Truman Arnold Companies - First Amendment (available in the City Clerk's Reading File) — Santa Clarita City Council, August 23, 2022

Revised 6/2019 Page 1 of 2
OAK #4853-2163-7198 v1

FIRST AMENDMENT

TO THE AGREEMENT

BETWEEN

THE CITY OF SANTA CLARITA
AND

TACENERGY, LLC
FOR

PURCHASE AND DELIVERY OF DIESEL FUEL

THIS FIRST AMENDMENT (“Amendment”) is made by and between the CITY OF SANTA CLARITA, a general law city and municipal corporation existing under the laws of California (“CITY”), and _______________________ (FORMERLY _______________________) (“CONTRACTOR”), and relates to that certain Maintenance Agreement dated July 12, 2021 for_______________________ (“Agreement”).

1. The Agreement is hereby amended as follows:

CITY received notice that ____________________ is becoming ________________.

Pursuant to Section 18 AUTHORITY/MODIFICATION of the Agreement, the Agreement can be modified by written amendment. The parties wish to amend the Agreement to insert _______________ as the CONTRACTOR as that term is used in the Agreement and by executing this agreement, __________________ agrees to all obligations and requirements of the Agreement.

2. Pursuant to Section 11. NOTICES of the Agreement, amendment to section to read as follows:

“To CONTRACTOR:
_________________________

ATTN:___________________

_________________________

_________________________”

3. This Amendment may be executed in any number or counterparts, each of which will be an original, but all of which together constitutes one instrument executed on the same date.

4. Except as modified by this Amendment, all other terms and conditions of the Agreement remain in full force and effect.

[SIGNATURES ON NEXT PAGE]
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D 100 Crescent Court, Suite 1600
Dallas, TX 75201

TACENERGY, LLC
Colby Hoffer

TACENERGY, LLC

PURCHASE AND DELIVERY OF DIESEL FUEL

TRUMAN ARNOLD COMPANIES

TACENERGY, LLC

TACENERY, LLC TRUMAN ARNOLD COMPANIES

TACENERGY, LLC
Revised 6/2019 Page 2 of 2
OAK #4853-2163-7198 v1
ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE. The parties agree that this Amendment may be transmitted and signed by electronic mail by either/any or both/all parties, and that such signatures shall have the same force and effect as original signatures, in acco rdance with California Government Code section 16.5 and Civil Code section 1633.7.

IN WITNESS WHEREOF, the parties hereto have executed this contract on this date of .

FOR CONTRACTOR: IF CORPORATION:

By: By:

Print Name & Title Print Name & Title

Date: Date:

FOR CITY OF SANTA CLARITA:

KENNETH W. STRIPLIN, CITY MANAGER

By:

City Manager

Date:

APPROVED AS TO FORM:

JOSEPH M. MONTES, CITY ATTORNEY

By:

City Attorney

Date:

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D 7/20/2022
Randy Jones
VP Sales & Operations VP of Supply & Trading
7/25/2022
Mark Anderle
7/25/2022
7/26/2022

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D Exhibit D
DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB CON- 6
Council Approval Date: 6/ 22/ 2021
Agenda Item: 11
ContractAmount: 325,000.00

MAINTENANCE AGREEMENT

BETWEEN

THE CITY OF SANTA CLARITA
AND

TRUMAN ARNOLD COMPANIES
FOR

PURCHASE AND DELIVERY OF DIESEL FUEL
THIS MAINTENANCE AGREEMENT (" Agreement") is made by and between the CITY OF SANTA CLARITA, a general law city and municipal corporation (" CITY") and TRUMAN ARNOLD COMPANIES (" CONTRACTOR").

The Parties agree as follows:

1. CONSIDERATION.

A. As partial consideration, CONTRACTOR agrees to perform the work listed in the SCOPE OF SERVICES, below; and
B. As additional consideration, CONTRACTOR and CITY agreeto abideby the terms and conditions contained in this Agreement; and
C. As additional consideration, CITY agreesto pay CONTRACTOR an amount as set forth in the attached E ibit " A, B&, hich is incorporated by reference, for CONTRACTOR' s services. CITY will pay such amount promptly, but not later than thirty ( 30) days after receiving CONTRACTOR' s invoice.

2. TERM. The term of this Agreement will be from 07/ O1/ 2021 to 12/ 31/ 2022. The Agreement may be renewed upon mutual consentof the parties.

3. SCOPE OF SERVICES.

A. CONTRACTOR will perform services listed in the attached Exhibit " A, & C B. CONTRACTOR will, in a workmanlike manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB to perform and complete the work and provide the professional services required of CONTRACTOR by this Agreement.

C. CONTRACTOR guarantees each portion of the services as installed against defective materials and workmanship for a period of one ( 1) year from date of CITY' s written acceptanceof the work. Promptly upon CITY' s requestwithin that one ( 1) year period, CONTRACTOR agrees to correct by repair or replacement without charge to CITY any defects which may appear in the work or any portion thereo£ Notwithstanding the foregoing, all guaranteesand warranties obtained by CONTRACTOR from manufacturers and vendors of equipment used in the performance of the servicesshall be extendedto CITY' s benefit for the full limit of their terms.

4. PREVAILING WAGES.

A. DEPARTMENT OF INDUSTRIAL RELATIONS REQUIREMENTS. No
contractor or subcontractor may be listed on a bid proposal for apublic works project ( submitted on or after March 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5 [ with limited exceptions from this requirement for bid purposes only under Labor Code Section 177L 1( a)]. No contractor or subcontractor may be awarded a contract for public work on a public warks project ( awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

B. PREVAILING WAGES. If this contract is subject to the State prevailing wage requirements of the California Labor Code including, but not limited to, Sections 1770, 1771.5, 1773, 1776 and 1777.5. Contractor shall comply with California prevailing wage laws including, to the extent applicable, Labor Code Section 1720.9. Pursuantto Section 1773 of the Labor Code, the generalprevailing wage ratesin the county, or counties, in which the work is to be done have been determined by the Director of the California Department of Industrial Relations.

These wages are set forth in the General Prevailing Wage Rates for this project, available from the California Department of Industrial Relations' Internet web site at http:// www. dir. ca.gov/ OPRL/ DPreWageDetermination. htm. Future effective generalprevailing wage rateswhich havebeenpredetermined and are on file with the California Department of Industrial Relations are referenced but not printed in the general prevailing wage rates. A copy of the prevailing rate of per diem wages shall be posted at the job site. The Contractor is responsible for obtaining a current edition of all California statutesand regulations, and adhering to the latest editions of such.

C. FEDERAL PREVAILING WAGE. If this is a federally funded project andthe Davis Bacon Act will be enforced. The current General Decision of wage determinations issued by the United States Department of Labor is set forth at the following website address: https:// beta.sam.gov/. If there is a difference between Revised 5/ 2019 Page 2 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB the prevailing wage rate determined by the Department of Labor and the prevailing wage rate predeterminedby the Director of Industrial Relations for similar classifications of labor, the Contractor and its Subcontractorsshall pay not less than the higher prevailing wage rate. The Agency will not accept lower State prevailing wage rates not specifically included in the Federal prevailing wage determinations. This includes " helper" ( or other classifications based on hours of experience) or any other classification not appearing in the Federal prevailing wage determinations. Where Federal prevailing wage determinations do not contain the State prevailing wage rate determination otherwise available for use by the Contractor and Subcontractors, the Contractor and Subcontractors shall pay not lessthan the Federalprevailing wage rate which most closely approximatesthe duties of the employee( s) in question. The prevailing wage rate for any classification not listed by the Department of Labor or the Director of Industrial Relations, but which may be required to executethe Contract, shall be in accord with specified rates for similar or comparable classiiications or for those performing similar or comparable duties, within the Agency' s determinations.

D. Protection of Resident Workers
The City of Santa Clarita actively supports the Immigration and Nationality Act INA), which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Under the INA, employers may hire only persons who may legally work in the United States ( i. e., citizens and nationals of the U. S.) and aliens authorized to work in the U. S. The employer must verify the identity and employment eligibility of anyone to be hired, which includes completing the Employment Eligibility Verification Form ( I- 9). The Contractor shall establish appropriate procedures and controls so no services or products under the Contract Documents will be performed or manufactured by any worker who is not legally eligible to perform such services or employment.

5. FAMILIARITY WITH WORK.

A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has:
i. Thoroughly investigated and considered the scope of services to be performed; and
ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.

B. If 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, before commencing the services hereunder.

Should CONTRACTOR discover any latent or unknown conditions that may materially affect the performance of the services, CONTRACTOR will Revised 5/ 2019 Page 3 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB immediately inform CITY of such fact and will not proceed eXcept at CONTRACTOR' s own risk until written instructions are received from CITY.

C. CONTRACTOR represents that the CONTRACTOR agrees to comply with all applicable federal and stateworkplace and employment laws including those that relate to minimum hours and wages, occupational health and safety, workers compensation insurance and state, county and local orders.

6. INSURANCE.

A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONTRACTOR will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Tvpe of Insurance
Commercial general liability:

Business automobile liability
Workers compensation
Limits ( combined sin le
1, 000, 000
1, 000, 000
Statutory requirement
B. Commercial general liability insurance will meet or exceed the requirements of ISO- CGL Form No. CG 00 O1 11 85 or 88. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name City, its officials, and employees as " additional insureds" under said insurance coverage and to state that such insurance will be deemed " primary" such that any other insurance that may be carried by City will be excessthereto.

Such insurance will be on an " occurrence," not a" claims made," basis and will not be cancelable or subject to reduction except upon thirty ( 30) days prior written notice to City.

C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 O106 92, including symbol 1( Any Auto).

D. CONTRACTOR will furnish to City duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of " A: VII." Certificate( s) must reflect that the insurer will provide thirty ( 30) day notice of any cancellation of coverage. CONTRACTOR will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word " endeavor" with regard to any notice provisions.

Revised 5/ 2019 Page 4 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB E. Waiver of Subrogation: The insurer( s) agree to waive all rights of subrogation against CITY, its elected or appointed officers, officials, agents, volunteers and employees for losses paid under the terms of the workers compensation policy which arise from work performed by CONTRACTOR for CITY.

F. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at CONTRACTOR' s expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate. In the alternative, should CONTRACTOR fail to meet anv of the insurance requirements under this a reement, Citv may cancel the A reementimmediately with no penalt G. Should Contractor' s insurance required bv this A reement be cancelled at any point prior to expiration of the policv, CONTRACTOR must notify City within 24 hours of receipt of notice of cancellation. Furthermore, CONTRACTOR must obtain replacement coverage that meets all contractual requirements within 10 days of the prior insurer' s issuance of notice of cancellation. CONTRACTOR must ensure that there is no lapse in coverage.

7. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this Agreement until:

A. CONTRACTOR furnishes proof of insurance as required under Section 6 of this Agreement; and
B. CITY gives CONTRACTOR a written Notice to Proceed.

C. Should CONTRACTOR begin work in advanceof receiving written authorization to proceed, any such professional services are at CONTRACTOR' s own risk.

8. TERMINATION.

A. CITY may terminate this Agreement at any time with or without cause.

B. CONTRACTOR may terminate this Agreement upon providing written notice to CITY at least thirty ( 30) days before the effective termination date.

C. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated.

D. By executing this document, CONTRACTOR waives any and all claims for damages that might otherwise arise from CITY' s termination under this Section.

9. INDEMNIFICATION. CONTRACTOR agrees to indemnify and hold CITY harmless from and against any claim, action, damages, costs ( including, without limitation, attorney' s fees), injuries, or liability, arising out of the performance of this agreementby CONTRACTOR. Should Revised 5/ 2019 Page 5 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB CITY be named in any suit, or should any claim be brought against it by suit or otherwise, arising out of performance by CONTRACTOR of services rendered pursuant to this Agreement, CONTRACTOR will defend CITY ( at CITY' s request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or costs incurred in defense otherwise.

10. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that CONTRACTOR will act as an independent contractor and will have control of all wark and the manner in which is it performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. CONTRACTOR is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar beneiits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work or to exercise a measureof control over the work means that CONTRACTOR will follow the direction of the CITY as to end results of the work only.

11. NOTICES.

A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Notice sent by mail will be addressed as follows:

To CITY: City of SantaClarita
ATTN: Kenneth W. Striplin, City Manager
23920 Valencia Boulevard, Suite 300
Santa Clarita, CA 91355
To CONTRACTOR: TRUMAN ARNOLD COMPANIES
ATTN: Colby Hoffer
100 Crescent Court, Suite 1600
Dallas, TX 75201
B. When addressedin accordancewith this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemedgiven at the time of actual delivery.

C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph.

12. TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a Taxpayer ldentification Number.

13. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character, nor will it be deemed to constitute a continuing waiver.

Revised 5/ 2019 Page 6 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

14. CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party.

15. SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect.

16. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement.

17. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreementwill be in Los Angeles County.

18. AUTHORITY/ MODIFICATION. This Agreement may be subject to and conditioned upon approval and ratification by the Santa Clarita City CounciL This Agreement is not binding upon CITY until executed by the City Manager. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement.

CITY' s City Manager may execute any such amendment on behalf of CITY.

19. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by facsimile transmission. Such facsimile signature will be treated in all respectsashaving the same effect as an original signature.

20. EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity between any provision of this Agreement, its attachments, the purchase order, or notice to proceed, the provisions of this Agreement will govern and control.

21. FORCE MAJEURE. Should performance of this Agreement be preventeddue to fire, flood, explosion, war, terrorist act, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' control, then the Agreement will immediately terminate without obligation of either party to the other.

22. ENTIRE AGREEMENT. This Agreement and its one attachment constitutes the sole agreement between CONTRACTOR and CITY respecting maintenance. To the extent that there are additional terms and conditions contained in Exhibit " A, B'& tl t are not in conflict with this Agreement, those terms are incorporated as if fully set forth above. There are no other understandings, terms or other agreements expressed or implied, oral or written.

23. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict of interest laws andregulations including, without limitation, CITY' s conflict of interest regulations.

Revised 5/ 2019 Page 7 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

24. ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE. The Parties agree that this Agreement may be transmitted and signed by electronic mail by either/ any or both/ all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California Government Code section 16. 5 and Civil Code section 1633. 7.

SIGNATURES ON NEXT PAGE)
Revised 5/ 2019 Page 8 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB IN WITNESS WHEREOF, the parties hereto have executed this contract on this date of 7/ 12/ 2021
FOR CONTRACTOR: IF CORPORATION:

DocuSigned by: DocuSigned by:

By. 17y.

D3FC53DASCDA4EC... A1DA7E249AC74F4...

Randy Jones
Print Name & Title
7/ 6/ 2021
Date:

VP Sales & Operations
FOR CITY OF SANTA CLARITA:

KENNETH W. STRIPLIN, CITY MANAGER
DocuSigned by:

By.

V'cUn, i vut,, b
636 D 09D845412..
ity anager
7/ 12/ 2021
Date:

APPROVED AS TO FORM:

JOSEPH M. MONTES, CITY ATTORNEY
DocuSigned by:

By; ,
OSt Id, 1,. l.bl t' t S
City Attorney
Date:
7/ 7/ 2021
Mark Anderle VP of Supply & Trading
Print Name & Title
Date:
6/ 29/ 2021
Revised 5/ 2019 Page 9 of 8
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB TRUMARN- 01 J3ATRUSKOWS
4coRo

CERTIFICATE OF LIABILITY INSURANCE

DATE( MM/ DD/ YYYY)
6/ 24/ 2021
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

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

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

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

PRODUCER IONACTAnita Truskowski
of Northeastern PA
1130 Hwy 315
Wilkes Barre, PA 18702

INSURED
Truman Arnold Companies
PO Box 1481
Texarkana, TX 75504
o, eX: ( 570) 270- 6075 aic, No>:(570) 270- 6075
ss: Anita. Truskowski@assuredpartners. com
INSURER S AFFORDING COVERAGE NAIC 1
eRa: Lexin ton Insurance Com an 19437
R B: National Union Fire Insurance Co. of Pittsbur h 19445 eRc: Axis Surplus Insurance Co. 26620
F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

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

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

INSR

TYPE OF INSURANCE

ADDL SUBR
pOLICY NUMBER

P LICY EFF POLICY EXP

LIMITSLTR INSD WVD MM/ DDIYYYY MMIDD/ YYYY
A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ ,

OOO, OOO
CLAIMS- MADE X OCCUR 034205279 10/ 1/ 2020 10/ 1/ 2021
DAMAGETO RENTED , 00, 00
X X PREMISES Ea occurrence $
X Explosion, Collapse, MED EXP An o e erson g Included
X Underground Hazard
PERSONAL & ADV INJURY g
1, 000, 000
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE g 2 000 000
POLICY PRO- aC PRODUCTS - COMP/ OP AGG $
2rOOO OOO
JECT
X oTHER: Time Element Pollution EBL AGGREGATE $ 1, 000, 000

B AUTOMOBILE LIABILITY

COMBINED SINGLE LIMIT ' I, OOO, OOO
Ea accident $
X ANYAUTO X X CA7269799 0// 2020 0// 202 gODILYINJURY Per erson $

OWNED SCHEDULED
AUTOS ONLY AUTOS BODILY INJURY Per accident $

X HIRED X NON- OWNED PROPERTY DAMAGE
AUTOS ONLY AUTOS ONLY Per accident $
X Truk90
Motor
X Cargo $1,OOQ000 $
A UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5, 000, 000
X EXCESS LIAB CLAIMS- MADE 080877996 10/ 1/ 2020 10/ 1/ 2021 AGGREGATE $ 5,,
DED X RETENTION $ $

WORKERS COMPENSATION PER OTH-

AND EMPLOYERS' LIABILITY
Y N

STATUTE ER
ANY PROPRIETOR/ PARTNER/ EXECUTIVE E. L. EACH ACCIDENT $ OFFICER/ MEMBER EXCLUDED? N A
Mandatory in NH) E. L. DISEASE - EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE - POLICY LIMIT $ C Excess Liability P- 001- 000045045- 03 10/ 1/ 2020 10/ 1/ 2021 2nd Layer 5, 000, 000 p Excess Liability MKLV7EFX100459 10/ 1/ 2020 10/ 1/ 2021 3rd Layer 5, 000, 000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Excess Liability 4th Layer Navigators Ins Co Policy # IS20EXCZ06C2XIC 5, 000, 000 10/ 1/ 2020 to 10/ 1/ 2021
Excess Liability 5th Layer Endurance American Specialty Ins Co. Policy # ELD30002030700 $ 5, 000, 000 10/ 1/ 2020 to 10/ 1/ 2021 Total Excess Limit $ 25, 000, 000
No Excess Auto Liability Coverage
City of Santa Clarita, iYs officials and employees, where required by written contract, are named as additional insured but only with respect to the liability SEE ATTACHED ACORD 101
City of Santa Clarita
23920 Valencia Blvd.

Santa Clarita, CA 91355

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
ACORD 25 ( 2016/ 03) O 1988- 2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB i
ACORO`
AGENCY CUSTOMER ID: TRUMARN- 01
LOC #: 1

ADDITIONAL REMARKS SCHEDULE
J3ATRUSKOWSKI

Page 1 of 1 ends

AGENCY NAMEDINSURED
ssuredPartners of Northeastern PA Truman Arnold Companies PO Box 1481
POLICY NUMBER Texarkana, TX 75504
EE PAGE 1

CARRIER NAIC CODE
EE PAGE 1 SEE P 1 EFFECTIVEDATE: SEE PAGE

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/ Locations/ Vehicles:
arising out of the work performed by the named insured on general liability per form LX8970 and business auto per form 87950.

Provisions for additional insured are outlined in the above referenced general liability and auto liability policy and only apply when required by written contract. Waiver of Subrogation is applicable where required by written contract and subject to policy terms and conditions on general liability per form LEXOCC234 and business auto per form 62897 and applies in favor of th City of Santa Clarita.

This insurance is primary and non- contributory over any existing insurance and limited to liability arising out of the operations of the named insured subject to policy terms and conditions on general liability per form LX9839 and business auto per form 74445. 30 day notice of cancellation on general liability
ACORD 101 ( 2008/ 01) O 2008 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

LEXINGTON INSURANCE COMPANY
Administrative Offices: 99 High Street, Boston, Massachusetts 02110

COMMERCIAL GENERAL LIABILITY POLICY

OCCURRENCE FORM
Various provisions in this policy 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 a Named Insured under this policy.

The words " we", " us" and " our" refer to the Company providing this insurance. The v rord " insured" means any person or organization qualifying as such under SECTION II - WHO IS AN INSURED. Other words and phrases that appear in quotation marks have special meaning. Refer to SECTION IV - DEFINITIONS.

SECTION I - COVERAGES
COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY

1. Insuring Agreement
a. We will pay those sums that the insured becomes legally obligated to pay as damages because of " bodily injury" or " property damage" to which this insurance applies. We will have the right and duty to defend the insured against any " suit" seeking those damages. However, we will have no duty to defend the insured against any " suit" seeking damages for " bodily injury" or property damage" to which this insurance does not apply. We may, at our discretion, investigate any " occurrence" and settle any claim or " suit" that may result. But:
1) The amount we will pay for damages is limited as described in SECTION III - LIMITS OF INSURANCE; and
2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B.

No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under SUPPLEMENTARY PAYMENTS - COVERAGES A AND B. b. This insurance applies to " bodily injury" and " property damage" only if:
1) The " bodily injury" or " property damage" is caused by an " occurrence" that takes place in the " coverage territory";
2) The " bodily injury" or " property damage" occurs during the policy period; and 3) Prior to the policy period, no insured described in Paragraph 1 of SECTION II — WHO IS AN INSURED and no " employee" authorized by you to give or receive notice of an occurrence", claim or " suit", knew that the " bodily injury" or " property damage" had occurred, in whole or in part. If such a listed insured or authorized " employee" 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". c. " Bodily injury" or " property damage" which occurs during the policy period and was not, prior to the policy period, known to have occurred by any insured listed under Paragraph 1. of SECTION II. WHO IS AN INSURED or any " employee" authorized by you to give or receive notice of an " occurrence" claim, or " suit", includes any continuation, change or resumption of that " bodily injury" or " property damage" after the end of the policy period. d. " Bodily injury" or " property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1. of SECTION II — WHO IS AN INSURED or any " employee" authorized by you to give or receive notice of an " occurrence", claim or " suit":
1) Reports all, or any part, of the " bodily injury" or " property damage" to us or any other insurer;
Includes Copyrighted Information of Insurance Services
LX9641 ( 02/ 11) Offices, Inc. with its permission. All Rights Reserved. Page 1 of 24 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB 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.
e. Damages because of " bodily injury" include damages claimed by any person or organization for care, loss of services, loss of consortium or death resulting at any time from the " bodily injury".

2. Exclusions
This insurance does not apply to:
a. 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" resulting from the use of reasonable force to protect persons or property.
b. Contractual Liability
Bodily injury" or " property damage" for which the insured is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages:
1) That the insured would have in the absence of the contract or agreement; or 2) Assumed in a contract or agreement that is an " insured contract", provided the " bodily injury" or " property damage" occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an " insured contract", reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of " bodily injury" or " property damage", provided:
a) Liability to such party for, or for the cost of, that party' s defense has also been assumed in the same " insured contract"; and
b) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged.
c. Liquor Liability
Bodily injury" or " property damage" for which any insured may be held liable by reason of:
1) Causing or contributing to the intoxication of any person; 2) The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol; or
3) Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic beverages.

This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages.
d. Workers' Compensation And Similar Laws
Any obligation of the insured under a workers' compensation, disability benefits or unemployment compensation law or any similar law.
e. Employer' s Liability
1) " Bodily injury" to an " employee" of the insured arising out of and in the course of:
a) Employment by the insured; or
b) Performing duties related to the conduct of the insured' s business; or Includes Copyrighted Information of Insurance Services
LX9641 ( 02/ 11) Offices, Inc. with its permission. All Rights Reserved. Page 2 of 24 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FC6 ENDORSEMENT # 016
This endorsement, effective 12: 01 AM 10/ 01/ 2020
Forms a part of policy no.: 034205279
Issued to: TRUMAN ARNOLD COMPANIES
By: LEXINGTON INSURANCE COMPANY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED REQUIRED BY WRITTEN CONTRACT

SCHEDULE
A.

Name of Person or Organization:

Per written contract or agreement
Section II - Who Is An Insured is amended
to include the person or organization shown
in the Schedule above that you are required
to include as an additional insured on this
policy by a written contract or written
agreement in effect during this policy period
and executed prior to the " occurrence" of the
bodily injury" or " property damage."
The insurance provided to the above
described additional insured under this
endorsement is limited as follows:

1. COVERAGE A. BODILY INJURY AND
PROPERTY DAMAGE ( Section I -
Coverages) only.

2. The person or organization is only an
additional insured with respect to liability
arising out of " your work" or " your
product" for that additional insured.

3. In the event that the Limits of Insurance
provided by this policy exceed the Limits
of Insurance required by the written
contract or written agreement, the
insurance provided by this endorsement
shall be limited to the Limits of Insurance

4. 5.
required by the written contract or
written agreement. This endorsement
shall not increase the Limits of
Insurance stated in the Declarations
under Item 3. Limits of Insurance
pertaining to the coverage provided
herein.

The insurance provided to such an
additional insured does not apply to
bodily injury" or " property damage"
arising out of an architect' s, engineer' s
or 1. surveyor' s rendering of or failure
to render any professional services
including:
i The preparing, approving or failing to
prepare or approve maps, shop
drawings, opinions, reports, surveys,
field orders, change orders, or
drawings and specifications; and
ii Supervisory, inspection, architectural
or engineering activities.

This insurance does not apply to " bodily
injury" or " property damage" arising out
of " your v rk" or " your product"
L X4285 ( 02/ 141
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB L
included in the " products- completed
operations hazard" unless you are
required to provide such coverage by
written contract or written agreement and
then only for the period of time required
by the written contract or written
agreement and in no event beyond the
expiration date of the policy.

6. Any coverage provided by this
endorsement to an additional insured
shall be excess over any other valid and
collectible insurance available to the
additional insured whether primary,
excess, contingent or on any other basis
unless a written contract or written
agreement specifically requires that this
insurance apply on a primary and
non- contributory basis.

Subparagraph ( 1)( a) of the Pollution exclusion
paragraph 2. f., Exclusions of COVERAGE A.

BODILY INJURY AND PROPERTY
DAMAGE LIABILITY ( Section I Coverages)
does not apply to you if the " bodily injury" or
properry damage" arises out of " your
work" or " your product" performed on
premises which are owned or rented by the
additional insured at the time " your work" or
your product" is performed.

D. In accordance with the terms and conditions
of the policy and as more fully explained in
the policy, as soon as practicable, each
additional insured must give us prompt
notice of any " occurrence" which may result
in a claim, forward all legal papers to us,
cooperate in the defense of any actions, and
otherwise comply with all of the policy' s
terms and conditions.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB ENDORSEMENT # 019
This endorsement, effective 12: 01 AM 10/ O1 / 2020
Forms a part of policy no.: 03+ 2 5279
Issued to: TRUMAN ARNOLD COMPAN I ES
By: LEXINGTON INSURANCE COMPANY

PRIMARYMON CONTRIBUTORY ENDORSEMENT
This endorsement modifies insurance provided by the policy:

Notwithstanding any other provision of the policy to the contrary, the insurance afforded by this policy for the benefit of the Additional Insured shall be primary insurance, but only with respect to any claim, loss or liability arising out of the Named Insured' s operations; and any insurance maintained by the Additional Insured shall be non- contributing.

All other terms and conditions of the policy remain the same.

Authorized Representative OR
Countersignature ( In states where applicable)
L X9838 ( 08/ 05)
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB ENDORSEMENT # O17
This endorsement, effective 12: 01 AM 10/ O1 / 2020
Forms a part of policy no.: 03+ 2 5279
Issued to: TRUMAN ARNOLD COMPAN I ES
By: LEXINGTON INSURANCE COMPANY

WAIVER OF SUBROGATION

BLANKET)
It is agreed that we, in the event of a payment under this policy, waive our right of subrogation against any person or organization where the insured has waived liability of such person or organization as part of a written contractual agreement betvUeen the insured and such person or organization entered into prior to the " occurrence" or offense.

All other terms and conditions remain unchanged.

Authorized Representative OR
Countersignature ( In states where applicable)
LEXOCC234111/ 03)
LX0485
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

ENDORSEMENT
This endorsement, effective 12: 01 A. M. 10/ O1 / 2020 forms a part of policy No. CA 726- g7- g9 issued to TRUMAN ARNOLD COMPAN I ES by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
Section IV - Business Auto Conditions, A. - Loss Conditions, 5. - Transfer of Rights of Recovery Against Others to Us, is amended to add:

However, we will waive any right of recover we have against any person or organization with whom you have entered into a contract or agreement because of payments we make under this Coverage Form arising out of an " accident" or " loss" if:
1) The " accidenY' or " loss" is due to operations undertaken in accordance with the contract existing between you and such person or organization; and
2) The contract or agreement was entered into prior to any " accident" or " loss".

No waiver of the right of recovery will directly or indirectly apply to your employees or employees of the person or organization, and we reserve our rights or lien to be reimbursed from any recovery funds obtained by any injured employee.

AUT ORIZED REPRESENTATIVE
62897 ( 6/ 95)
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB This policy is amended as follows:

In the event that the Insurer cancels this policy for any reason other than non- payment of premium, and

1. the cancellation effective date is prior to this policy' s expiration date;

2. the First Named Insured is under an existing contractual obligation to notify a certificate( s) holderls) when this policy is canceled ( hereinafter, the " Certificate Holder( s)") and has provided the Insurer, either directly or through it' s broker of record, either:
a) the name of the entity shown on the certificate, a contact name at such entity and the U. S.

Postal Service mailing address of each such entity; or
b) the email address of a contact at each such entity; and

3. prior to the effective date of cancellation, the First Named Insured confirms to the Insurer, either directly or through its broker of record, that the persons or organizations set forth in the Schedule above, as well as their respective addresses listed, should continue to be a part of the Schedule and, if not, the names of the persons or organizations that should be deleted, the Insurer will provide advice of cancellation ( the " Advice") to each such Certificate Holder( s) confirmed by the First Named Insured in writing to be correctly a part of the Schedule within days after the First Named Insured confirms the accuracy of the Schedule above with the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder( s) as soon as reasonably practicable after the First Named Insured confirms the accuracy of the Schedule above with the Insurer.

Proof of the Insurer emailing the Advice, using the information provided and subsequently confirmed by the First Named Insured in writing, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement.

This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy.

The following Definitions apply to this endorsement:

1. First Named Insured means the Named Insured shown on the Declarations Page of this policy.

2. Insurer means the insurance company shown in the header on the Declarations Page of this policy.

All other terms, conditions and exclusions shall remain the same.

Authorized Representative
108538 ( 03/ 1 1) Page 2 of 2
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

ENDORSEMENT
This endorsement, effective 12: 01 A. M. 10/ O1 / 2020 forms a part of Policy No. CA 726- 97- 99 issued to TRUMAN ARNOLD COMPAN I ES by NAT I ONAL UN I ON F I RE I NSURANCE COMPANY OF P I TTSBURGH , PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ADDITIONAL INSURED - WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the fol% wing:

BUSINESS AUTO COVERAGE FORM

SCHEDULE
ADDITIONAL INSURED:

Any person or organization for whom you are contractually bound to provide Additional Insured status but only to the extent of such person' s or organization' s liability arising out of the use of a covered " auto".

I. SECTION II - COVERED AUTOS LIABILITY COVERAGE, A. Coverage, 1. - Who Is Insured, is amended to add:
d. Any person or organization, shown in the schedule above, to whom you become obligated to include as an additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of use of a covered auto". However, the insurance provided will not exceed the lesser of:
1) The coverage and/ or limits of this policy, or
2) The coverage and/ or limits required by said contract or agreement.

AUTHORIZED REPRESENTATIVE
87950 ( 9/ 14) Includes copyrighted information of Insurance Services Office, Inc., Page 1 Of 1 with its permission.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB ENDORSEMENT # 020
This endorsement, effective 12: 01 AM 10/ 01/ 2020
Forms a part of policy no.: TBD
Issued to: TRUMAN ARNOLD COMPANIES
By: LEXINGTON INSURANCE COMPANY

ADVICE OF CANCELLATION TO ENTITIES OTHER THAN THE NAMED

INSURED ENDORSEMENT
This endorsement modifies insurance provided by the policy:

SCHEDULE
Name of Certificate Holder( s) and Address:

1. Where required by contract or agreement
If the Insurer cancels this policy for any reason other than cancellation for non- payment of premium, notice of cancellation shall be given in accordance with the terms and conditions of the policy to the Certificate Holder( s) shown in the above Schedule.

Other than the right to receive notice of cancellation as set forth herein, this endorsement confers no rights under this policy to the Certificate Holderls) including, but not limited to, additional insured status or additional Named Insured status.

As used herein, Insurer means the insurance company shown in the header on the Declarations Page of this policy.

All other terms and conditions of the policy remain the same.

Authorized Representative
LX8959105/ 13) Page 1 of 1
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB FORM MCS- 90 Revised 3/ 31/ 2020 OMB No.: 2126- 0008 Expiration: 3/ 31/ 2021 USDOT Number: Date Received:

A Federal Agency may not conduct or sponsor, and a person is not required to respond to, nor shall a person be subject to a penalty for failure to comply with a collection of information subject to the requirements of the Paperwork Reduction Act unless that collection of information displays a current valid OMB Control Number. The OMB Control Number for this information collection is 2126- 0008. Public reporting for this collection of information is estimated to be approximately 2 minutes per response, including the time for reviewing instructions, gathering the data needed, and completing and reviewing the collection of information. All responses to this collection of information are mandatory. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden to: Information Collection Clearance Officer, Federal Motor Carrier Safety Administration, MC- RRA, Washington, D. C. 20590.

United States Department of Transportation
r Federal Motor Carrier Safety Administration
Endorsement for Motor Carrier Policies of Insurance for Public Liability under Sections 29 and 30 of the Motor Carrier Act of 1980 FORM MCS- 90
ssuedto TRUMAN ARNOLD COMPANIES of 2900 ST. MICHAEL DRIVE, 5TH FL TEXARKANA. TX 75503
Motor Carrier namel Motor Carrier state or provincel
ated at 17200 WEST 119TH ST OLATHE , KS 66061 on this 1ST day ot OCTOBER , 2020 Amending Policy Number: CA72E- 9%- 99 Effective Date: O/ O / ZO2O Name ot Insurance Company: NAT I ONAL UN I ON F I RE I NSURANCE COMPANY OF P I TTSBURGH . PA Countersigned by: !
authorized company representative)
The policy to which this endorsement is attached provides primary or excess insurance, as indicated for the limits shown ( check only onel:

This insurance is primary and the company shall not be liable fo amounts in excess of $ j, QQQ , QQQ for each accident.

This insurance is excess and the company shall not be liable for amounts in excess of $ for each accident in excess oi the underlying limit of S for each accident.

Whenever required by the Federal Motor Carrier Safety Administration ( FMCSA), the company agrees to furnish the FMCSA a duplicate of said policy and all its endorsements. The company also agrees, upon telephone request by an authorized representative of the FMCSA, to verify that the policy is in force as of a particular date. The telephone number to call is: 1-888- 609- 7046.

Cancellation of this endorsement may be effected by the company of the insured by giving ( 1) thirty- five ( 35) days notice in writingto the other party ( said 35 days notice to commence from the date the notice is mailed, proof of mailing shall be sufficient proof of noticel, and 2) if the insured is subject to the FMCSA' s registration requirements under 49 U. S. C. 13901, by providing thirty ( 30) days notice to the FMCSA ( said 30 days notice to commence from the date the notice is received by the FMCSA at its office in Washington, DC). continued on next pagel
Form MCS- 90 ( Page 1 of 3)
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB FORM MCS- 90 Revised 3/ 31/ 2020

DEFINITIONS AS USED IN THIS ENDORSEMENT
Accident includes continuous or repeated exposure to conditions or which results in bodily injury, property damage, or environmental damage which the insured neither expected nor intended.

Motor Vehic% means a land vehicle, machine, truck, tractor, trailer, or semitrailer propelled or drawn by mechanical power and used on a highway for transporting property, or any combination thereof.

Bodi/ y / njury means injury to the body, sickness, or disease to any person, including death resulting from any of these.

Property Damage means damage to or loss of use of tangible property.

The insurance policy to which this endorsement is attached provides automobile liability insurance and is amended to assure compliance by the insured, within the limits stated herein, as a motor carrier of property, with Sections 29 and 30 of the Motor Carrier Act of 1980 and the rules and regulations of the Federal Motor Carrier Safety Administration ( FMCSA).

In consideration of the premium stated in the policy to which this endorsement is attached, the insurer ( the company) agrees to pay, within the limits of liability described herein, any final judgment recovered against the insured for public liability resulting from negligence in the operation, maintenance or use of motor vehicles subject to the financial responsibility requirements of Sections 29 and 30 of the Motor Carrier Act of 1980 regardless of whether or not each motor vehicle is specifically described in the policy and whether or not such negligence occurs on any route or in any territory authorized to be served by the insured or elsewhere. Such insurance as is afforded, for public liability, does not apply to injury to or death of the insured' s employees while engaged in the course of their employment, or property transported by the insured, designated as cargo. It is understood and agreed that no condition, provision, stipulation, or limitation contained in the policy, this endorsement, or any other endorsement thereon, or violation OMB No.: 2126- 0008 Expiration: 3/ 31/ 2021
Environmenta/ Restoration means restitution for the loss, damage, or destruction of natural resources arising out of the accidental discharge, dispersal, release or escape into or upon the land, atmosphere, watercourse, or body of water, of any commodity transported by a motor carrier. This shall include the cost of removal and the cost of necessary measures taken to minimize or mitigate damage to human health, the natural environment, fish, shellfish, and wildlife.

Pub/ ic Liabi/ ity means liability for bodily injury, property damage, and environmental restoration.
thereof, shall relieve the company from liability or from the payment of any final judgment, within the limits of liability herein described, irrespective of the financial condition, insolvency or bankruptcy of the insured. However, all terms, conditions, and limitations in the policy to which the endorsement is attached shall remain in full force and effect as binding between the insured and the company. The insured agrees to reimburse the company for any payment made by the company on account of any accident, claim, or suit involving a breach of the terms of the policy, and for any payment that the company would not have been obligated to make under the provisions of the policy except for the agreement contained in this endorsement.

It is further understood and agreed that, upon failure of the company to pay any final judgment recovered against the insured as provided herein, the judgment creditor may maintain an action in any court of competent jurisdiction against the company to compel such payment.

The limits of the company' s liability for the amounts prescribed in this endorsement apply separately to each accident and any payment under the policy because of anyone accident shall not operate to reduce the liability of the company for the payment of final judgments resulting from any other accident.
continued on next pagel
Form MCS- 90 ( Page 2 of 3)
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB FORM MCS- 90 Revised 3/ 31/ 2020

SCHEDULE OF LIMITS - PUBLIC LIABILITY
Type of carriage
For- hire ( in interstate or foreign commerce, with a
gross vehicle weight rating of 10, 000 or more
poundsl.
2) For- hire and Private ( in interstate, foreign, or
intrastate commerce, with a gross vehicle weight rating of 10, 000 or more poundsl.
3) For- hire and Private ( in interstate or foreign
commerce, in any quantity; or in intrastate commerce,
in bulk only; with a gross vehicle weight rating of
10, 000 or more pounds).

Commodity transported
Property ( nonhazardous)
Hazardous substances, as defined in 49 CFR 171. 8,
transported in cargo tanks, portable tanks, or hopper-
type vehicles with capacities in excess of 3, 500 water gallons; or in bulk Division 1. 1 , 1. 2, and 1. 3 materials, Division 2. 3, Hazard Zone A, or Division 6. 1, Packing Group I, Hazard Zone A material; in bulk Division 2. 1 or

2. 2; or highway route controlled quantities of a Class 7 material, as defined in 49 CFR 173. 403.

OMB No.: 2126- 0008 Expiration: 3/ 31/ 2021
January 1, 1985
S 750, 000
S 5, 000, 000
Oil listed in 49 CFR 172. 101; hazardous waste, haz-
ardous materials, and hazardous substances defined in
49 CFR 171. 8 and listed in 49 CFR 172. 101, but not
mentioned in ( 2) above or ( 4) below.

S 1, 000, 000
4) For- hire and Private ( 1n interstate or foreign Any quantity of Division 1. 1, 1. 2, or 1. 3 material; any commerce, with a gross vehicle weight rating of less quantity of a Division 2. 3, Hazard Zone A, or Division S 5, 000, 000 than 10, 000 poundsl. 6. 1, Packing Group I, Hazard Zone A material; or high- way route controlled quantities of a Class 7 material as defined in 49 CFR 173. 403.

The schedule of limits shown does not provide coverage. The limits shown in the schedule are for information purposes only.

Form MCS- 90 ( Page 3 of 3)
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB ENDORSEMENT # 011
This endorsement, effective 12: 01 AM 10/ O1/ 2020
Forms a part of policy no.: 034205279
Issued to: TRUMAN ARNOLD COMPANIES
By: LEXINGTON INSURANCE COMPANY

ADDITIONAL INSURED - OWNERS, LESSEES OR

CONTRACTORS- COMPLETED OPERATIONS
Based on CG2037 04/ 13)
This endorsement modifies insurance provided by the following:

COMMERCIAL GENERAL LIABILITY POLICY

SCHEDULE
Name of Additional Insured Personls)
or Organizationls)
Location of Completed Operations
Per contract or written agreement Per contact or written agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations 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", or property damage" caused, in whole or in part, by " your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the " products- completed operations hazard".

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 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 ti e additional insured is the amount of insurance:

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

1. Required by the contract or agreement; 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 and conditions of the policy remain the same.

Authorized Representative
LX4316 106 14) Includes Copyrighted Information of the Insurance Services Page 2 of 2 Offices, Inc., with its permission. All Rights Reserved.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

ENDORSEMENT
This endorsement, effective 12: 01A. M. 10/ O1 / 2020 forms a part of policy No. CA 726- 97- 99 issued to TRUMAN ARNOLD COMPAN I ES by NAT I ONAL UN I ON F I RE I NSURANCE COMPANY OF P I TTSBURGH , PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

INSURANCE PRIMARY AS TO CERTAIN ADDITIONAL INSUREDS
This endorsement modifies insurance provided under the fol% wing:

BUSINESS AUTO COVERAGE FORM
Section IV - Business Auto Conditions, B., General Conditions, 5., Other Insurance, c., is amended by the addition of the following sentence:

The insurance afforded under this policy to an additional insured will apply as primary insurance for such additional insured where so required under an agreement executed prior to the date of accident. We will not ask any insurer that has issued other insurance to such additional insured to contribute to the settlement of loss arising out of such accident.

All other terms and conditions remain unchanged.

Authorized Representative or
Countersi nature ( in States Where
Applicable
74445 ( 10/ 99)
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB POLICY NUMBER: CA 726- 97- 99 COMMERCIAL AUTO
CA99481013
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

POLLUTION LIABILITY -

FOR COVERED AUTOS

MOTOR CARRIER

BROADENED COVERAGE

BUSIN ESS AUTO AN D

COVERAGE FORMS
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

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

A. Covered Autos Liability Coverage is changed as
follows:

1. Paragraph a. of the Pollution Exclusion ap-
plies only to liability assumed under a con-
tract or agreement.

2. With respect to the coverage afforded by
Paragraph A. 1. above, Exclusion B. 6. Care,
Custody Or Control does not apply.

B. Changes In Definitions
For the purposes of this endorsement, Para-
graph D. of the Definitions Section is replaced
by the following:

D. " Covered pollution cost or expense" means
any cost or expense arising out of:
1 F
Any request, demand, order or statutory
or regulatory requirement that any " in-
sured" or others test for, monitor, clean
up, remove, contain, treat, detoxify or
neutralize, or in any way respond to, or
assess the effects of " pollutants"; or
Any claim or " suit" by or on behalf of a
governmental authority for damages
because of testing for, monitoring, clean-
ing up, removing, containing, treating,
detoxifying or neutralizing, or in any way
responding to or assessing the effects of
pollutants".

Covered pollution cost or expense" does
not include any cost or expense arising out
of the actual, alleged or threatened dis-
charge, dispersal, seepage, migration, re-
lease or escape of " pollutants":
a. Before the " pollutants" or any prop-
erty in which the " pollutants" are
contained are moved from the place
where they are accepted by the " in-
sured" for movement into or onto the
covered " auto"; or
b. After the " pollutants" or any property
in which the " pollutants" are con-
tained are moved from the covered
auto" to the place where they are
finally delivered, disposed of or aban-
doned by the " insured".

Paragraphs a. and b. above do not apply
to " accidents" that occur away from
premises owned by or rented to an " in-
sured" with respect to " pollutants" not in
or upon a covered " auto" if:
1) The " pollutants" or any property in
which the " pollutants" are contained
are upset, overturned or damaged as
a result of the maintenance or use of
a covered " auto"; and
2) The discharge, dispersal, seepage, mi-
gration, release or escape of the " pol-
lutants" is caused directly by such
upset, overturn or damage.

CA 99 48 10 13 O Insurance Services Office, Inc., 201 1 Page 1 of 1 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

ENODRSEMENT
This endarsement, effeoti e 12: 01 AM 1 010 1 120 1 9
Farms a part af palioy na.: 034205279
Issued ta: TRUMAN ARNOL COMPANIES
By: LEXINGTON INSURANCE COMPANY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFLJLLY.

ADDITIDNAL INSLJRED REQLJIRED BY WRITTEN CONTRACT

SCHEDLJLE
lall
B.

Name af Persan ar rganizatian:

Per written ontra t r agreement
5eotian II - Wha Is An Insured is amended
to include the person r rganization shown
in the 5chedule abo e that you are required
to include as an additional insured on this
policy by a written contract r written
agreement in effect during this policy period
and executed prior to the " occurrence" f the
bodily injury" r " property damage."
The insurance pro ided to the abo e
described additional insured under this
endorsement is limited as follows:

1. COVERAGE A. BD ILY INJURY AN
PROPERTY AMAGE { 5ection I -
Co erages} only.

2. The person r rganization is nly an
additional insured with respect to liability
arising out f " your wvrk" r " your
product" for that additional insured.

3. In the e ent that the Limits of Insurance
pro ided by this policy exceed the Limits
f Insurance required by the written
contract r written agreement, the
insurance pro ided by this endorsement
shall be limited to the Limits of Insurance

4. 5.
required by the written contract r
written agreement. This endorsement
shall not increase the Limits of
Insurance stated in the eclarations
under Item 3. Limits f Insurance
pertaining to the co erage pro ided
herein.

The insurance pro ided to such an
additional insured does not apply to
bodily injury" r " property damage"
arising ut f an architect' s, engineer' s
r 1. sur eyor' s rendering f r failure
to render any professional ser ices
including:
i The preparing, appro ing r failing to
prepare r appro e maps, shop
drawings, pinions, reports, sur eys,
field rders, change rders, r
drawings and specifications; and
ii 5uper isory, inspection, architectural
r engineering acti ities.

This insurance does not apply to " bodily
injury" r " property damage" arising ut
of " your wvrk" r " your product"
xa, zs6 azi a
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB included in the " products- completed
perations hazard" unless you are
required to pro ide such co erage by
written contract r written agreement and
then nly for the period of time required
by the written contract r written
agreement and in n e ent beyond the
e iration date of the policy.

6. Any co erage pro ided by this
endorsement to an additional insured
shall be excess er any other alid and
collectible insurance a ailable to the
additional insured whether primary,
e ess, contingent r on any other basis
unless a written contract r written
agreement specifically requires that this
insurance apply on a primary and
non- contributory basis.

C. 5ubparagraph { 1}{ a} f the Pollution exclusion
paragraph 2. f., Exclusions of COVERAGE A.

BD ILY INJURY AN PROPERTY
AMAGE LIABILITY { 5ection I Co erages}
does not apply to you if the " bodily injury" r
properry damage" arises ut f " your
wvrk" r " your product" performed n
premises which are owned r rented by the
additional insured at the time " your wvrk" r
your product" is performed.

In accordance with the terms and conditions
f the policy and as more fully e lained in
the policy, as soon as practicable, each
additional insured must gi e us prompt
notice of any " occurrence" which may result
in a claim, forward all legal papers to us,
cooperate in the defense of any actions, and
otherwise comply with all f the policy' s
terms and conditions.

L] C4286 [ 02194} Includas copyrightad inforrnation of tha Insuranca Sar icas Officas, Inc., with its parmission. All rights rasanrad.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB iaui. z.:. y T,iau
This endarsement, effeoti e 12: 01 AM 1 1 112 1
Farms a part af palioy na.: 342 2]
Issued ta: TRIJMAN ARNOL COMPAN I ES
By: LEX I NGTON I NSIJRANCE COMPANY

PRIMARYMON CONTRIBUTORY ENODRSEMENT
This endorsement modifies insurance pro ided by the policy:

Notwithstanding any other pro ision of the policy to the contrary, the insurance afforded by this policy for the benefit of the Additional Insured shall be primary insurance, but nly with respect to any claim, loss r liability arising out f the Named Insured' s perations; and any insurance maintained by the Additional Insured shall be non- contributing.

All other terms and conditions f the policy remain the same.

Autharized Representati e R
Cauntersignature ( In states where applioable)
xss3s as o5
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

CERTIFICATE OF LIABILITY INSURANCE

DATE ( MMIDD/ YYYY)
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

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

PRODUCER
AssuredPartners Aerospace NAMEACT
25548 Genesee Trail Road PHONE FAx
Golden, CO 80401 EALo
Ext : AIC No :

INSURED
Truman Arnold Companies and its subsidiaries
2900 St. Michael Drive 5th Floor
Texarkana TX 75503
COVERAGES CERTIFICATE NUMBER: 62518359

AFFORDING COVERAGE
iNsuReRn: Old Republic Insurance
INSURER B :

INSURER C :

INSURER D :

INSURER E :

NAIC #
24147

INSR

TYPE OF INSURANCE

ADDL SUBR POLICY EFF POLICY EXP

LIMITSLTR INSD WVD POLICYNUMBER MMIDDIYYYY MMIDDIYYYY
COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $

CLAIMS- MADE OCCUR

DAMAGE TO RENTED
PREMISES Ea occurrence $
MED EXP ( Any one person) $
PERSONAL & ADV INJURY $
GEN' L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY
PRO-
LOC PRODUCTS - COMP/ OP AGG $ JECT
OTHER: $
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $
Ea accident
ANY AUTO BODILY INJURY ( Per person) $
OWNED SCHEDULED BODILY INJURY ( Per accident) $

AUTOS ONLY AUTOS
HIRED NON- OWNED PROPERTYDAMAGE $
AUTOS ONLY AUTOS ONLY Per accident
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS- MADE AGGREGATE $
DED RETENTION $ $
A WORKERSCOMPENSATION OCAT05603000 7/ 1/ 2021 I" II2O22 /

STATUTE ERHAND EMPLOYERS' LIABILITY Y I N
ANYPROPRIETOR/ PARTNER/ EXECUTIVE E. L. EACH ACCIDENT $ " I ,OOO, OOO OFFICER/ MEMBEREXCLUDED? N A
Mandatory in NH) E. L. DISEASE - EA EMPLOYEE $ QQQ QQQ If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT $' I, OOO, OOO DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ACORD 101, Additional Remarks Schedule, may be attached if more space is required) As respects Workers Compensation, the insuring company has agreed to waive their right of subrogation against the certificate holder.

In the event of material change or cancellation of said policy( s), the Company( s) shall give thirty ( 30) days written notice to the certificate holder with the exception of a ten ( 10) day notice for non- payment of premium.

CERTIFICATE HOLDER
City of Santa Clarita
23920 Valencia Blvd
Santa Clarita CA 91355
ACORD 25 ( 2016/ 03)

CANCELLATION

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
Kerin Dodd
REVISION NUMBER:
i
I/%
O 1988- 2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
62518359 21- 22 Work Comp. Giff Treybig 6/ 25/ 2021 12: 54: 06 PM ( MDT) Page 1 of 1 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

CERTIFICATE OF LIABILITY INSURANCE

DATE ( MM/ DDIYYYY)
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

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

PRODUCER AssuredPartners Aerospace NAMEACT
25548 Genesee Trail Road PHONE Fax
Golden, CO 80401 E- MqIL
Ext : AIC No :

INSURED
Truman Arnold Companies and its subsidiaries
2900 St. Michael Drive 5th Floor
Texarkana TX 75503
COVERAGES CERTIFICATE NUMBER: 62503670

INSURER( S) AFFORDING COVERAGE
iNsuReRa: North Pointe Insurance Company
INSURER B :

INSURER C :

INSURER D :

INSURER E :

NAIC #
27740

INSR

TYPE OF INSURANCE

ADDL SUBR POLICY EFF POLICY EXP

LIMITSLTR INSD WVD POLICYNUMBER MM/ DDIYYYY MM/ DDIYYYY COMMERCIALGENERALLIABILITY EACHOCCURRENCE $
CLAIMS- MADE OCCUR PREM SES a oocur ence $
MED EXP ( Any one person) $
PERSONAL & ADV INJURY $
GEN' LAGGREGATELIMITAPPLIESPER: GENERALAGGREGATE $
POLICY
PR
LOC PRODUCTS - COMP/ OP AGG $ JECT
OTHER: $
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $
Ea accident
ANY AUTO BODILY INJURY ( Per person) $
OWNED SCHEDULED BODILY INJURY ( Per accident) $

AUTOS ONLY AUTOS
HIRED NON- OWNED PROPERTY DAMAGE $
AUTOS ONLY AUTOS ONLY Per accident
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS- MADE AGGREGATE $
DED RETENTION $ $
A WORKERSCOMPENSATION AWCOZ003H5 ZOZO 7/ 1/ 2021 ,/

STATUTE ERHAND EMPLOYERS' LIABILITY Y/ N
ANYPROPRIETOR/ PARTNER/ EXECUTIVE E. L EACH ACCIDENT $ , OOO, OOO OFFICER/ MEMBEREXCLUDED? N A
Mandatory in NH) E. L. DISEASE - EA EMPLOYEE $ Q 00
If yes, describe under
DESCRIPTION OF OPER4TIONS below E. L. DISEASE - POLICY LIMIT $ , OOO, OOO DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required) As respects Workers Compensation, the insuring company has agreed to waive their right of subrogation against the certificate holder.

CERTIFICATE HOLDER
City of Santa Clarita
23920 Valencia Blvd
Santa Clarita CA 91355
ACORD 25 ( 2016/ 03)

CANCELLATION

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
Kerin Dodd
REVISION NUMBER:

I//
O 1988- 2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
62503670 I 21- 22 Work Comp. I Giff Treybig I 6/ 25/ 2021 8: 36: 18 AM ( MDT) I Page 1 of 1 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB er
May 26, 2021
To: Corie L. Zamora
Administrative Analyst Transit Division
Direct: 661. 295. 6306 Fax: 661. 295. 6393
czamora( a santa- clarita. com
City of Santa Clarita
28250 Constellation Road
Santa Clarita, CA 91355 santa- clarita. com
Attention: Corie
RE: Bulk fuel purchase/ City of Santa Ana piggyback
In regards to your request to continue the fuel purchase contract with TACenergy, we agree with your request to extend the term from July 1, 2021 ending on December 31, 2022. TAC will continue with the same pricing product differentials as referenced in Exhibit A( dated July 26, 2018). As transportation cost have risen dramatically over the last year we do ask for an increase from the . 027 adder referenced in Exhibit A to a new transportation adder of . 035 per gallon.

Our regional office has not changed and Julio Triana or I will remain as your point of contact.

Should you have any other questions please reach out to Julio or myself.

Thank you
Mitch
Mitch Lewis
General Manager of Sales, South West
4 Hutton Centre Drive, Suite 700
Santa Ana, CA 92707
O: ( 949) 648- 5640
M: ( 714) 863- 5830
E: mlewis( a tacenerqy. com
https:// thearnoldcos. com/ tac- enerqv
FilEt Y i E
4 H u on a e , 5. 700 Sa a A A 92707 949 48 5 00 800} 7- 38 5 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FC6 I
IFlOEr L}'
reca F ursado, ' 1an$gerof idsand ' anDacks
I C U 1. Inc. - G r ara e ic 4 rs
3ui , 41 S
11+Is. Cir+dy VaIdlYla
l r af $ nl eri43
f$ c: ulk Die5e3 Fv el
Exhibit A
4 I] ar Ms. 1raldEivia:

IFI e6 d a ywr r qur 1 1 plg yb k She CKtti,' of Saflk AnB urt A,Sreerrrent, we sx€ eDt # r' ridc Fu l, t; s SP 3U5. 1's pl awr [ a hc ansidered t i F7 3 f Fd fik kBff l 5# a g iS J? i$ t { 3} 1 1u5 Rti40 F d k pnsl onc 1 y a 2 1peri d5 b'a v5[ ugl 3$ fe R7 li etween # h ityr n IPC. 4 e sfi: cll hr ur ! h t Y+ s of the : tyr nf S n93 iiY a iU2v. Cemmt wikh khe follo5 g pfl C rJJu tmfints plus j+ j $_ 127 pet 110 5 to f ttor I # 1re d FFC r, r, c in Frei$ h; 5t5 fo ? nspor[' l oi Urp sCs. We IBo 8[ ep[ .• • S[ 4pC af work pravided the lty f 5 nka G ka rrd ar.kn rled e rJie 3e1 1[e I q' ired. 1JhLL. E 4aE r•` a. rJE- — 7 OCTAlwiE=
JRI Gr, Sj] . 8. IL3f sf 5 s ,
hITf A{ . VERA
A # IJ LTP. L' N • M R QlE3EL FIJEL:
0 iF IL7_} } A[ I.' f F 035 • F
OM1Ft iAk l' F, f A E '
i F3 # 2 laLSa Fi d I rh2 V5lABL alES L F L=
i3 iMDC,' G rX. Y CFd S # R
C AFTR i ayv F A E
l Y : LTG A L4V+ 1 S. JLFLlF2 CIE Ci SNtTH F? Ea YE 4 L:

F 4 1[• 2OEx I]. A 4. Y { 1R 55
F$ c
N T J 7 A I Fe. GE
1- l
o- _.

L
i -
OUF cofp oFF r i5 lo[ aLed # d I u1Tolt e lk arive, 5 tx 71 D, an[: Ana, £+ 947DF wikh b s roess apab l i 3 dawsper we ek I, Ss 8[ kh3t U ftcr is COflditlOn r e+ C eY ew 7 d pj€' I F Gfed ik krrm arid tul5ditl f55 f44e le Clty haS prqMid ih= q ir d dor. irn r ation and irrfo' f l tl4n o i18bII5F1 ooeU E 4JIkIl IfC F J ftee tU GOr. t G me a' tlrne wikh ar, que54oFls ond or [ n€ rns a7:

Pc= ({ 49j 6 7 f lu il_ [ li G14-, trnail• hlauf a. h J+T,3{ IU S siG[.[ 8tri f ha Y y,, f f f Cklf G4nP er ti0F7 OFI FC 5y0ur iu l N45 fF, Total contract amount not to exceed
325, 000. 00 in contract term.
i[ ton e ttr nv I i I n ,, 2 Q
Tol Fr a: . 93, 3 3 I T I : 9, 6 4$_ I. ax: 9, 6- B_ 1
www. u i. om
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB SCOPE OF WORK— DIESEL FUEL DELIVERY
The City of Santa Clarita currently has an on- going need for diesel fuel delivery in order to fuel the City' s diesel bus fleet as well as the building' s emergency backup generator.

Diesel Tanks
Manufacturer: Containment Solutions ( A Denali Company) Model: LP 10000
Year Built: 01 / 2005
The City currently has two, aboveground, single compartment 10,000 gallon tanks, for a total of 20,000 gallons.

Both tanks are located at the Transit Maintenance Facility yard ( 28283 Alta Vista Avenue, Santa Clarita, CA 91355).

Scope of Work
Fuel must be delivered within Forty- eight ( 48) hours of order, excluding Federal Holidays.

All delivery vehicles must maintain a five ( 5) mile per hour speed limit once inside of the bus yard in order to access the fuel tanks. Tanks are located on the southeast corner of the property.

The proposed contractor will provide all labor and equipment associated with delivery of fuel to the City' s fuel tanks at the Transit Maintenanceyard.

The City anticipates placing an average of two 8,000 gallon every other month.

Requirements
Deliver diesel to the City within forty- eight ( 48) hours of request by the City, excluding Federal Holidays.

Provide emergency fuel to the City on a first serve basis. For purposes of this scope, first- serve basis means contractor will deliver fuel to the City before delivering fuel to non- governmental agencies.

Proper wipe down of tanks and equipment must be provided after each delivery if any fuel is spilled.

Any spills that occur as a result of fuel delivery must be properly cleaned before leaving the facility.

Only provide fuel from Environmental Protection Agency ( EPA) registered terminals.

Diesel fuel shall meet the following specifications: Ultra Low Sulfur Diesel Fuel for use in over the road diesel engines.

Delivery staff will have on- site access to the City' s fuel monitoring system, and will be required to print fuel slips before and after deliveries in order to ensure documentation that the actual amount of fuel ordered is being delivered.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

REQUEST FOR PROPOSALS

EXHIBIT C
RFP 17- 108)
FOR
FUEL — GASOLINE AND DIESEL
c. :
r': t,
1 _ r i
T

CITY OF SANTA ANA
Finance & Management Services Agency
20 Civic Center Plaza
Santa Ana, CA 92701
John Aguilar
Facilities & Fleet Manager
714) 647- 5008 Office
jaq u i Ia r@sa nta- ana. o rq
KEY RFP DATES:

RFP 17- 108 Issue Date :............................ 10/ 2/ 17 Proposal Due Date :................................... 11/ 2/ 17 — 02: 00 pm Proposal Evaluations : ............................... Week of 11/ 6/ 17 Projected Award Date : .............................. 12/ 19/ 17 RFP Fuel 17- 108 — Gasoline and Diesel

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

NOTICE INVITING PROPOSALS
NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms to provide gasoline and diesel fuel delivery.

Responses to the Request for Proposals ( RFP) will be accepted until November 2, 2017 at 2: 00 pm. If further information is required, contact Chris Laugenour — Project Manager at claugenour@santa- ana. orq.

All notifications, updates and addenda will be posted on City' s bid management and publications website at www. planetbids. com/ portal/ portal. cfm? CompanylD= 20137. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal.

MAILED, DELIVERED BY HAND, or COURIERED proposals will be accepted when labeled as follows:

CITY OF SANTA ANA
PURCHASING DIVISION M- 16
20 CIVIC CENTER PLAZA RM 429
SANTA ANA, CA 92701- 4058
SEALED RFP 17- 108
RFP DATE: 10/ 2/ 17
RFP DUE: 11/ 2/ 17, 2: 00 PM
It is the responsibility of the proposer to ensure that any proposals submitted shall have sufficient time to be received by the City of Santa Ana prior to the proposal due date and time. Questions regarding this Request for Proposals shall be made in writing via e-mail to claugenour@santa- ana. org.

The receivinq time in the Purchasing Division, 20 Civic Center Plaza, Santa Ana, CA 92701, Room 429, will be the governing time for acceptability of proposals. Late proposals will NOT be considered and will be returned to proposer unopened. Telegraphic, electronic, and facsimile proposals will not be accepted.

ONLY SEALED RFP RESPONSES ARE ACCEPTABLE.

DO NOT E- MAIL RFP RESPONSES.

DO NOT FAX RFP RESPONSES.

RFP 17- 108 Fuel — Gasoline and Diesel

Page 2 ends

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB r

CITY OF SANTA ANA
REQUEST FOR PROPOSAL NO. 17- 108
FUEL — GASOLINE AND DIESEL

TABLE OF CONTENTS
I .

II.

III.

IV.

VI.

VII.

VIII.

IX.

XI.

XII.

XIII.

XIV.

XV.

XVI.

XVII.

XVIII.

XIX.

XX.

INTRODUCTION.................................................................................................

PERIODOF CONTRACT ....................................................................................

FILINGA PROTEST ............................................................................................

SCOPE OF WORK/ SERVICES ...........................................................................

GENERAL INFORMATION .................................................................................

COORDINATION................................................................................................

PROPOSER RESPONSIBILITIES .......................................................................

LICENSE REQUIREMENTS ...............................................................................

INITIATION/ KICKOFF MEETING ........................................................................

CITY BUSINESS LICENSE .................................................................................

ADDENDA ...........................................................................................................

RULES FOR PROPOSALS .................................................................................

E- MAIL COMMUNICATIONS AND INTERPRETATIONS/ CLARIFICATIONS......

SUBMITTAL INFORMATION AND DEADLINE ...................................................

SUBMITTAL REQUIREMENTS ...........................................................................

CONTRACTOR SELECTION - PROPOSAL AND EVALUATION ........................

LOCAL VENDOR PREFERENCE .......................................................................

PUBLICRECORDS .............................................................................................

SUBCONTRACTING...........................................................................................

PIGGYBACK PROVISION ...................................................................................

EXHIBIT A

EXHIBIT B

EXHIBIT C

EXHIBIT D

EXHIBIT E

EXHIBIT F

EXHIBIT G

EXHIBIT H

EXHIBIT I
SCOPE OF SERVICES & SPECIFICATIONS ................................................

SAMPLE AGREEMENT .................................................................................

PROPOSERS CERTIFICATION and PROPOSAL ITEM PRICING ................

OFFERERS REFERENCES ..........................................................................

PROPOSERS STATEMENT ..........................................................................

CERTIFICATION OF NONDISCRIMINATION BY CONTRACTOR ................

RESPONSIBLE PROPOSER — SUPPLEMENTAL QUESTIONNAIRE...........

NONCOLLUSION AFFIDAVIT ........................................................................

SAMPLE ADDITIONAL INSURED ENDORSEMENT .....................................

PAGE
4 4
4 4
5 5
5 5
5 5
6 6
6 6
6 7
8 8
8 8
9- 11
12- 17
18- 20
21 22
23- 24
25- 27
28 29
RFP 17- 108 Fuel — Gasoline and Diesel

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CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL
I. INTRODUCTION
The City of Santa Ana invites sealed proposals from qualified contractors for the delivery and purchase of unleaded and diesel fuel for City vehicles. Regular fuel deliveries will be made to the Santa Ana Corporate Yard at 215 S. Center Street, Santa Ana, CA 92703 and the Santa Ana Police Department at 60 Civic Center Plaza, Santa Ana, CA 92702.

II. PERIOD OF CONTRACT
The contract is anticipated to commence on January 1, 2018 and will last for a period of five ( 5) years.

III. FILING A PROTEST
Proposers may file a protest to a Request for Proposal with the City' s Purchasing Division. In order for a protest to be considered valid, it must:

1. Be filed in writing within ( 5) business days after the RFP issue date or before 5:00 p.m. of the 5th business day following the posting of RFP Results/ Notice of Intent to Award Contract on the City' s website;

2. Clearly identify the specific irregularity or accusation;

3. Clearly identify the specific City staff determination or recommendation being protested;

4. Specify, in detail, the grounds of the protest and the facts supporting the protest; and

5. Include all relevant, supporting documentation with the protest at time of filing.

If the protest does not comply with each of these requirements, it will be rejected as invalid. If the protest is valid, the City' s Purchasing Manager, or other designated City staff inember, shall review the basis of the protest and all relevant information. The Purchasing Manager will provide a written decision to the protestor within ten ( 10) business days from receipt of the protest. The decision from the Purchasing Manager, or designee, is final and no further appeals will be considered.

IV. SCOPE OF WORK/ SERVICES
The scope of work shall include any and all work as set forth in EXHIBIT A- SCOPE OF SERVICES.

The contractor shall be an independent contractor capable of providing experienced, knowledgeable and professional staff. The contractor shall be responsive and maintain excellent working relationships with government officials and City staff. The contractor shall comply with all applicable federal, state and local laws, rules, regulations, ordinances, and statutes.

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB VI.
1IfA
VIII.
1 GENERAL INFORMATION
A. The contract will commence following the contract award by the City Council and approval of any insurance certificates required by the Risk Management Office.

B. When determined appropriate, the City will provide information in its possession relevant to preparation of required information in RFP. The City will provide only the staff assistance and documentation specifically referred to herein.

C. The proposer shall be responsible for retaining data, records and documentation for the preparation of the required information. These materials shall be made available to the City as requested by the City.

D. This RFP does not commit the City to pay costs incurred in preparation of a response to this RFP. All costs incurred in the preparation of the proposal, the submission of additional information, attendance at pre- proposal conference, negotiations with City, and/ or any other aspect of a proposal prior to award of a written contract will be borne by the proposer. The City reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any informality or technical defect in the proposal.

E. All data, documents and other products used, developed, or produced during response preparation of the RFP will become property of the City. All responses to the RFP shall become property of the City. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act.

F. The City reserves the right to reject, replace and approve any and all sub- contractors. All sub- contractor( s) shall be identified in the response to the RFP and the City reserves the right to reject any sub- contractor( s). Sub- contractors shall be the responsibility of the Prime Contractor and the City shall assume no liability of such subcontractors.

COORDINATION
Coordination by the awarded proposer with the City, other contractors, and agencies' staff may be required to achieve satisfactory and timely delivery of the required services. Coordination may include, but not be limited to, coordination with staff at various facilities throughout the city.

PROPOSER RESPONSIBILITIES
The selected proposer will assume responsibilities for all services proposer shall identify a sole point of contact with the greatest required service operations and contractual matters, including pa resulting from the Agreement.

LICENSE REQUIREMENTS
in its proposal. The selected
knowledge in regard to the
ment of any and all charges
In accordance with Section 3300 of the California Public Contract Code, the City has determined that the proposer shall possess any appropriate license( s) in the classification specified in the Request for Proposals.

INITIATION/ KICK OFF MEETING
The successful proposer will be required to
services or at any time as required by the
including transition of services and scheduling.
meet with City staff prior to commencement of
City, to discuss and agree on operational issues

CITY BUSINESS LICENSE
The selected proposer may be required to obtain a City of Santa Ana Business license within thirty ( 30) days of selection and must provide a copy to the Project Manager or designee prior to commencing any work in Santa Ana.

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB XI. ADDENDA
Any subsequent changes in RFP from the date of preparation to date of submittal will result in an addendum or amendment by the issuing office. Notification of such addendum or amendment shall be effected by posting on City' s website, as set forth in the Request for Proposals.

XII. RULES FOR PROPOSALS
The signer of the RFP must declare in writing that the only person, persons, company, or parties interested in the proposal as principals are named therein; that the proposal is made without collusion with any other person, persons, company, or parties submitting a proposal; that it is in all respects fair and in good faith without collusion or fraud, and that the signer of the proposal has full authority to bind the proposer ( Exhibit H).

XIII. E- MAIL COMMUNICATIONS AND INTERPRETATIONS/ CLARIFICATIONS To facilitate the RFP process, proposers are required to monitor the City' s RFP management and publications website. No oral interpretations will be made by the City to any proposer as to the meaning of requirements identified herein, including the Scope of Services and Terms and Conditions. All requests for such an interpretation must be made in writing via e- mail to the Project Manager of record no fewer than ten ( 101business days prior to the date and time set for opening of proposals. Significant interpretations or clarification will be made by an addendum to this RFP, which will be posted to the website. Addenda may become part of the agreement documents.

XIV. SUBMITTAL INFORMATION AND DEADLINE
Proposals are due to the City of Santa Ana, at the date, time, and location set forth on the Request for Proposals. Faxed and e- mail proposals will not be accepted.

XV. SUBMITTAL REQUIREMENTS
The RFP is intended to assess and evaluate each firm' s capabilities as they apply to the proposed project.

Submittal of Proposal
A. One oriqinal and three ( 3) copies of the response to the RFP. The original proposal shall bear the signature of a company official with the power to legally bind the company.

B. One ( 1) copv of the submittal on a compact disc, USB flash drive or equivalent.

C. Structure your proposal to include the Scope of Services response, general time implementation schedule, fees/ contract price, and exhibits.

Each firm must address each of the following items in its response to the RFP:

Statement of Qualifications - In order to maintain uniformity, the Statement of Qualifications must be limited to a MAXIMUM of 20 PAGES ( excluding front and back covers, section dividers and exhibits). The page limitation includes all appendices, attachments, and supplemental information.

The followinq information is required:

1. Cover Letter — A letter signed by a principal or authorized representative who can make legally binding commitments for the entity.

2. Firm and Personnel Experience: A profile of the firm' s experience in provide fuel delivery of similar sized jurisdictions, including the names and experience of personnel and sub- contractors who will be providing services. At a minimum, this should include the project RFP 17- 108 Fuel — Gasoline and Diesel

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB 1 manager/ principal agent, The project manager/ principal agent shall be the primary contact person to represent your firm and will be the person to conduct the presentation, if invited for an interview.

3. Financial Responsibilitv ( Capacity: Proposer shall submit its two ( 2) most recent audited financial statements, evidencing proposer' s financial capacity to fully perform the required services, including provision of equipment and personnel expenses over a ninety ( 90) day period. If said financial statement does not reflect full ninety ( 90) - day operational capacity, proposer may include a letter of credit as evidence of supplemental capacity.

EXHIBIT C

EXHIBIT D

EXHIBIT E

EXHIBIT F

EXHIBIT G

EXHIBIT H
EXHIBIT I:

PROPOSERS CERTIFICATION AND PROPOSAL ITEM PRICING

OFFERORS REFERENCES

PROPOSERS STATEMENT

CERTIFICATION OF NONDISCRIMINATION BY CONTRACTOR
RESPONSIBLE PROPOSER — SUPPLEMENTAL QUESTIONNAIRE

NON- COLLUSION AFFIDAVIT

SAMPLE ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL

GENERAL LIABILITY POLICY
The proposal must be completelv responsive to the RFP. Any exceptions to the requirements of this RFP must be included in the proposal. Such exceptions must be included as a separate element of the proposal entitled " Exceptions and Deviations." The Facilities Maintenance Superintendent, in conjunction with the Finance and Management Services Agency, may authorize or deny any exceptions.

H. The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any contract will be awarded pursuant to this RFP or otherwise. The City reserves the right to waive minor inconsistencies in submitted Proposals.

CONTRACTOR SELECTION — PROPOSAL AND EVALUATION
The proposals may be reviewed by a panel of City team members or outside experts. If an Evaluation Panel is convened, in addition to the required information stated in the section above, the panel will evaluate proposers based on the response to the RFP and the City evaluation criteria set forth below. A final score will be calculated for each submitted proposal and used to rank the proposers. The panel may interview the top tier of proposers and recommend award of the contract to the proposer who will provide the best quality service at minimum cost to the City.

The City reserves the right to negotiate pricing and for additional terms. City reserves the right to begin negotiations and enter into a contract without interview or further discussions.

Evaluation Criteria

1. Experience — Company' s experience in providing fuel delivery services of a similar scale and financial stability. Please list some other projects and their size. — 40%

2. Adherence to RFP Requirements — 20%

3. References — 20%

4. Price structure— 20%
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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB XVII. LOCAL VENDOR PREFERENCE
For evaluation purposes qualified proposers may receive one of the following: a 7% preference for " small" Santa Ana businesses, or a 4% preference for " small" Orange County businesses, is given respectively on all qualifying proposals for materials, supplies, labor, equipment or services, pursuant to the Small Local Business Preference Program under Ordinance NS- 2828. Small Local Business Preference eligibility requirements are available on the City' s website at www. ci. santa- ana. ca. us/ finance/ local preference program. asp. Vendors located within the City of Santa Ana limits that do not qualify for the small local business preference program may receive a 1% local vendor preference.

XVIII. PUBLIC RECORDS
Proposals will become public record after award of contract. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act.

XIX. SUBCONTRACTING
In no manner shall the use of subcontractors in any way alter the prime position of the awarded Vendor with relation to the contract resulting from this solicitation. Should a subcontractor be used in any capacity, the responsibility for every portion of the contract shall still remain with the awarded Vendor.

XX. PIGGYBACK PROVISION
Vendors are requested to indicate in their proposal if they will extend the pricing, terms and conditions of this contract to other government agencies, should the Proposer be the awarded Vendor. If the awarded Vendor agrees to this provision, participating agencies may enter into a separate contract with the awarded Vendor for the purchase of the same commodities based on the terms, conditions, and prices, offered by the awarded Vendor to the City of Santa Ana for this solicitation. Minor changes in terms and conditions may be negotiated between participating agencies and the awarded Vendor.

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EXHIBIT A

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

SCOPE OF SERVICES & SPECIFICATIONS
The City of Santa Ana seeks a contractor/ vendor to provide the delivery of Unleaded Gasoline and Diesel fuel to existing underground storage tanks at the City' s Corporation Yard and Police Administrative Facility.

ESTIMATED ANNUAL VOLUME OF FUEL PURCHASES
Unleaded 87 Octane — 400, 000 gallons
Diesel — 15,000 gallons
Volume estimates are based on historical records. The City anticipates an increase in these totals due to an upcoming agreement with Orange County Fire Authority to purchase fuel from the City.

DELIVERY LOCATIONS AND UNDERGROUND TANK SIZES
Corporate Yard
215 S Center
Santa Ana, CA 92703
Three ( 3) 20, 000 gallons tanks for unleaded fuel
One ( 1) 20,000 gallon tank for diesel fuel
Santa Ana Police Department
60 Civic Center Plaza
Santa Ana, CA 92702
One ( 1) 20,000 gallon tank for unleaded fuel
One ( 1) 6,000 gallon tank for Red Diesel ( one delivery per year @ 200- 300 gallons, emergency generator)
One ( 1) Above- Ground 250 gallon tank for Red Diesel ( one delivery per year @ 150 gallons)

DELIVERY REQUIREMENTS
Delivery must be made within two ( 2) working days after receipt of order. All purchases for underground storage tanks will be a full load.

Currently averaging one ( 1) - two ( 2) full load deliveries per month at both Corporate Yard and Police Department
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PRICING AND INVOICING
The contract bid price shall include full compensation for providing all required services as specified in scope of work. NO additional compensation will be allowed.

For purposes of payment, it shall be the Los Angeles California OPIS Gross 10AM EST Daily Rack Average with CAR report.

Pricing on the invoices shall indicate OPIS price for day of delivery and also the price being charged to City.

Delivery rate and total delivery charge shall be separate line item and shall not be combined with fuel costs when computing sales tax.

QUALITY OF FUELS
Fuel provided must meet the latest requirements of the California Air Resources Board ( CARB) Phase 2 Reformulated Gasoline and Diesel.

Only major oil company quality fuels meeting the following specifications are to be quoted and/ or awarded.

Gasoline shall be unleaded regular 87 Octane minimum.

Diesel Fuel shall be Type 2 Clear.

VENDOR/ SUPPLIER RESPONSIBILITY
Vendor shall be held liable for any damage or criminal/ civil citations which may occur as a result of any spills and/ or accidents. In addition, the City reserves the right to cancel the agreement of the Vendor/ Supplier, notwithstanding compliance with the procedures set forth herein, delivers in a negligent manner or who, under any circumstances, causes a spill while delivering.

Vendor shall have title to and bear risk of loss of or damage to the items purchased hereunder until they are delivered in conformity with this agreement at the F.O. B. point specified herein, and upon such delivery title shall pass, except for loss or damage result from Vendor' s negligence. Passing of title upon such delivery shall not constitute acceptance of the item by the City.

It is the responsibility of the Vendor/ Supplier to have the delivering driver measure each fuel tank using City' s Veeder Root system before and after each delivery.

All deliveries shall be made between 7:00 am to 5:00 pm Monday through Friday, except when orders state that the deliveries must be made at a different time

TEMPERATURE CORRECTION
Vendor shall correct or adjust gasoline and diesel deliveries so as to be stated, billed, and paid for on the basis of such gasoline and diesel fuel at sixty ( 60) degrees temperature, using methods that are accepted as being in general use for this method of adjusting volumetric quantities to temperature conditions.

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MATERIAL SAFETY DATA SHEETS
In compliance with Title 8 of the California Code of Regulations ( OSHA), the City requires two ( 2) copies of the U. S. Department of Labor — Material Safety Data sheet for item( s) purchased. The material safety data sheet shall be submitted to the using department at the time of delivery.

SOURCE GUARANTEE
Vendors who do not own refineries shall have contracts or written irrevocable commitments to contract with refiners which are capable of supplying products which meet fuel specifications in the quantities listed herein.

Contracts or commitments must guarantee supply in the required amounts for the term of any contract resulting from the RFP. Failure to include source guarantee documentation may void response if the City has no prior experience with the vendor.

RECORD KEEPING
Vendor shall maintain records of the City' s purchases and make them available for audit and inspection.

Vendor shall record the quantities, cost, delivery locations, and taxes for each delivery. Vendor shall provide the City with a copy of such records within ten ( 10) days of the City' s request.

TAXES
The City is exempt from Federal Excise taxes and no payment shall be made for any personal property taxes levied on the Vendor or on any taxes levied on employee wages.

The City will only pay for any state and local sales or use taxes on the products pursuant to this contract.

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EXHIBIT B

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108 FOR FUEL — GASOLINE AND DIESEL

SAMPLE AGREEMENT
THIS AGREEMENT, made and entered into this OOth day of Month, 0000 by and between Successful Proposer ( hereinafter " Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ( hereinafter " City").

RECITALS

1. The City desires to retain a Contractor having special skill and knowledge in the field of [profession].

2. Contractor represents that Contractor is able and willing to provide such services to the City and is licensed by the State of California to provide [ service].

3. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional [ service] firm.

NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows:

I. DEFINITIONS
II. TERMS AND CONDITIONS
A. TERM
r
The term of this contract shall commence the date of City Council award and approval of all insurance and bonds, and terminate MONTH, DAY, YEAR, unless earlier terminated as set forth in Section H, below. City is hereby granted an option to renew for up to [ number] additional number]— year periods on the terms and conditions set forth herein. Said options shall be exercised in writing at least thirty ( 30) days prior to the end of the initial term or any extension thereof.

B. CONTINUED FUNDING
In the event funding is not allocated for [ services] during the annual budget approval process, the City shall notify the provider of such occurrence in writing at least thirty ( 30) days before the end of the current fiscal period, and contract shall terminate on the last day of current fiscal period without penalty or expense to the City
C. COMPENSATION

1. City agrees to pay and contractor agrees to accept as total payment for its services, the rates and charges set forth in contractor' s proposal, attached hereto and incorporated by reference.

The amount to be expended for services shall not exceed [ dollar amountJ [$ 0,000] annually during the term of this agreement.

2. Invoices
a. The contractor shall submit a monthly invoice by the fifteenth of the month to the City for the services rendered in the prior month. Invoices are to be mailed to City of Santa Ana, Purchasing Div. M-16, P.O. Box 1988, Santa Ana, CA 92702, with a copy furnished to designated City Representative].

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB b. All invoices for work performed under this contract shall be submitted in a format approved by the City. Invoices shall include the following information at a minimum:
i. Contractor' s invoice number
ii. Beginning and ending dates for services
iii. City Purchase Order, Project Number and/ or name ( if applicable) iv. Work site address/ location ( if applicable)
v. Unit cost, subtotals and total for invoice

3. Payment by City shall be made within sixty ( 60) days following receipt of proper invoice, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance of a professional parking control enforcement services.

4. Price Adjustments ( where applicable)
The parties may annually agree to an adjustment of charges ( not to exceed 2%) commencing at the end of the first year of the agreement, utilizing the month of December statistics and supporting documentation. The two indices which will be used for determining adjustments to services charges shall be the most recent December Consumer Price Index ( CPI) for All Urban Consumers for Los Angeles- Anaheim- Riverside CMSA, published by the United States Department of Labor Bureau of Labor Statistics or any relevant successor for the Orange County area ( and the December Produce Price Index ( PPI). The adjustment formula shall be as follows: The CPI shall be weighted at ninety ( 90] percent and PPI shall be weighted at ten 10] percent.)

5. Extra Work
No new work of any kind shall be considered an extra unless a separate estimate is given for said work and the estimate is approved by the City in writing before the work is commenced.

The contractor will be required to provide detailed information of such extra work.

Documentation of contract compliance may be required on some occasions. Work performed prior to obtaining written approval of the City shall not be included within the Scope of Work and may not be paid.

D. INDEPENDENT CONTRACTOR
Contractor shall during the entire term of this contract, be construed to be an independent contractor and not an employee of the City. This contract is not intended nor shall it be construed to create an employer- employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the manner in which contractor performs the services required by this contract. However, the services to be provided by contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services.

Contractor shall pay all salaries and wages, employer' s Social Security taxes, unemployment insurance, and similar taxes relating to employees and shall be responsible for all applicable withholding taxes.

E. INSURANCE
Prior to undertaking performance of work under this contract, contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below:

1. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting there from and damage to property, resulting from any act or occurrence arising out of contractor' s operations in the performance of this agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of One Million Dollars ($ 1, 000, 000) per occurrence, Two Million Dollars ($ 2, 000, 000) in the RFP 17- 108 Fuel — Gasoline and Diesel

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB aggregate. Such insurance shall ( a) name the City, its officers, employees, agents, volunteers, and representatives as additional insured( s); ( b) be primary and not contributory with respect to insurance or self- insurance programs maintained by the City; and ( c) contain standard separation of insured provisions. A sample additional insured endorsement is attached hereto as Exhibit I.

2. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than One Million Dollars ($ 1, 000, 000) per occurrence. Such insurance shall include coverage for owned, hired and non- owned automobiles.

3. Worker' s Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, contractor is required to be insured against liability for Workers' Compensation or to undertake self- insurance. Prior to commencing the performance of the work under this contract, contractor agrees to obtain and maintain any employer' s liability insurance with limits not less than One Million Dollars ($ 1,000, 000) per incident.

4. If contractor is or employs a licensed professional such as an architect or engineer:

Professional liability ( errors and omissions) insurance, with a combined single limit of not less than One Million Dollars ($ 1,000, 000) per claim.

5. The following requirements apply to the insurance to be provided by contractor pursuant to this section:
a. Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this agreement.
b. Certificates of insurance shall be furnished to the City upon execution of this contract and shall be approved in form by the City Attorney.
c. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty ( 30) days prior written notice to the City.

6. If contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City' s election, to forthwith terminate this contract. Such termination shall not affect contractor' s right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City.

F. HOLD HARMLESS/ INDEMNIFICATION
To the fullest extent permitted by law, contractor shall indemnify, defend and hold harmless City, its officers, agents and employees ( collectively, the " indemnified parties") from and against any and all claims ( including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses ( including, without limitation, attorney' s fees, disbursements and court costs) of every kind and nature whatsoever ( individually, a claim; collectively, " claims"), which may arise from or in any manner related ( directly or indirectly) to any work performed or services provided under this contract ( including, without limitation, defects in workmanship and/ or materials) or contractor' s presence or activities conducted performing the work ( including the negligent and/ or willful acts, errors and/ or omissions of contractor, its principals, officers, agents, employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require contractor to indemnify the indemnified parties from any claim arising from the sole negligence or willful misconduct of the indemnified parties. Nothing in this indemnity shall be construed as authorizing any award of attorney' s fees in any action on or to enforce the terms of this contract. This RFP 17- 108 Fuel — Gasoline and Diesel

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the contractor.

G. NOTICE
Any notice, tender, demand, delivery or other communication pursuant to this agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, sent by facsimile communication, or via e-mail to the following persons:

To City: Clerk of the Council
City of Santa Ana
20 Civic Center Plaza ( M- 30)
Santa Ana, CA 92701
Fax 714- 647- 6956
With courtesy copy to: [ requesting division]
To Contractor: [ successful proposer]
H. TERMINATION
The City reserves the right to terminate the contract as follows:

1. In the event contractor fails or refuses to timely perform any of the provisions of this agreement in the manner required, or if contractor violates any provision of this agreement, contractor shall be deemed in default. City shall provide written notice of such default to contractor' s project manager. Contractor shall cure said default within a period of [ number] working days. If such cure is not completed in a timely manner, City may assess liquidated damages or terminate the agreement forthwith by giving written notice to contractor' s project manager. City may, in addition to the other remedies provided in this agreement or authorized by law, terminate this agreement by giving written notice of termination.

Contractor shall be responsible for all costs incurred by City, including replacement costs of equipment and labor required to provide service during contractor' s default. In the event of such termination for cause, City shall pay contractor that portion of compensation specified in the agreement that is earned and unpaid prior to the effective date of termination. Contractor shall not be entitled to any compensation for lost profits it terminated for cause.

2. This agreement may be terminated without cause by City upon thirty ( 30) days written notice delivered to the contractor either personally or by mail. Upon termination, City shall pay to contractor that portion of compensation specified in the agreement that is earned and unpaid prior to the effective date of termination.

3. In addition to, or in lieu of, remedies provided in this agreement or pursuant to law, City shall have the right to withhold all or a portion of contractor' s compensation for contract services if, in the judgment of the projects manager or designee, the level of service falls below appropriate standards and/ or contractor fails to satisfactorily perform contract services. City shall have the right to retain funds withheld until the projects manager or designee determines that contract services are performed as well and as frequently as required by this agreement.

I. CONTRACTOR OPTION FOR TERMINATION
The contractor may request termination of the contract when conditions during the contract make it impossible to perform or when prevented from proceeding with the contract by act of God, by law or official action of a public authority or in the event on nonpayment by the City. Such request will require one- hundred eighty ( 180) days written notice prior to contract termination date requested. In the event of nonpayment of undisputed sums by the City, contractor shall give the City thirty ( 30) working days to cure the alleged breach.

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB J. LIQUIDATED DAMAGES
If the City determines that the contractor breaches its promise to provide services in compliance with the Terms and Conditions of applicable laws and regulations, and the specifications set forth above, it would be impracticable and extremely difficult to determine the damage to City arising from such breach. Therefore, in the event of contractor' s breach, contractor shall pay to City the sum of [ see narrative] for such breach, in addition to any cost, fines, etc. levied against the City.

K. REMEDY FOR FAILURE TO PERFORM
The Contractor may be called to correct deficiencies in adherence to the General Specifications at no additional cost to the City. Response time should be as soon as possible, but shall be no more than two ( 2) hours from the receipt of the call during normal business hours.

Hours not worked will be deducted from monthly payments if these hours are persistent, or if a quality control issue appears. Deduction for hours not worked does not constitute a waiver of the specifications or acceptance of the conditions of performance. Contractor' s failure to perform under the term and frequencies specified herein may result in a reduction in the monthly payment due the Contractor, or termination of the contract. The types of reductions described below may, at the City' s discretion and after notification to the Contractor, be imposed for any deficiencies and/ or failures to provide remedies.

Immediate response requires the Contractor to report to the job site to correct deficiencies from the previous night. The deficiencies shall be of such a nature as to warrant immediate correction and/ or to negatively affect the enjoyment and/ or use of the building. Deficiencies requiring immediate response are those that adversely affect the building' s occupants. This may include, but not be limited to, failure to properly restock dispensers and/ or to properly clean specified areas. Should the Contractor fail to respond as required to make corrections, the City may, at its sole discretion, deduct a portion of the payment for one day depending on the nature of the infraction.

L. EMPLOYMENT OPPORTUNITIES FOR SANTA ANA RESIDENTS
Contractor shall solicit and advertise employment opportunities to Santa Ana residents. The City shall inform the contractor of areas to publicize recruitment opportunities, such as work centers and community centers. Such effort and procedure will be provided to the City for review.

M. EMPLOYMENT OF DISPLACED SANTA ANA WORKFORCE
When applicable, the contractor shall extend offers of employment to any displaced City of Santa Ana employee for a minimum of one ( 1) year and at a rate commensurate to his/ her last base salary amount as an employee of the City of Santa Ana. Thereafter, the contractor may pay according to the contractor normal pay structure. Contractor costs should be amortized over the number] year contract period.

N. COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS
Contractor shall perform all requirements under this contract in strict observance of and in compliance with all applicable environmental, traffic, safety and any other laws, regulations, ordinances, codes and any other legislative or statutory requirements.

2. Contractor warrants that the performance of services under this contract shall be compliant with the current requirements of the [ applicable & relevant statutes and/or regulations] and as it may be amended or updated throughout the term of this contract.

N. ASSIGNMENT
Inasmuch as this contract is intended to secure the specialized services of contractor, contractor may not assign, transfer, delegate or subcontract any interest herein without the prior written consent of City and any such assignment, transfer; delegation or subcontract without the City' s prior written consent shall be considered null and void.

RFP 17- 108 Fuel — Gasoline and Diesel

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB O. JURISDICTION — VENUE
This contract has been executed and delivered in the State of California and the validity, interpretation, performance and enforcement of any of the clauses of this contract shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this contract.

P. FINES
The contractor shall be liable for all violation fines levied against the City by federal, state, or local agencies with regulatory authority related to contractor provided services.

Q. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney' s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement.

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

ATTEST:

MARIA D. HUIZAR
Clerk of the Council
APPROVED AS TO FORM:

SONIA R. CARVALHO
City Attorney
Assistant City Attorney
1 CITY OF SANTA ANA
CYNTHIA J. KURTZ
Interim City Manager
RECOMMENDED FOR APPROVAL:

Department Executive Director]
CONTRACTOR:

Agency]
Tax ID#
RFP 17- 108 Fuel — Gasoline and Diesel

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EXHIBIT C

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108

FUEL - GASOLINE AND DIESEL
PROPOSERS CERTIFICATION and PROPOSAL ITEM PRICING
Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services ( Exhibit A) and am familiar with the scope of work locations. I am familiar with all the existing conditions and limitation that may impact work requests. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal.

Proposal Item Price - Pricing shall be stated on the contractor' s RFP response submission, and as any indicated discount percentage from the catalog( s) or category purchasing contract( s) indicated ( if any).

Fee must be inclusive of all costs, including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, fuel and shipping/ freight. Any special materials will be purchased by the contractor only after discussed and authorized by the City projects manager or designee in writing.

LEGAL NAME OF COMPANY

BUSINESS ADDRESS

PRINTED NAME OF AUTHORIZED AGENT

SIGNATURE OF AUTHORIZED AGENT

FEDERAL ID NUMBER ( IF APPLICABLE)

PHONE AND FAX NUMBERS
I d

DATE E- MAIL ADDRESS

CONTRACTOR LICENSE NUMBER ( IF APPLICABLE)
THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL.

PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.

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CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

BID FORM

PRICING SHEET
Reqular Unleaded Gasoline
Gasoline prices ( four decimal places, i.e. 0.0000)
87 OCTANE
Bulk fuels full truck and trailer
OPIS Plus
Or Minus
Delivery
Other ( specify)
Applicable Discount( s)
Total OPIS +
Delivery size: 7, 000+ gallons
cents per gallon
cents per gallon
cents per gallon
cents per gallon
cents per gallon
net cents per gallon
Smaller Tank less than full truck Delivery size: 3, 500 — 6, 999 gallons OPIS Plus cents per gallon
Or Minus cents per gallon
Delivery cents per gallon
Other ( specify) cents per gallon
Applicable Discount( s) cents per gallon
Total OPIS + net cents per gallon
Large bulk deliveries exceeding 7,000 gallons could include a combined load of gasoline and diesel.

Please indicate any split load surcharges in the other category if applicable. Split load surcharges not stated herein will not be allowed on any invoices during the contract.

RFP 17- 108 Fuel — Gasoline and Diesel

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CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

BID FORM

PRICING SHEET
Diesel — Tvpe 2 Clear
Diesel prices ( four decimal places, i.e. 0. 0000)
Bulk fuels full truck and trailer
OPIS Plus
Or Minus
Delivery
Other ( specify)
Applicable Discount( s)
Total OPIS +
Delivery size: 7, 000+ gallons
Smaller Tank less than full truck
OPIS Plus
Or Minus
Delivery
Other ( specify)
Applicable Discount( s)
Total OPIS +
Delivery size: 3, 500 — 6,999 gallons
Alternative Renewable Diesel ( meeting ASTM D975 specs) $ RFP 17- 108 Fuel — Gasoline and Diesel

Page 20 ends

cents per gallon
cents per gallon
cents per gallon
cents per gallon
cents per gallon
net cents per gallon
cents per gallon
cents per gallon
cents per gallon
cents per gallon
cents per gallon
net cents per gallon
per gallon
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB

EXHIBIT D

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

REFERENCES
List and describe in full the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional paaes if required. The City reserves the right to contact each of the references listed for additional information regarding your firm' s qualifications.

Reference 1
Customer Name:

Address:

Contract Amount:

Contact Individual:

Phone Number:

Fax Number:

Year( s):

Description of supplies, equipment, or services provided:

Reference 2
Customer Name:

Address:

Contract Amount:

Contact Individual:

Phone Number:

Fax Number:

Year( s):

Description of supplies, equipment, or services provided:

Reference 3
Customer Name:

Address:

Contract Amount:

Contact Individual:

Phone Number:

Fax Number:

Year( s):

Description of supplies, equipment, or services provided:

THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL.

PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.

RFP 17- 108 Fuel — Gasoline and Diesel

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EXHIBIT E

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

PROPOSER' S STATEMENT
Proposer understands and agrees that this written RFP ( or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Executive Director or his duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto.

Proposer further agrees that upon delivery ( as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten ( 10) days ( excluding Saturdays, Sundays and City' s legal holidays), or the funds, check, draft, or proposer' s bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City is difficult to ascertain; otherwise said funds, check drafts, or proposer' s bond substituted in lieu thereof shall be returned to the undersigned.

Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed.

All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP.

Firm Name
Authorized Signature
Title
Printed Name
Date
THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL.

PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.

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EXHIBIT F

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

CERTIFICATION OF NONDISCRIMINATION BY CONTRACTOR
The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows:

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

2. The contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the contractor; state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin.

3. The contractor shall send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor' s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

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

5. The contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders.

6. In the event of the contractor' s noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further government contracts or federally assisted construction/ services contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law.

7. The contractor shall include the portion of the sentence immediately preceding paragraph 1 and the provisions of paragraphs 1 through 7 in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation by a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request that the United States enter into such litigation to protect the interests of the United States.

RFP 17- 108 Fuel — Gasoline and Diesel

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8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1039, and as amended, no discrimination shall be made in the employment of persons because of race, religious creed, color national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any contractor violating this section is subject to all the penalties imposed for a violation of the chapter.

Firm Name
Authorized Signature
Title
Printed Name
Date

THIS AREA LEFT BLANK INTENTIONALLY
THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL.

PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.

RFP 17- 108 Fuel — Gasoline and Diesel

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EXHIBIT G

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL
RESPONSIBLE PROPOSER — SUPPLEMENTAL QUESTIONNAIRE
How many years has your organization been in business in California as a contractor under your present business name and license number? years
Note: If you performed same business under a different business name with same ownership and operation management and changed name due to, but not limited to, bankruptcy, loss, or license, please complete an additional and separate questionnaire.

2. What is your firm' s average gross revenue for the last three years? $

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

Case Number Bankruptcy Court Date Filed

4. Was your firm in bankruptcy any time during the last five years? ( This question refers only to a bankruptcy action that was not described in answer to Question 3, above.) Yes No If " yes," indicate the case number, bankruptcy court, and the date on which the petition was filed.

Case Number Bankruptcy Court Date Filed

5. Has any California State License Board License held by your firm or its responsible managing employee, or responsible managing officer, been suspended within the last five years? Yes No

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

7. Has your firm ever defaulted on a contract? Yes No If " yes," explain on a separate page.

8. In the last five years has your firm, or any firm with which any of your company' s owners, officers or partners was associated, been debarred, disqualified, removed, or otherwise prevented from bidding on, or completing, any government agency project for any reason? Yes No If " yes," explain on a separate page. State the name of the organization debarred, the year of the event, the owner of the project, and the basis for the action.

9. In the past five years, has any claim against your firm concerning your firm' s work on a project, been filed in court or arbitration? Yes No
If " yes," on a separate page identify the claim( s) by providing the project name, date of the claim, name of the claimant, the name of the entity the claim was filed against, a brief description of the nature of the claim, the court and case number, and a brief description of the status of the claim pending or, if resolved, a brief description of the resolution.) RFP 17- 108 Fuel — Gasoline and Diesel

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

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

12. In the last five years, has any insurance carrier, for any form of insurance, refused to renew an insurance policy for your firm? Yes No

13. Has your firm or any of its owners, officers, or partners ever been liable in a civil suit, or found guilty in a criminal action, for making any false claim or material misrepresentation to any public agency or entity? Yes No

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

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

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

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

18. Has the Federal Occupational Safety and Health Administration cited and assessed penalties against the contractor or its associates in the past five years? Yes No Note: If an appeal of the citation has been filed and the Appeals Board has not yet ruled, or there is a court appeal pending, you need not include information about the citation.) If " yes," on a separate page describe the citation, the party against whom the citation was made, date of citation, nature of the violation, project on which the citation was issued, owner of project, and the amount of penalty paid, if any. State the case number and date of any decision.

RFP 17- 108 Fuel — Gasoline and Diesel

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

THIS AREA LEFT BLANK INTENTIONALLY
THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL.

PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.

RFP 17- 108 Fuel — Gasoline and Diesel

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EXHIBIT H

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108
FUEL — GASOLINE AND DIESEL

NON- COLLUSION AFFIDAVIT

NON- COLLUSION AFFIDAVIT
Title 23 United States Code Section 112 and
Public Contract Code Section 7106)
To the CITY OF SANTA ANA:

In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrain from bidding; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposer or any proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham proposal.

Note: The above non- collusion affidavit is part of the submitted proposal. Signing this proposal on the signature portion thereof shall also constitute signature of this non- collusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution.

Signed
State of California, County of
Printed Name
Subscribed and sworn to ( or affirmed) before me on this day of , 20 , by having proved to me on the basis of satisfactory evidence to be the person( s) who appeared before me.

Notary Public Signature Notary Public Seal
THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL.

PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.

RFP 17- 108 Fuel — Gasoline and Diesel

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EXHIBIT I

CITY OF SANTA ANA
REQUEST FOR PROPOSALS 17- 108

FUEL - GASOLINE AND DIESEL

SAMPLE ADDITIONAL INSURED ENDORSEMENT

FOR COMMERCIAL GENERAL LIABILITY POLICY
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following:

1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insured (" additional insured") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured.

2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insured.

3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company' s limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included.

4. With respect to the additional insured, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty ( 30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701.

Completion of the following, including countersignature, is required to make this endorsement effective.) Effective , this endorsement form as a part of Policy#
Issued to
Named of Insured
Countersigned by,
Authorized Representative

SAMPLE ONLY
RFP 17- 108 Fuel - Gasoline and Diesel

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DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB w
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00 DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB Agenda Item: 11

CITY OF SANTA CLARITA

AGENDA REPORT

CONSENT CALENDAR
CITY MANAGER APPROVAL: 1 ,; J
DATE: June 22, 2021
SUBJECT: APPROVE THE USE OF A" PIGGYBACK" AGREEMENT AND

AWARD A CONTRACT FOR THE PURCHASE OF DIESEL FUEL
DEPARTMENT: Neighborhood Services
PRESENTER: Adrian Aguilar

RECOMMENDED ACTION
City Council:

Authorize the City of SantaClarita to enter into a" piggyback" agreementbasedon the terms outlined in the contract between the City of SantaAna and Truman Arnold Company for the purchaseand delivery of diesel fuel.

2. Award a contract to Truman Arnold Company for the purchaseand delivery of diesel fuel in an amount not to exceed $ 325, 000 through December 31, 2022.

3. Autharize the City Manager or designee to execute all contracts and associated documents, or modify the award in the event issuesof impossibility of performance arise, subjectto City Attorney approval.

C: . :• L/
On July 11, 1995, the City Council approved the use of cooperative purchasing agreements and purchasesagainstcompetitive contracts let by another government agency. This is a practice known as " piggybacking". " Piggybacking" allows the City to take advantage of pricing based on volumes larger than the City of SantaClarita (City) could generateon its own. Cooperative piggybacking" purchasing allows the City to place orders against a competitively awarded, existing public agency contract.

In 2018, City Transit staff researchedthe most efficient and cost-effective way to procure diesel fuel. At the regular meeting of August 28, 2018, the City Council approved a" piggyback" contract and awarded a contract to IPC ( USA) Inc. ( IPC), for the purchaseand delivery of diesel fuel for the City' s diesel- powered buses. The City Council' s award of this contract was approved

Page 1 ends

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign Envelope ID: F5694C81- F745- 468C- 97BF- 6BB77A443FCB following a 2018 competitive procurement processfacilitated by the City of SantaAna. As a result of that procurement process, the City of SantaAna enteredinto an agreementwith IPC for the purchaseand delivery of diesel fuel, with the contract term ending on December31, 2022.

The City of Santa Clarita' s contract term with IPC was for a shorter term, expiring on June 30, 2021. As the City continues to retire its fleet of dieselbusesand the City' s overall diesel consumption decreases, the useof this cooperativepurchasing agreementallows the City to continue to benefit from volume pricing.

Staff is recommending that the City renew the existing " piggyback" agreementwith Truman Arnold Companies ( TAC), who acquiredIPC in 2019, for a term expiring on December 31, 2022. The renewal of the existing agreementfor the remainder of the term is permitted and in accordancewith the City of SantaAna' s agreement. Staff hasreviewed pricing for the renewal year and it remains competitive when compared to other purchasing options.

ALTERNATIVE ACTION
Other action as determinedby the City Council.

FISCAL IMPACT
Funding for year one of this agreementis included in the Fiscal Year (FY) 2021-22 Transit operating budget. The funding necessary for year two expenditures will be requested as part of the FY 2022- 23 budget process. This action does not require the use of General Fund monies.

ATTACHMENTS
2021- 2023 Agreement Letter
TAC RFP and Agreement with City of Santa Ana ( available in the City Clerk' s Reading File)

Page 2 ends

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D DocuSign
Certificate Of Completion
Envelopeld: F5B94C81F745468C97BF6B677A443FC6
Subject: Truman Arnold Companies - Purchase and Delivery of Diesel Fuel Source Envelope:

Document Pages: 81 Signatures: 4
Certificate Pages: 6 Initials: 0
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: ( UTC- 08: 00) Pacific Time ( US & Canada)
Record Tracking
Status: Original
6/ 28/ 2021 3: 19: 15 PM
Holder: Kelsey Speers
kspeers@santa- clarita. com
Signer Events
Corie Zamora
czamora@santa- clarita. com
Security Level: Email, Account Authentication
Optional)
Signature
Completed
Using IP Address: 216. 152. 79. 2
Electronic Record and Signature Disclosure:

Accepted: 6/ 28/ 2021 3: 53: 01 PM
ID: a64d36f7- f219- 45a5- 9e67- a971b5a5dc22
Andrew Adams
aadams@santa- clarita. com
Purchasing & Risk Administrator
City of Santa Clarita
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Completed
Using IP Address: 216. 152. 79. 2
Adrian Aguilar
aaguilar@santa- clarita. com
Adrian Aguilar
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 6/ 29/ 2021 10: 35: 56 AM
ID: 46e21d47- 61f9- 4e37- 9aa3- 4414416c66c1
Randy Jones
Rjones@tacenergy. com
VP Sales & Operations
Truman Arnold Companies. Randy Jones Vice
Present
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 6/ 29/ 2021 12: 28: 18 PM
ID: 8e23b77c- 8866- 41bc- 8ed3- Of3b7e51c3a2
Completed
Using IP Address: 216. 152. 79. 2
DocuSigned by:

CDDA 4E
Signature Adoption: Drawn on Device
Using IP Address: 68. 5. 174. 176
Status: Completed
Envelope Originator:

Kelsey Speers
23920 Valencia Boulevard
City of Santa Clarita, CA 91355
kspeers@santa- clarita. com
IP Address: 216. 152. 79. 2
Location: DocuSign
Timestamp
Sent: 6/ 28/ 2021 3: 22: 49 PM
Viewed: 6/ 28/ 2021 3: 53: 01 PM
Signed: 6/ 28/ 2021 4: 17: 18 PM
Sent: 6/ 28/ 2021 4: 17: 23 PM
Viewed: 6/ 29/ 2021 8: 43: 06 AM
Signed: 6/ 29/ 2021 8: 43: 34 AM
Sent: 6/ 29/ 2021 8: 43: 40 AM
Viewed: 6/ 29/ 2021 10: 35: 56 AM
Signed: 6/ 29/ 2021 10: 36: 19 AM
Sent: 6/ 29/ 2021 10: 36: 27 AM
Resent: 7/ 6/ 2021 10: 45: 12 AM
Viewed: 6/ 29/ 2021 12: 28: 18 PM
Signed: 7/ 6/ 2021 7: 09: 34 PM
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D Signer Events
Mark Anderle
manderle@tacenergy. com
VP of Supply & Trading
TAC Energy
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 6/ 29/ 2021 10: 51: 37 AM
ID: cb473f2c- 786c- 4869- b5f4- 65fefOc17877
Jerrid McKenna
jmckenna@santa- clarita. com
Interim Director of Neighborhood Services
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 7/ 6/ 2021 8: 45: 57 PM
ID: dObae416- 8803- 4044- bOb0- 20c88d186a11
Joseph M. Montes
JMontes@bwslaw. com
City Attorney
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 7/ 7/ 2021 10: 47: 47 AM
ID: a55f1d4d- a4d1- 4b7f- ac16- 40f1e963b23c
Frank Oviedo
FOVIEDO@santa- clarita. com
Assistant City Manager
City of Santa Clarita
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 7/ 12/ 2021 2: 44: 24 PM
ID: 72193a36- 5ae9- 47dc- 9f9d- Od94c1e4c8eb
Ines Guevara
iguevara@santa- clarita. com
City of Santa Clarita
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events
Editor Delivery Events
Agent Delivery Events
Intermediary Delivery Events
Certified Delivery Events
Carbon Copy Events
Signature
o
5ii',
i
A1DA7E249AC74F4...

Signature Adoption: Drawn on Device
Using IP Address: 38. 122. 30. 107
Completed
Using IP Address: 174. 193. 213. 177
CDocuSigned
by:
bSt, PU,
i.. Lbin t. S
681A6fi10CO3fi426...

Signature Adoption: Pre- selected Style
Using IP Address: 198. 24. 204. 51
CDocuSigned
by:

V'Aan, c i wwa.o
636ED909D845412...

Signature Adoption: Pre- selected Style
Using IP Address: 216. 152. 79. 2
Completed
Using IP Address: 216. 152. 79. 2
Signature
Status
Status
Status
Status
Status
Timestamp
Sent: 6/ 29/ 2021 10: 36: 27 AM
Viewed: 6/ 29/ 2021 10: 51: 37 AM
Signed: 6/ 29/ 2021 1: 56: 19 PM
Sent: 7/ 6/ 2021 7: 09: 40 PM
Viewed: 7/ 6/ 2021 8: 45: 57 PM
Signed: 7/ 6/ 2021 8: 46: 05 PM
Sent: 7/ 6/ 2021 8: 46: 11 PM
Viewed: 7/ 7/ 2021 10: 47: 47 AM
Signed: 7/ 7/ 2021 10: 48: 59 AM
Sent: 7/ 7/ 2021 10: 49: 07 AM
Viewed: 7/ 12/ 2021 2: 44: 24 PM
Signed: 7/ 12/ 2021 2: 44: 36 PM
Sent: 7/ 7/ 2021 10: 49: 07 AM
Viewed: 7/ 8/ 2021 4: 28: 40 PM
Signed: 7/ 8/ 2021 4: 28: 45 PM
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D Carbon Copy Events Status
Corie Zamora
pI E Dczamora@santa- clarita. com
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 6/ 28/ 2021 3: 53: 01 PM
ID: a64d36f7- f219- 45a5- 9e67- a971b5a5dc22
Randy Jones
Rjones@tacenergy. com
VP Sales & Operations
Truman Arnold Companies. Randy Jones Vice
Present
Security Level: Email, Account Authentication
Optional)
Electronic Record and Signature Disclosure:

Accepted: 6/ 29/ 2021 1228: 18 PM
ID: 8e23b77c- 8866- 41bc- 8ed3- Of3b7e51c3a2
PIED
Witness Events
Notary Events
Envelope Summary Events
Envelope Sent
Certified Delivered
Signing Complete
Completed
Signature
Signature
Status
Hashed/ Encrypted
Security Checked
Security Checked
Security Checked
Timestamp
Sent: 7/ 12/ 2021 2: 44: 43 PM
Sent: 7/ 12/ 2021 2: 44: 44 PM
Timestamp
Timestamp
Timestamps
6/ 28/ 2021 3: 22: 49 PM
7/ 8/ 2021 4: 28: 40 PM
7/ 8/ 2021 4: 28: 45 PM
7/ 12/ 2021 2: 44: 44 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D Electronic Record and Signature Disclosure created on: 1/ 7/ 2014 2: 16: 54 PM Parties agreed to: Corie Zamora, Adrian Aguilar, Randy Jones, Mark Anderle, Jerrid McKenna, Joseph M. Montes, Frank Oviedo, Corie Zamora, Randy Jones

CONSUMER DISCLOSURE
From time to time, City of Santa Clarita ( we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your pocuSign, Inc.

DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document.

Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your pocuSign user account for a limited period of time ( usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any suchdocumentsfrom our office to you, you will be chargeda$ 0.00 per-pagefee. You may requestdelivery of suchpaper copies from us by following the procedure describedbelow.

Withdrawing your consent
If you decideto receive notices and disclosuresfrom us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paperformat. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign ' Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosureselectronically from us and you will no longer be able to useyour DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us.

All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your pocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or madeavailable to you during the course of our relationship with you. To reducethe chanceof you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequencesof your electing not to receive delivery of the notices anddisclosures electronically from us.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D How to contact City of Santa Clarita:

You may contact us to let us know of your changesasto how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosureselectronically asfollows:

To contact us by email send messages to: joerum@santa- clarita. com To advise City of Santa Clarita of your new e-mail address To let us know of a changein your e-mail addresswhere we should sendnotices and disclosures electronically to you, you must send an email message to us at joerum@santa- clarita. com and in the body of such request you must state: your previous e-mail address, your new e-mail address.

We do not require any other information from you to change your email address..

In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your pocuSign account by following the process for changing e-mail in DocuSign.

To request paper copies from City of Santa Clarita
To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to joerum@santa- clarita. com and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with City of Santa Clarita
To inform us that you no longer want to receive future notices and disclosures in electronic format you may:
i. decline to sign a document from within your pocuSign account, and on the subsequent page, selectthe check-box indicating you wish to withdraw your consent, or you may; ii. sendus an e-mail to joerum@ santa-clarita.com and in the body of suchrequestyou must state your e-mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

Required hardware and software
O eratin S stems: Windows2000? or WindowsXP?
Browsers ( for SENDERS): Internet Ex lorer 6. 0? or above Browsers ( for SIGNERS): Internet Explorer 6. 0?, Mozilla FireFox 1. 0, NetSca e 7. 2 ( or above)
Email: Access to a valid email account
Screen Resolution: 800 x 600 minimum
Enabled Security Settings:

Allow per session cookies
Users accessing the internet behind a Proxy
Server must enable HTTP 1. 1 settings via
rox connection
These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D Acknowledging your access and consent to receive materials electronically To confirm to us that you can accessthis information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree' button below.

By checking the 'I Agree' box, I confirm that:

I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC CONSUMER DISCLOSURES document; and
I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and
Until or unlessI notify City of SantaClarita asdescribedabove, I consentto receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Santa Clarita during the course of my relationship with you.

DocuSign Envelope ID: 723B8D1C-3115-44CE-AD7A-DC928225F70D Certificate Of Completion
Envelope Id: 723B8D1C311544CEAD7ADC928225F70D
Status: Completed
Subject: Truman Arnold Companies - First Amendment - Purchase and Delivery of Diesel Fuel Source Envelope:

Document Pages: 90
Signatures: 4
Envelope Originator:

Certificate Pages: 6
Initials: 0
Christine Saunders
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
23920 Valencia Boulevard
City of Santa Clarita, CA 91355
[email protected]
IP Address: 216.152.79.2
Record Tracking
Status: Original
7/19/2022 9:09:37 AM
Holder: Christine Saunders
[email protected]
Location: DocuSign
Signer Events
Signature
Timestamp
Nicholas Echeverri
[email protected]
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 216.152.79.2
Sent: 7/19/2022 10:04:57 AM
Viewed: 7/19/2022 10:06:50 AM
Signed: 7/19/2022 10:38:33 AM
Electronic Record and Signature Disclosure:

Accepted: 7/19/2022 10:06:50 AM
ID: ca3121a5-a662-422a-b09d-1b6b2070da1d
Andrew Adams
[email protected]
Purchasing & Risk Administrator
City of Santa Clarita
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 216.152.79.2
Sent: 7/19/2022 10:38:38 AM
Viewed: 7/20/2022 8:34:04 AM
Signed: 7/20/2022 8:34:34 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Adrian Aguilar
[email protected]
Adrian Aguilar
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 216.152.79.2
Sent: 7/20/2022 8:34:39 AM
Viewed: 7/20/2022 8:36:39 AM
Signed: 7/20/2022 8:37:17 AM
Electronic Record and Signature Disclosure:

Accepted: 7/20/2022 8:36:39 AM
ID: accbf334-19a9-4f80-926f-e7d858bb140e
Randy Jones
[email protected]
VP Sales & Operations
Truman Arnold Companies. Randy Jones Vice
Present
Security Level: Email, Account Authentication
(Optional)
Signature Adoption: Drawn on Device
Using IP Address: 12.178.21.242
Sent: 7/20/2022 8:37:21 AM
Viewed: 7/20/2022 9:31:14 AM
Signed: 7/20/2022 10:13:33 AM
Electronic Record and Signature Disclosure:

Accepted: 7/20/2022 9:31:14 AM
ID: 54995666-1c6b-4466-bb6d-8c52cc512168

Signer Events
Signature
Timestamp
Mark Anderle
[email protected]
VP of Supply & Trading
TAC Energy
Security Level: Email, Account Authentication
(Optional)
Signature Adoption: Drawn on Device
Using IP Address: 38.122.30.107
Sent: 7/20/2022 8:37:21 AM
Viewed: 7/20/2022 9:22:08 AM
Signed: 7/25/2022 8:35:57 AM
Electronic Record and Signature Disclosure:

Accepted: 7/20/2022 9:22:08 AM
ID: d17b27fc-e69c-48b7-b6ec-a2c4f57c4d47
Tom Cole
[email protected]
Director of Community Development
Security Level: Email, Account Authentication
(Optional)
Completed
Using IP Address: 216.152.79.2
Sent: 7/25/2022 8:36:02 AM
Viewed: 7/25/2022 9:24:46 AM
Signed: 7/25/2022 9:29:14 AM
Electronic Record and Signature Disclosure:

Accepted: 7/25/2022 9:24:46 AM
ID: 0cbd19bc-a0f3-481e-9474-0f4f5d3fb1da
Joseph M. Montes
[email protected]
Partner
Security Level: Email, Account Authentication
(Optional)

Signature Adoption: Pre-selected Style
Using IP Address: 12.25.245.194
Sent: 7/25/2022 9:29:20 AM
Viewed: 7/25/2022 10:42:31 AM
Signed: 7/25/2022 10:42:50 AM
Electronic Record and Signature Disclosure:

Accepted: 7/25/2022 10:42:31 AM
ID: a38265d4-a6fc-41a5-a708-8b8059e5d352
Frank Oviedo
[email protected]
Assistant City Manager
City of Santa Clarita
Security Level: Email, Account Authentication
(Optional)
Signature Adoption: Pre-selected Style
Using IP Address: 216.152.79.2
Sent: 7/25/2022 10:42:56 AM
Viewed: 7/26/2022 9:56:17 AM
Signed: 7/26/2022 9:56:28 AM
Electronic Record and Signature Disclosure:

Accepted: 7/26/2022 9:56:17 AM
ID: d39ed705-68b0-48e9-9b5e-a1dd0c6cf9e3
In Person Signer Events
Signature
Timestamp
Editor Delivery Events
Status
Timestamp
Agent Delivery Events
Status
Timestamp
Intermediary Delivery Events
Status
Timestamp
Certified Delivery Events
Status
Timestamp
Carbon Copy Events
Status
Timestamp
Nicholas Echeverri
[email protected]
Security Level: Email, Account Authentication
(Optional)
Sent: 7/26/2022 9:56:33 AM
Electronic Record and Signature Disclosure:

Accepted: 7/19/2022 10:06:50 AM
ID: ca3121a5-a662-422a-b09d-1b6b2070da1d

Carbon Copy Events
Status
Timestamp
Randy Jones
[email protected]
VP Sales & Operations
Truman Arnold Companies. Randy Jones Vice
Present
Security Level: Email, Account Authentication
(Optional)
Sent: 7/26/2022 9:56:34 AM
Electronic Record and Signature Disclosure:

Accepted: 7/20/2022 9:31:14 AM
ID: 54995666-1c6b-4466-bb6d-8c52cc512168
Witness Events
Signature
Timestamp
Notary Events
Signature
Timestamp
Envelope Summary Events
Status
Timestamps
Envelope Sent
Hashed/Encrypted
7/19/2022 10:04:57 AM
Certified Delivered
Security Checked
7/26/2022 9:56:17 AM
Signing Complete
Security Checked
7/26/2022 9:56:28 AM
Completed
Security Checked
7/26/2022 9:56:34 AM
Payment Events
Status
Timestamps
Electronic Record and Signature Disclosure

ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Santa Clarita (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system.

Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below.

Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 12/15/2021 2:42:10 PM Parties agreed to: Nicholas Echeverri, Adrian Aguilar, Randy Jones, Mark Anderle, Tom Cole, Joseph M. Montes, Frank Oviedo, Nicholas Echeverri, Randy Jones Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact City of Santa Clarita:

You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows:

To contact us by email send messages to: [email protected]

To advise City of Santa Clarita of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at [email protected] and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

If you created a DocuSign account, you may update it with your new email address through your account preferences.

To request paper copies from City of Santa Clarita
To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to [email protected] and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with City of Santa Clarita
To inform us that you no longer wish to receive future notices and disclosures in electronic format you may:
i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to [email protected] and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide- signing-system-requirements.

Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:
 You can access and read this Electronic Record and Signature Disclosure; and  You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and
 Until or unless you notify City of Santa Clarita as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of Santa Clarita during the course of your relationship with City of Santa Clarita.

Santa Clarita City CouncilAugust 23, 2022

Santa Clarita City Council
August 23, 2022