measured from crane center pin to the furthest module roof center point. Increased radius requiring larger equipment shall be by Change Order.
10. Permits, Bonds, and Inspections.
Bonds, building permits, site surveys, special inspections, final utility connections, and minor
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debris removal are excluded and by Owner/General Contractor. Plumbing leaks occurring due to unavailable site water at installation are excluded.
11. Traffic Control.
Site traffic control, flagging, or roadway coordination is excluded.
12. Work by Others.
Any equipment installation, site work, testing, or inspections not expressly included in PRC’s proposal are excluded.
13. Backflow Certification.
Backflow testing and certification, if required, are excluded.
14. Fire Suppression Systems.
Fire suppression systems of any type are excluded.
15. Electrical Utility Equipment.
Transformers, disconnects, service equipment, and utility-side electrical infrastructure are excluded.
16. Vapor Barriers and Insulation.
Under-slab vapor barriers and insulation, if required, are by Owner/General Contractor.
17. Gutters and Downspouts.
Gutters and downspouts, if required, are excluded unless expressly included.
18. Christy Boxes and Below-Grade Enclosures.
Christy boxes, pull boxes, and below-grade electrical or plumbing enclosures are excluded.
PRC utility connections terminate at points of connection within six (6) feet of the building, above finished grade, per approved shop drawings.
19. Licensed Plumber Requirements.
If a jurisdiction requires a licensed plumber to perform any portion of PRC’s scope, such services are excluded. Any licensed plumbing services shall be provided by Owner/General Contractor and added only by written, mutually executed Change Order.
Standard Scope Inclusions & Exclusions
This proposal is expressly conditioned upon and incorporates by reference the following exhibits, which are attached hereto and made part of this proposal:
Exhibit A – PRC Standard Inclusions
Exhibit B – PRC Standard Exclusions
The Standard Inclusions define the work, materials, services, and responsibilities provided by Public Restroom Company (“PRC”).
The Standard Bid Exclusions identify work, materials, services, permits, fees, and responsibilities expressly excluded from PRC’s scope unless specifically included in writing within this proposal or an approved change order.
In the event of any conflict between this proposal, drawings, specifications, or other contract documents, Exhibits A and B shall govern.
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Insurance and Prevailing Wage Certification:
PRC shall comply with the required insurance requirements, wage reports, and safety requirements for the project, including OSHA regulations.
Special Insurance to Protect the Building Before Acceptance:
As PRC requires payment for each month of off-site construction, and since the building is not on owner property where their insurance will cover the building, PRC maintains a special policy that insures the property even when paid for off-site until the building is finally accepted by the owner. This special policy protects the Owner’s custom ordered materials to be used in the fabrication of the building during this period. PRC provides insurance to cover the building materials from supplier to manufacturer, while it is being built off-site, while in transit to the job site, during and after it is installed on-site until final acceptance. This special policy has a $1,000,000 coverage limit per modular unit. This exceeds the cost of any single building offered for sale herein.
Errors and Omissions Insurance:
Our firm utilizes the services of licensed architects, engineers, and drafting professionals to provide design of our buildings. Since these buildings are required to meet accessibility standards and building codes on site, and since PRC is the designer, PRC carries Errors and Omissions Insurance (E & O) to protect our clients from any errors. The policy covers a limit of up to $2,000,000 per occurrence and is more clearly explained in the insurance certificates provided after receipt of a purchase order.
WARRANTY:
All work performed by PUBLIC RESTROOM COMPANY (called “Company”) shall be warranted to the Owner to be of good quality, free of faults and defects in material, workmanship, and title for 5 years from last date of installation if building is installed by Company or 1 year if building is installed by Owner or Owner’s agent without on-site supervision by Company. Company warranty on building shell including exterior walls, concrete 8” slab/foundation, and roof system is warranted for 20 years structurally. The Company will repair or replace at their sole option any defects in work upon proper notice to the below stated address below.
Owner/General Contractor selected parts and materials that are not PRC approved will not be covered under PRC’s 5-year component warranty. These selections will be covered only by any available manufacturer warranty.
Our Company extended warranties shall be Company only and shall have no effect on any required Performance, Payment, or Warranty Bonds where Surety shall assume no liability to the Company, the Owner, or any third parties should the Company fail for any reason to deliver acceptable maintenance warranties beyond the one-year period. The warranty extension is solely between the owner and PRC and not the general contractor, bonding company, or architect/engineer of record.
This warranty applies only if all work performed by Company has been fully paid for, including change orders if applicable. Company has no responsibility for any neglect, abuse, or improper handling of building product.
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The warranties expressed herein are exclusive, and are in lieu of all other warranties expressed or implied, including those of merchantability and fitness.
There are no warranties which extend beyond those described on the face of this Warranty. The foregoing shall constitute the full liability of the Company and be the sole remedy to the Owner.
Term of Offer and Acceptance:
This proposal shall remain valid for acceptance for a period of ninety (90) calendar days from the date of issuance, or, if submitted as part of a public bid, for the duration specified in the Owner’s bid documents. Acceptance of this proposal shall occur only upon written authorization to proceed, including approval of PRC’s post-bid preliminary notice to begin drawings, and shall remain subject to final Owner/General Contractor approval of PRC’s submittals and receipt of a fully executed contract or purchase order expressly incorporating this proposal.
PRC shall have no obligation to commence work or reserve production capacity until such acceptance conditions have been satisfied.
Price Validity:
Pricing is valid for twelve (12) months from the date of contract execution. If fabrication does not commence within that period due to delays outside the manufacturer’s control, the contract price shall be adjusted to reflect current labor, material, and freight costs.
Special Notice of Possible Project Cost Increases as a Result of Late Payments:
In the event of delayed or late payment, PRC shall have the right to remedies including late charges, overall project total cost increases, and other damages as allowed by applicable law. The contract price quoted herein is a discounted price based upon our receipt of progress payments as invoiced on the agreed billing schedule of PRC. In the event of non-payment, PRC will provide a 5 day written notice to cure and if payment is still not received, the payment due may increase, to an undetermined amount, to cover work stoppage, remobilization, cancellation of materials and subsequent restocking charges, resale of the contracted building to another party, storage fees, additional crane fees, travel and per diem costs for field crews, and any other cost applicable to the project, as allowed by law. Interest if applicable to non-payment will be assessed at the maximum amount allowed by law or 18% whichever is greater.
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Storage Fees:
Upon completion of fabrication, Public Restroom Company must receive a confirmed delivery and installation date scheduled to occur within ninety (90) calendar days of the fabrication completion date.
If delivery and installation are scheduled to occur more than ninety (90) days after fabrication completion, storage fees shall apply beginning on the ninety-first (91st) day. Storage fees shall be assessed at a rate of Five Hundred Dollars ($500.00) per module per thirty (30) days, prorated daily at Sixteen Dollars and Sixty-Seven Cents ($16.67) per module per day, until delivery occurs.
Storage fees shall apply regardless of cause, including but not limited to site readiness, permitting delays, weather, or scheduling constraints beyond PRC’s control.
Project Abandonment:
If delivery is delayed more than one year after building completion due solely to Owner/Client action or inaction, PRC may, upon written notice, deem the building abandoned unless a mutually acceptable delivery schedule is confirmed.
In the event of abandonment, PRC may reallocate or resell the building to mitigate damages. Any resale shall not relieve Owner/Client of financial obligations incurred under the Agreement.
Termination:
Upon Termination for any reason, Owner/General Contractor shall be liable for the cost of all work performed up to the date of termination. Additionally, Owner/General Contractor shall pay for off-site demolition and disposal of the partially or fully fabricated building as well as any non-returnable materials which were custom ordered to complete fabrication in PRC’s factory location. Any returned materials are subject to return and restocking fees at the Owner/General Contractor expense.
Venue for Contract Jurisdiction:
Public Restroom Company requires all contracts accepted by our firm to hold that the venue for legal jurisdiction for this contract offer and acceptance shall be Douglas County, Nevada. In the event of your default, PRC shall be entitled to the full amount due including reasonable attorney fees, costs, storage, expenses of physical recovery, and statutory interest, as allowed by law.
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Optional Building Installation Steps – By Others:
If a Community Workforce Agreement or other labor regulation requires the use of local labor for site work, our trained installation staff will not be able to complete the installation work on site. In these cases, Public Restroom Company shall provide one staff member for supervision of installation work being performed by others for warranty to be valid. Below is a general guide for the installation and may not constitute a full installation process depending on the unique features of the site, building, and utilities needed.
1. Underground Utility Prep: *Reminder - 8” slab arrives with the building* a. Owner/ General Contractor to stringline outside of building slab and mark the utility drop locations per the plumbing drop plan provided with submittal drawings. b. Owner/ General Contractor to trench utility lines to meet the drop locations. c. Owner/ General Contractor to assemble the underground sewer piping, electrical conduit, and install underground water line.
d. Trench and install building utilities.
e. Slope the sewer to code (minimum 2%).
f. Shade pipes with sand while waiting for the underground inspection. g. Pass local building underground inspection.
h. Backfill with course mason sand around all the plumbing risers. i. Pad should be laser level 8” below the finish floor elevation. Place course mason sand and screed sand flush using 2x4’s.
2. Building Off-Load and Set:
a. Remove plastic shrink wrap.
b. Remove steel tie-down plates from building slab and install provided pick plates. c. Remove the electrical conduit from the main panel, clear all block out grates. d. Hook up the rigging and install protection from rigging at the fascia. e. Pick the building slowly, lift the building up 1 inch off the trailer to make sure building is secure. Check the level of the building and adjust with shackles. f. Set the building on the sub-grade at marked location. g. Repeat for any additional building modules.
3. Final Install Steps:
a. Make sure the building is level and aligned properly (block joints, cap beam, concrete slab, plumbing, fascia, ridge, etc.)
b. Dry in the roof including caulking joints at the fascia. c. Connect all interior plumbing, including clean outs before the exterior sewer POC. d. Connect the 2” electrical conduit to the main panel in the chase, install 10’ ground and connect it to the Ufer ground that is located under the panel. e. Touch up paint, as needed.
f. Sweep out all the rooms, wipe all fixtures and doors, etc. g. Install backer rod where the building modules join. h. Install self-leveling caulking on the floor slab joints where the building modules meet
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No modifications to this offer shall be authorized unless confirmed in writing by the President of Public Restroom Company.
Offered by: Public Restroom Company by _________________________________ Charles E. Kaufman IV, President
This proposal constitutes a conditional acceptance of the preliminary purchase order for the building, subject to the review and acceptance of the submittals furnished by Public Restroom Company. Upon written acceptance of the preliminary submittals, this proposal, together with the accepted submittals, shall constitute the final and binding purchase agreement between the parties. At the Owner’s or General Contractor’s discretion, a final purchase order or formal contract may be substituted, provided such document expressly incorporates this proposal and its terms without modification.
Accepted by:
_______________________________ _______________________________ Authorized Signature Date Signed
_______________________________ _______________________________ Printed Name Legal Entity Name and Address
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Exhibit A – PRC Standard Inclusions
The following inclusions define the standard scope provided by Public Restroom Company (“PRC”) for factory-built modular restroom and concession buildings. These inclusions apply unless otherwise modified in PRC’s written proposal.
1. MODULAR BUILDING FABRICATION (FACTORY SCOPE)
PRC includes the full off-site fabrication of the modular building(s), including:
1.1 Structural building shell, roof system, wall assemblies, and floor system
1.2 Interior finishes, partitions, doors, frames, and hardware
1.3 Factory-installed plumbing, electrical, mechanical, and ventilation systems
1.4 Factory installation of all PRC-supplied fixtures and restroom accessories
1.5 Factory-applied coatings, sealants, water barriers, and graffiti-resistant finishes per PRC standards
1.6 Quality control inspections required by state modular programs
1.7 Modular insignia and state approval labeling (HCD or equivalent)
2. SUBMITTALS & DOCUMENTATION
PRC includes preparation and submission of:
2.1 Modular building shop drawings and factory plans required for modular approval
2.2 Standard product data sheets, fixture cut sheets, and finish schedules
2.3 Color selection sheets (PRC standard colors unless otherwise stated)
2.4 Warranty documentation for PRC-provided materials and equipment
2.5 As-built modular drawings upon completion of fabrication (only if required) PRC’s submittals apply only to factory-built components.
3. MEP SYSTEMS (FACTORY INSTALLATION)
PRC includes:
3.1 Complete factory plumbing installation within building footprint
3.2 Electrical wiring, panels, breakers, devices, and exterior/interior lighting
3.3 HVAC equipment or ventilation systems as specified and installed in factory
3.4 Water heater, mixing valves, flush valves, and other PRC-supplied fixtures
3.5 Conduit stub-outs at designated exit points for site connection
3.6 Factory pressure testing and system quality checks
4. BUILDING DELIVERY
PRC includes:
4.1 Transportation of modular building from factory to project site
4.2 Standard delivery scheduling and coordination
4.3 On-truck inspection prior to offloading
4.4 Escort or oversize permitting within PRC’s typical operating region Special transportation requirements may be handled by change order.
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5. BUILDING SET & INSTALLATION (LIMITED SCOPE)
PRC includes limited on-site services necessary to set the modular unit(s):
5.1 On-site PRC supervisor or set crew to guide building placement
5.2 Bolting/anchoring the building to the GC-provided foundation or pad
5.3 Connection of factory building systems to GC-provided utility stub-outs within 4-6 feet of building perimeter
5.4 On-site finish touch-ups immediately surrounding crane-set activities
5.5 Leveling, alignment, and final adjustment of building sections (if applicable) Crane and rigging services are included only if specifically stated in the proposal.
6. CLEANING & CLOSEOUT
PRC includes:
6.1 Factory-quality interior and exterior cleaning prior to shipment
6.2 Basic on-site cleaning after installation directly related to PRC work
6.3 Delivery of O&M manuals for PRC-installed equipment
6.4 Punchlist completion for PRC scope only
7. WARRANTY
PRC includes:
7.1 PRC standard limited warranty for modular building structure and components
7.2 Manufacturer warranties for PRC-supplied fixtures and equipment
7.3 Warranty start date consistent with substantial completion of PRC’s scope or delivery/set, as contractually defined
Warranty does not cover damages caused by others, vandalism, misuse, or site utility issues.
8. PROJECT SUPPORT & COORDINATION
PRC includes:
8.1 Participation in virtual coordination meetings as needed
8.2 Reasonable clarifications to the design team regarding PRC scope
8.3 Attendance at on-site set day activities
8.4 Coordination with GC on foundation, utilities, and delivery readiness (informational)
9. CODE & REGULATORY COMPLIANCE (FACTORY SCOPE)
PRC includes:
9.1 Compliance with state modular building code (e.g., HCD in California)
9.2 Factory inspections required by the modular program
9.3 ADA compliance within the modular building (PRC-provided components)
9.4 Compliance with health department requirements only if specified and included in proposal
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Exhibit B – PRC Standard Exclusions
The following exclusions apply to Public Restroom Company's (PRC) bid proposal unless specifically included in writing. These exclusions ensure clarity of scope and align responsibilities consistent with modular manufacturing practices and state modular building regulations.
1. SITE WORK & CIVIL EXCLUSIONS
PRC’s bid excludes all site-related work, including but not limited to:
1.1 Excavation, grading, trenching, shoring, dewatering, or compaction
1.2 Concrete foundations, slabs, piers, pedestals, anchor bolts, reinforcing steel
1.3 Utility trenching, conduits, underground piping, or utility relocations
1.4 Backfill, base rock, soil stabilization, or remediation
1.5 Asphalt paving, sidewalks, hardscape, curb & gutter, or landscaping
1.6 Erosion control, dust control, and SWPPP implementation
1.7 Site access improvements, temporary roads, mats, or surface protection
2. UTILITIES & SITE CONNECTIONS
PRC excludes:
2.1 Installation, modification, or extension of sewer, water, electrical, gas, storm drain, or communication utilities beyond 5 feet of the building connection point
2.2 Utility verification, investigation, video inspection, or leak testing
2.3 Procurement or payment of plumbing, mechanical, or electrical permits (unless specifically included)
2.4 Cathodic protection or grounding grid systems outside PRC’s building footprint
3. ENVIRONMENTAL, HEALTH & SAFETY REQUIREMENTS
PRC excludes:
3.1 Environmental monitoring, biological monitoring, or cultural resource survey
3.2 Hazmat testing, abatement, removal, or soil remediation
3.3 Archaeological watching services or Native American monitoring
3.4 Noise, vibration, air quality, or geotechnical testing
3.5 Spill prevention planning (SPCC), stormwater reports, or environmental compliance documentation
4. TESTING, COMMISSIONING & FIELD SERVICES
PRC excludes:
4.1 Testing, Adjusting, and Balancing (TAB)
4.2 Commissioning, functional performance testing, or third-party certifications
4.3 Building automation system integration, controls programming, or networking
4.4 On-site start-up of HVAC, electrical, lighting controls, or plumbing systems beyond factory testing
4.5 Pressure testing of site-installed utilities
4.6 Owner training, maintenance videos, or extended O&M services
La Plaza Park – San Bernardino, CA| 04/23/2026| Reference # 13271-4/21/2026-5 2587 Business Parkway | Minden, NV 89423 | www.PublicRestroomCompany.com | p: 888-888-2060 | f: 888-888-1448 17 of 19
5. SPECIAL INSPECTIONS, PERMITS & FEES
PRC excludes:
5.1 Local building permits for on-site work.
5.2 Plan check fees, impact fees, utility connection fees, school fees, traffic fees
5.3 Special inspections outside the factory approval process (e.g., concrete, masonry, welding, soils)
6. GENERAL CONDITIONS & JOBSITE RESPONSIBILITIES
PRC excludes:
6.1 On-site project management, superintendent, or daily attendance
6.2 Temporary power, water, toilets, fencing, lighting, storage, staging, security, and waste disposal
6.3 Jobsite safety enforcement or OSHA compliance for work by others
6.4 Scheduling of other subcontractors or coordination of site trades
6.5 Protection of building before the site is ready for delivery and set
6.6 Traffic control, flagging, or road closure permits
7. MATERIAL & FIXTURE EXCLUSIONS
PRC excludes:
7.1 Owner-furnished or GC-furnished items not listed in PRC’s proposal
7.2 Substituted products or alternates not pre-approved
7.3 Additional coatings, graffiti systems, or finishes beyond PRC standard
7.4 Any changes to fixtures or accessories after contract execution without a written change order
8. DESIGN, ENGINEERING & DOCUMENTATION
PRC excludes:
8.1 Civil, structural (for site structures), mechanical, electrical, or landscape engineering of site-built work
8.2 Architectural design beyond factory modular drawings
8.3 3D modeling, BIM coordination, or clash detection
8.4 Foundation design, grading plans, or drainage studies
8.5 Submittals related to non-PRC scope (site utilities, foundations, etc.)
9. DELIVERY & INSTALLATION LIMITATIONS
PRC excludes:
9.1 Crane, rigging, and hoisting unless specifically noted in the proposal
9.2 Transportation permits outside PRC’s standard delivery
9.3 Offloading delays caused by site readiness, weather, or access restrictions
9.4 Storage or laydown area preparation
9.5 Set crew standby charges unless explicitly included
La Plaza Park – San Bernardino, CA| 04/23/2026| Reference # 13271-4/21/2026-5 2587 Business Parkway | Minden, NV 89423 | www.PublicRestroomCompany.com | p: 888-888-2060 | f: 888-888-1448 18 of 19
10. WARRANTY & POST-INSTALLATION SERVICES
PRC excludes:
10.1 Warranty extensions or owner-specified warranty formats
10.2 On-site warranty repair trips caused by site utility issues, vandalism, misuse, or environmental exposure
10.3 Consumables such as lamps, filters, batteries, soap, or paper goods
11. REGULATORY & CODE COMPLIANCE LIMITATIONS
PRC excludes:
11.1 Local jurisdiction plan review of site-built components
11.2 Adult Changing Station provisions unless explicitly included
11.3 Permitting or inspection of work outside PRC’s building footprint
11.4 Local licensed plumber or electrician unless specifically contracted
11.5 Christy boxes, junction boxes, pull boxes, meter pedestals, or site-based electrical gear
12. CHANGE MANAGEMENT
All changes to the specifications, drawings, or materials requested after contract execution shall be handled through a written, approved Change Order and may affect cost and schedule.
La Plaza Park – San Bernardino, CA| 04/23/2026| Reference # 13271-4/21/2026-5 2587 Business Parkway | Minden, NV 89423 | www.PublicRestroomCompany.com | p: 888-888-2060 | f: 888-888-1448 19 of 19
Exhibit C – Preliminary Drawing & Project Specifications
FLOOR PLAN
SCALE: NOT TO SCALE
THIS CONCEPTUAL/
PRELIMINARY DESIGN AND THE
3D RENDERING IS AN ARTISTIC
INTERPRETATION OF THE DESIGN.
IT IS NOT MEANT TO BE AN
EXACT RENDITION OF THE FINISH
PRODUCT. SOME ITEMS MAY
NOT BE STANDARD AND/OR
SUBJECT TO CHANGE DURING
PROJECT DEVELOPMENT
PROJECT REF#: 13271-5/14/2026-6
COPYRIGHT 2026,
PUBLIC RESTROOM
COMPANY THIS
MATERIAL IS THE
EXCLUSIVE PROPERTY
OF PUBLIC RESTROOM
COMPANY AND SHALL
NOT BE REPRODUCED,
USED OR DISCLOSED
TO OTHERS EXCEPT AS
AUTHORIZED BY THE
WRITTEN PERMISSION
OF PUBLIC RESTROOM
COMPANY.
SAN BERNARDINO
(CITY), CALIFORNIA
PARK
RESTROOM/
STORAGE BUILDING
2587 BUSINESS PARKWAY
MINDEN NEVADA 89423
P: 888-888-2060 F: 888-888-1448
www.PublicRestroomCompany.com
La PLAZA
22'-0" (ROOF OVERALL)1'-0"
ELEC.PANELDRINKINGFOUNTAIN W/BOTTLE FILLERBC
7'-4"5'-4"7'-4"UTILITYCHASE
BC
10'-8" (ROOF OVERALL)8'-8" (BUILDING)1'-0"1'-0"9'-2" (SLAB OVERALL) 20'-0"1'-0"
FRONT
PLAYAREA
ACC/RR#2
ACC/RR#1
10'-8" (ROOF OVERALL)8'-8" (BUILDING)1'-0"1'-0"FLOOR PLANSCALE: 3/16"=1'0"4 A-1
31 2
MAX. PERSON / HOUR:PROJECT #:REVISION #13271135SHEET#START1/29/2026DATE:DRAWN BY:EORREVISIONDATE:6DRAWN BY:COPYRIGHT 2026 PUBLIC RESTROOM COMPANY THIS MATERIAL IS THE EXCLUSIVE PROPERTY OF PUBLIC RESTROOM COMPANY AND SHALL NOT BE REPRODUCED, USED, OR DISCLOSED TO OTHERS EXCEPT AS AUTHORIZED BY THE WRITTEN PERMISSION OF PUBLIC RESTROOM COMPANY.~NOT FOR CONSTRUCTION ~ PRELIMINARY DESIGN DRAWING ONLY ~ DO NOT SCALE, DIMENSIONS PRESIDEPROJECT:BUILDING TYPE:S PROJECT REF#: 113271-5/14/2026-6
RESTROOM/ STORAGE BUILDINGLA PLAZA PARKSAN BERNARDINO (CITY), CATHIS CONCEPTUAL/ PRELIMINARY DESIGN AND THE 3D RENDERING IS AN ARTISTIC INTERPRETATION OF THE DESIGN. IT IS NOT MEANT TO BE ANEXACT RENDITION OF THE FINISH PRODUCT. SOME ITEMS MAY NOT BE STANDARD AND / OR SUBJECT TO CHANGE DURING PROJECT DEVELOPMENT5/14/2026EOR FINISH FLOOR0'-0"
T.O. CMU7'-4"512
13'-4"
DRINKING FOUNTAIN W/BOTTLE FILLER
DECRATILES
WALL TILESCMU-PRECISION
RESTROOMALL GENDERSTATIONCHANGING RESTROOMALL GENDERSTATIONCHANGING FINISH FLOOR0'-0"
T.O. CMU7'-4"
13'-4"DECRATILES
CMU-PRECISION
ELEVATION 1SCALE: 3/16"=1'-0"
ELEVATION 2SCALE: 3/16"=1'-0"A-2MAX. PERSON / HOUR:PROJECT #:REVISION #13271135SHEET#START1/29/2026DATE:DRAWN BY:EORREVISIONDATE:6DRAWN BY:COPYRIGHT 2026 PUBLIC RESTROOM COMPANY THIS MATERIAL IS THE EXCLUSIVE PROPERTY OF PUBLIC RESTROOM COMPANY AND SHALL NOT BE REPRODUCED, USED, OR DISCLOSED TO OTHERS EXCEPT AS AUTHORIZED BY THE WRITTEN PERMISSION OF PUBLIC RESTROOM COMPANY.~NOT FOR CONSTRUCTION ~ PRELIMINARY DESIGN DRAWING ONLY ~ DO NOT SCALE, DIMENSIONS PRESIDEPROJECT:BUILDING TYPE:S PROJECT REF#: 113271-5/14/2026-6
RESTROOM/ STORAGE BUILDINGLA PLAZA PARKSAN BERNARDINO (CITY), CATHIS CONCEPTUAL/ PRELIMINARY DESIGN AND THE 3D RENDERING IS AN ARTISTIC INTERPRETATION OF THE DESIGN. IT IS NOT MEANT TO BE ANEXACT RENDITION OF THE FINISH PRODUCT. SOME ITEMS MAY NOT BE STANDARD AND / OR SUBJECT TO CHANGE DURING PROJECT DEVELOPMENT5/14/2026EOR FINISH FLOOR0'-0"
T.O. CMU7'-4"512DECRATILES
13'-4"
FINISH FLOOR0'-0"
T.O. CMU7'-4"
13'-4"DECRATILES
CMU-PRECISION
ELEVATION 3SCALE: 3/16"=1'-0"
ELEVATION 4SCALE: 3/16"=1'-0"A-3MAX. PERSON / HOUR:PROJECT #:REVISION #13271135SHEET#START1/29/2026DATE:DRAWN BY:EORREVISIONDATE:6DRAWN BY:COPYRIGHT 2026 PUBLIC RESTROOM COMPANY THIS MATERIAL IS THE EXCLUSIVE PROPERTY OF PUBLIC RESTROOM COMPANY AND SHALL NOT BE REPRODUCED, USED, OR DISCLOSED TO OTHERS EXCEPT AS AUTHORIZED BY THE WRITTEN PERMISSION OF PUBLIC RESTROOM COMPANY.~NOT FOR CONSTRUCTION ~ PRELIMINARY DESIGN DRAWING ONLY ~ DO NOT SCALE, DIMENSIONS PRESIDEPROJECT:BUILDING TYPE:S PROJECT REF#: 113271-5/14/2026-6
RESTROOM/ STORAGE BUILDINGLA PLAZA PARKSAN BERNARDINO (CITY), CATHIS CONCEPTUAL/ PRELIMINARY DESIGN AND THE 3D RENDERING IS AN ARTISTIC INTERPRETATION OF THE DESIGN. IT IS NOT MEANT TO BE ANEXACT RENDITION OF THE FINISH PRODUCT. SOME ITEMS MAY NOT BE STANDARD AND / OR SUBJECT TO CHANGE DURING PROJECT DEVELOPMENT5/14/2026EOR
EXHIBIT B
DELIVERY SCHEDULE
Delivery of the prefabricated restroom shall occur within 180-200 working days from receipt of Purchase Order. Delivery location:
La Plaza Park
685 N Mt Vernon Ave
San Bernardino, CA 92411
Offloading onto contractor-prepared subgrade is included.
EXHIBIT C
FEE SCHEDULE
The total compensation under this Agreement shall not exceed $327,742.00, as detailed in the Supplier’s proposal attached hereto as Exhibit A.