Agenda packet — Seal Beach City Council, December 11, 2023 (part 1 of 2)

A G E N D A

MEETING OF THE CITY COUNCIL
Monday, December 11, 2023 ~ 7:00 PM
City Council Chambers
211 Eighth Street
Seal Beach, California

THOMAS MOORE
MAYOR
Second District

SCHELLY SUSTARSIC
MAYOR PRO TEM
Fourth District

JOE KALMICK
COUNCIL MEMBER
First District

LISA LANDAU
COUNCIL MEMBER
Third District

NATHAN STEELE
COUNCIL MEMBER
Fifth District
This Agenda contains a brief general description of each item to be considered. No action or discussion shall be taken on any item not appearing on the agenda, except as otherwise provided by law. Supporting documents, including agenda staff reports, and any public writings distributed by the City to at least a majority of the Council Members regarding any item on this agenda are available on the City’s website at www.sealbeachca.gov.

City Council meetings are broadcast live on Seal Beach TV3 and on the City's website (www.sealbeachca.gov). Check the SBTV3 schedule for the rebroadcast of meetings. The meetings are also available on demand on the City’s website (starting 2012).

In compliance with the Americans with Disabilities Act of 1990, if you require disability related modifications or accommodations, including auxiliary aids or services to attend or participate in the City Council meeting, please call the City Clerk's office at (562) 431-2527 at least 48 hours prior to the meeting.

CALL TO ORDER

PLEDGE OF ALLEGIANCE

COUNCIL ROLL CALL

PRESENTATIONS / RECOGNITIONS
• Oak Middle School Choir – Christmas Carolers
• Introduction of New Full Time Employees
• Recognition of Deputy City Clerk Dana Engstrom
• Information Technology (IT) Update

ORAL COMMUNICATIONS
At this time members of the public may address the Council regarding any items within the subject matter jurisdiction of the City Council. Pursuant to the Brown Act, the Council cannot discuss or take action on any items not on the agenda unless authorized by law. Matters not on the agenda may, at the Council' s discretion, be referred to the City Manager and placed on a future agenda.

Those members of the public wishing to speak are asked to come forward to the microphone and state their name for the record. All speakers will be limited to a period of five (5) minutes. Speakers must address their comments only to the Mayor and entire City Council, and not to any individual, member of the staff or audience. Any documents for review should be presented to the City Clerk for distribution.

Supplemental Communications from Mayor Pro Tem Sustarsic Supplemental Communications from Council Member Landau
Emailed Comment from Jonathan Hawes
Emailed Comment from Jo8n

APPROVAL OF AGENDA & WAIVER OF FULL READING OF RESOLUTIONS

ORDINANCES
By motion of the City Council this is the time to notify the public of any changes to the agenda and /or rearrange the order of the agenda.

CITY ATTORNEY REPORT Nicholas Ghirelli, City Attorney
CITY MANAGER REPORT Jill R. Ingram, City Manager

COUNCIL COMMENTS
General Council Member comments and reporting pursuant to AB 1234.

COUNCIL ITEMS – None

CONSENT CALENDAR
Items on the consent calendar are considered to be routine and are enacted by a single motion with the exception of items removed by Council Members.

A. Approval of the November 13, 2023 City Council Minutes - That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on November 13, 2023.

B. Demands on City Treasury (Fiscal Year 2024) December 11, 2023 - Ratification.

C. Monthly Investment Report (October 31, 2023) - Receive and file.

D. 2024 Calendar of Meeting Dates - That the City Council receive and file the 2024 calendar of meeting dates, which include the cancellation of the first meeting in July (8th) and the second meetings in August (26th), November (25th), and December (23rd).

E. Rejecting All Bids for the Pier Concrete Abutment Restoration, CIP BP2201 - That the City Council adopt Resolution 7466 rejecting all bids received for Pier Concrete Abutment Restoration, CIP BP 2201 F. Accepting Grant Funds and Authorizing Execution of an Agreement with the South Coast Air Quality Management District for the Seal Beach Microtransit Service Pilot Program - That the City Council adopt Resolution 7467: 1. Accepting an award of grant funds in the amount of $162,891 from South Coast Air Quality Management District for the Seal Beach Microtransit Service Pilot Program; and, 2. Authorizing the City Manager, or her designee, to execute the Agreement with South Coast Air Quality Management District, amendments and other related documents, and to take all such other actions, as may be required to secure the grant funds and implement the approved grant under the Mobile Source Air Pollution Reduction Review Committee Microtransit Service Program Grant.

G. Termination of Agreement with Orange County Sanitation District - That the City Council adopt Resolution 7468, terminating the Standard Agreement for Collection of Sewer Connection Charges with the Orange County Sanitation District.

H. Submittal of Yearly Expenditure Report to Orange County Transportation Authority (OCTA) for Measure M2 Eligibility - That the City Council adopt Resolution 7469: 1. Finding the yearly expenditure report to Orange County Transportation Authority (OCTA) for Measure M2 Eligibility for FY 2022-2023 was prepared in conformance with the M2 Expenditure Report Template provided in the Renewed Measure M Eligibility Guidelines and accounts for Net Revenues including interest earned, expenditures during the fiscal year and balances at the end of fiscal year; and, 2. Adopting M2 Expenditure Report for FY 2022-2023; and, 3. Directing the City Manager, or her designee, to submit the M2 Expenditure Report to OCTA no later than December 31, 2023.

I. Awarding and Authorizing Execution of Public Works Agreements with Sequel Contractors, Inc. for the Lampson Avenue Bike Lane Gap Closure Project, CIP ST1811 - That the City Council adopt Resolution 7470: 1. Approving the plans, specifications, and contract documents for Lampson Avenue Bike Lane Gap Closure Project, CIP ST1811; and, 2.

Approving and awarding a public works agreement to Sequel Contractors, Inc. in the amount of $2,332,420, including the Total Base Bid of $2,280,420 and Additive Bid Items #59 and 60; and rejecting all other bids; and, 3. Authorizing the City Manager to execute a public works agreement for construction services to Sequel Contractors, Inc.; and, 4. Authorizing the City Manager to approve additional work requests up to $200,000 and inspection services up to $100,000, in connection with the Project, in the cumulative not-to-exceed amount of $300,000; and, 5. Approving Budget Amendment BA #24-06-01 in the amount of $740,000.

J. Approving and Authorizing Amendment No. 1 to the Professional Services Agreement with Alexander’s Contract Services, Inc. for Water Meter Reading Services Pilot Program - That the City Council adopt Resolution 7471: 1. Approving Amendment No. 1 to the Professional Services Agreement with Alexander’s Contract Services, Inc. dated March 28, 2022, extending the term of the Agreement to December 31, 2023; and increasing compensation by $28,800 for the additional services during the extension, for the revised total not-to-exceed amount of $71,618.40, for the extended term; and, 2. Authorizing and directing the City Manager to execute Amendment No. 1 on behalf of the City.

ITEMS REMOVED FROM THE CONSENT CALENDAR
PUBLIC HEARING – None
UNFINISHED / CONTINUED BUSINESS – None

NEW BUSINESS
K. Presentation of Water and Sewer Rate Study and Set Public Hearing Regarding the Proposed New Water and Sewer Rates - That the City Council adopt Resolution 7472: 1. Authorizing the City Manager to notify the public of the proposed Water and Sewer Rates in compliance with Proposition 218; and, 2. Setting the Water and Sewer Rate Study Public Hearing date for February 12, 2024.

L. City Council Reorganization - That the City Council approve reorganization of the City Council and selection of Mayor and Mayor Pro Tempore for 2024.

ADJOURNMENT
Adjourn the City Council to Monday, January 22, 2024 at 5:30 p.m. to meet in closed session, if deemed necessary. Please note, the January 8, 2024 City Council meeting has been cancelled.

12/4/2023
1 Click to edit Master title style
1 Introduction of New
Full Time Employees
December 11, 2023
Lauren Barich, Management Analyst
Click to edit Master title style
2 City Manager’s Office
2 Deb Machen
Executive Assistant
Click to edit Master title style
3 Community Development Department
3 Nathan Caukin
Recreation Specialist
Click to edit Master title style
4 Finance Department
4 Andrea Dominguez
Accounting Technician
Click to edit Master title style
5 Police Department
5 Mariah Zevallos
Senior Community Services
Officer
Click to edit Master title style
6 Public Works Department
6 Jack Corrigan
Water Operator
Click to edit Master title style
7 Public Works Department
7 Kevin Kelly
Water Operator
Click to edit Master title style
8 Public Works Department
8 William Luna
Assistant Engineer
Click to edit Master title style
9 Thank You!
123
456
789

IT SERVICES UPDATE
PRESENTED BY:

PATRICK GALLEGOS, ASSISTANT CITY MANAGER

KEVIN EDWARDS, MANAGEMENT ANALYST

OVERVIEW
• GoTo VOIP system implemented
• Legacy GTT / Cisco phone system decommissioned
• Datto Replaced – on prem & cloud back-up
• Replaced 2 end-of-life (EOL) Dell switches
• Replaced 4 EOL switch stack at PD
• Replaced EOL switches at CH and PW
• Deployed fiber at Lifeguard HQ with Spectrum
• Decommissioned OpenGov server
• Leisure World partnership developed

ACCOMPLISHMENTS & MILESTONES
• Multi Factor Authentication
• Server 2012 upgrade (No longer supported by
Microsoft)
• Wireless Connectivity Upgrades
• Decommissioning of legacy equipment & Connectivity
• Ongoing user Security Testing and Training (STAT)
• InterGov
• Tennis Center – Technology Integrations
• BlueBeam

IN PROGRESS
• Replacement of 2 HP hosts with Dell servers
• Failover internet & disaster mitigation planning
• Vulnerability scanning of the environment
• Internet website replacement
• Cloud migration
• Springbrook decommission
• City owned Fiber connection between City Hall and
Lifeguard HQ

UPCOMING

FORECAST
Question for December 11. 2023 City Council meeting Sustarsic Warrants:
#28308 11/15/23 City of Seal Beach $52,867.47
Cycle 9 8/29/23- 10/28/23
Cycle 10 8/29/23 – 10/28/23
What is this for?
This is an interfund transfer for the City’s portion of its utility bills: Water, Sewer, Street Sweeping, and Tree Trimming.
1 Gloria Harper
From: Jill Ingram
Sent: Monday, December 11, 2023 3:19 PM
Cc: Executive Team; Dana Engstrom
Subject: RE: new full time employees
BCC: CITY COUNCIL
In response to Lisa’s question below regarding the Introduction of New Full-Time Employees presentation on tonight’s agenda, we will be introducing the following new full-time employees:
 Nathan Caukin, Recreation Specialist
 Jack Corrigan, Water Operator
 Andrea Dominguez, Accounting Technician
 Kevin Kelly, Water Operator
 William Luna, Assistant Engineer
 Deb Machen, Executive Assistant
 Mariah Zevallos, Senior Community Services Officer
As always, please let me know if you have any additional questions. Also, please let me know ASAP if you plan to pull any Consent Calendar items so that staff and the Clerk's Office are prepared for a staff presentation tonight.

Thank you,
Jill
Jill R. Ingram, ICMA-CM
City Manager
City of Seal Beach - 211 Eighth Street, Seal Beach, CA 90740 (562) 431-2527, Ext. 1300

Civility Principles:

1. Treat everyone courteously;

2. Listen to others respectfully;

3. Exercise self-control;

4. Give open-minded consideration to all viewpoints;

5. Focus on the issues and avoid personalizing debate; and,

6. Embrace respectful disagreement and dissent as democratic rights, inherent components of an inclusive public process, and tools for forging sound decisions.

For Information about Seal Beach, please see our city website: www.sealbeachca.gov NOTICE: This communication may contain privileged or other confidential information. If you are not the intended recipient of this communication, or an employee or agent responsible for delivering this communication to the intended recipient, please advise the sender by reply email and immediately delete the message and any attachments without copying or disclosing the contents. 2 From: Lisa Landau <[email protected]>
Sent: Monday, December 11, 2023 2:42 PM
To: Jill Ingram <[email protected]>
Subject: new full time employees
Hi Jill
Can you please tell me the names and positions of our new employees.

Thank you,
Lisa Landau
City of Seal Beach
Councilwoman District 3
211 Eighth Street, Seal Beach, CA 90740
(714) 656-8000
1 Gloria Harper
From: jonathan hawes <[email protected]>
Sent: Wednesday, November 29, 2023 8:32 AM
To: Gloria Harper
Subject: General public comment to be read at the next city council meeting Hello. My name is Jonathan Hawes. I served as El Monte City Clerk from 2013 to 2018. Since 2015 I have been a whistleblower on Andre Quintero and Team El Monte’s embezzlement of $10 million from the El Monte Promise Foundation scholarship fund. I have interviewed dozens of El Monte residents who have privately confirmed that Promise funds were used for fraudulent trips to Vietnam and Haiti, a bogus consultant in Salt Lake City, house repairs, and other unlawful expenditures. I have myself been interviewed by the FBI about two dozen times. Documents proving the embezzlement have been submitted to the FBI and the Los Angeles County District Attorney’s Office.

A week ago, an El Monte resident with a documented history of harassing and fabricating lies about other residents, Gabby Leos, told a string of lies on cable news about El Monte Mayor Jessica Ancona. These lies were spoon-fed to her by City Manager Alma Martinez. El Monte Police Chief Jake Fisher, who went on record confirming one of Leos/Martinez’s lies, needs to be fired for interfering in ongoing litigation by commenting publicly on said litigation, and for lying in his official capacity. Both Martinez and Fisher dislike Mayor Ancona due to her efforts to rid our city of the baleful influence of Andre Quintero and his Team El Monte minions, of which Martinez and Fisher are two. Martinez and Fisher have frequently made significant decisions without a vote from the council, which is unlawful, and Ancona has called out such improprieties, furthering their animosity towards her and her anti-corruption efforts.

I am asking the Seal Beach City Council to pass a resolution condemning these crimes and schemes in order to protect the greatest mayor El Monte has ever had, Mayor Jessica Ancona, and the vulnerable residents of one of the poorest cities in Southern California. If this criminal, FBIinvestigated cabal succeeds in removing her from office via well-orchestrated, mendacious smear campaigns, we will be back to full dictatorship under Andre Quintero or one of his puppets. El Monte children, who should’ve been provided with college scholarships, were robbed by his embezzlement.

Andre Quintero and Team El Monte members must go to prison. If you have any questions, please call or text me at (626) 863-2149. Thank you.

Agenda Item A

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Gloria D. Harper, City Clerk
SUBJECT: Approval of the November 13, 2023 City Council Minutes ________________________________________________________________ SUMMARY OF REQUEST:

That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on November 13, 2023.

BACKGROUND AND ANALYSIS:

This section does not apply.

ENVIRONMENTAL IMPACT:

There is no environmental impact related to this item.

LEGAL ANALYSIS:

No legal analysis is required for this item.

FINANCIAL IMPACT:

There is no financial impact for this item.

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on November 13, 2023.

Page 2 ends

SUBMITTED BY: NOTED AND APPROVED:

Gloria D. Harper Jill R. Ingram
Gloria D. Harper, City Clerk Jill R. Ingram, City Manager Prepared by: Dana Engstrom, Deputy City Clerk
ATTACHMENTS:

A. Minutes – Closed Session, November 13, 2023
B. Minutes - Regular Session, November 13, 2023
Seal Beach, California
November 13, 2023
The City Council met in Closed Session at 5:30 p.m. in the City Hall Conference Room.

ROLL CALL

Present: Mayor Moore
Council Members: Sustarsic, Landau, Kalmick

Absent: Steele
City Staff: Nicholas Ghirelli, City Attorney
Jill R. Ingram, City Manager
Patrick Gallegos, Assistant City Manager
Barbara Arenado, Director of Finance/City Treasurer
Iris Lee, Director of Public Works
Gloria D. Harper, City Clerk

PUBLIC COMMUNICATIONS
Mayor Moore opened oral communications. Speakers: None. Mayor Moore then closed oral communications.

CLOSED SESSION
A. CONFERENCE WITH LABOR NEGOTIATOR Government Code §54957.6 City Negotiator(s):

City Manager Jill R. Ingram and Assistant City Manager Patrick Gallegos Employee Organization(s):

Police Officers Association
Police Management Association
Seal Beach Supervisors & Professionals Association
Mid-Management and Confidential Employees Association
B. Conference with Legal Counsel
Significant exposure to litigation pursuant to Government Code §54956.9(d)(2) One (1) potential case
C. Conference with Legal Counsel
Pending Litigation Pursuant to Government Code §54956.9(d)(1) In Re: Aqueous Film-Forming Foams Product Liability Litigation United State District Court, South Carolina, MDL Case No. 2:18-mn-02873

ADJOURNMENT
Mayor Moore adjourned the Closed Session meeting at 6:55 p.m.

Gloria D. Harper, City Clerk
City of Seal Beach
Approved:

Thomas Moore, Mayor
Attested:

Gloria D. Harper, City Clerk

Seal Beach, California
November 13, 2023
The City Council met in regular session at 7:02 p.m. in the City Council Chamber. Council Member Kalmick led the Pledge of Allegiance.

ROLL CALL

Present: Mayor Moore
Council Members: Kalmick, Landau, Sustarsic

Absent: Steele
City Staff: Nicholas Ghirelli, City Attorney
Jill R. Ingram, City Manager
Michael Henderson, Police Chief
Joe Bailey, Marine Safety Chief
Barbara Arenado, Director of Finance/City Treasurer
Iris Lee, Public Works Director
Gloria D. Harper, City Clerk
Craig Covey, Orange County Fire Authority Division 1 Chief Nolan McGaughy, Orange County Fire Authority Division 1 Administrative Fire Captain
Nick Nicholas, Police Captain
Michael Ezroj, Police Captain
Brian Gray, Police Sergeant
Kathryne Cho, Deputy Director of Public Works/City Engineer Tim Kelsey, Recreation Manager
Shaun Temple, Planning Manager
Council Member Kalmick moved, second by Mayor Pro Tem Sustarsic to approve the absence of Council Member Steele.

PRESENTATIONS / RECOGNITIONS
• Recognition of Orange County Fire Authority Captain Steve King • 100th Anniversary of the Woman’s Club of Seal Beach Proclamation • Orange County Transportation Authority Update
• Animal Control Program Update

PUBLIC COMMUNICATIONS
Mayor Moore opened oral communications. Speaker: Jo8n. Mayor Moore closed oral communications.

Four (4) supplemental items were received after the posting of the agenda that were distributed to the City Council and made available to the public.

APPROVAL OF AGENDA & WAIVER OF FULL READING OF RESOLUTIONS AND

ORDINANCES
Council Member Kalmick moved, second by Mayor Pro Tem Sustarsic to approve the agenda.

AYES: Kalmick, Landau, Moore, Sustarsic
NOES: None
ABSENT: Steele
ABSTAIN: None
Motion carried

CITY ATTORNEY REPORT
City Attorney Ghirelli reported that the Council met in Closed Session regarding the three (3) items posted on the agenda. Four (4) Council Members were present, and no reportable action was taken.

CITY MANAGER REPORT
City Manager Ingram provided a few calendar updates including the final Parking Town Hall meeting on November 14, 2023, at 5:30 pm and indicated that the meeting will be a hybrid meeting. She reminded the community to take the parking survey prior to the deadline, November 17, 2023, at 9:00 pm. City Manager Ingram announced that the next Citizen-Council Parking Advisory Ad Hoc Committee meeting will be held on November 29, 2023, at 5:30pm and encouraged the community to attend this public meeting.

City Manager Ingram noted that it is imperative to be deliberate and diligent in the timely and ongoing updates to the City’s water and sewer utility rates. She noted that the City Council has tentatively scheduled a public hearing to consider rate adjustments for the first meeting in February 2024. City Manager Ingram provided additional details and important outreach dates that are necessary, prior to the public hearing.

City Manager Ingram provided additional calendar updates on the Tree Lighting Ceremony to be held on Saturday, November 18, 2023, from 4-7pm at Eisenhower Park, the Christmas Parade to be held on Friday, December 1, 2023, at 7pm on Main Street, and Breakfast with Santa scheduled for Saturday, December 9, 2023, from 9-11am at the Marina Community Center.

In closing, she wished the City Council, staff, and community a happy and safe Thanksgiving Holiday.

COUNCIL COMMENTS
Council Member Landau thanked the Seal Beach Police Department for hosting the first post COVID-19 Neighbor-4-Neightbor meeting and noted that it was well attended by residents. She also thanked Vicky Davio for spearheading the event and the Lions Club for providing hot dogs, chips, and drinks.

Council Member Landau congratulated the Public Works Department on winning the Trunk of Treat contest and noted that she was impressed with all the themed trunks at the event. Lastly, she reported her attendance at the Los Alamitos High School Jazz Band fundraiser at the Gaslamp and invited the community to the Thanksgiving Dinner at St. Anne’s Church at 11am on Thanksgiving Day.

Council Member Kalmick reported that he attended a Regional Council meeting for Southern California Association of Governments, a Los Cerritos Wetland Authority meeting, noting that funding was received for the planning, permitting, and 54% of the restoration costs. He reported his attendance at an Orange County Fire Authority (OCFA) Human Resources Sub-Committee meeting noting OCFA is doing a tremendous job in controlling workers’ compensation cases. Lastly, he reported his attendance at the Veterans’ Day Ceremony at McGaugh Elementary School and Eisenhower Park, and a Ribbon Cutting Ceremony at a new dance studio on Main Street - Dance Around the Clock.

Mayor Pro Tem Sustarsic reported her attendance at a Regional Military Affairs Committee meeting, a Governors Military Council quarterly meeting in the city of Cypress, an Orange County Sanitation District Board meeting, an Orange County Sanitation District Operations Committee meeting, and an Orange County Sanitation District State of the District meeting. Additionally, she attended two Parking Town Hall meetings, a City Selection Committee meeting on behalf of the Mayor, a College Park East Neighborhood Association annual meeting, the McGaugh Elementary School Veterans’ Day Flag Ceremony, a California Federation of Women’s Club District Council meeting, and the Veterans’ Day Ceremony at Eisenhower Park. Lastly, she indicated she attended the City’s Trunk or Treat event and congratulated the Public Works Department on winning the annual department contest.

Mayor Moore reported his attendance at the Veterans’ Day Ceremony, the Driftwood, the Dance Around the Clock and Let’s Go Paint ribbon cutting ceremonies. He reported that he attended two (2) Parking Town Hall meetings and encouraged community participation at the next Citizen-Council Parking Advisory Ad Hoc Committee meeting and to take the Parking Survey. Additionally, he reported his attendance at the Trunk or Treat event on Main Street and congratulated the Public Works Department on winning the annual department contest. Lastly, he wished the City Council, City staff, and the community a wonderful Thanksgiving.

COUNCIL ITEMS
There were no Council items.

CONSENT CALENDAR
Council Member Landau moved, second by Mayor Pro Tem Sustarsic, to approve the recommended actions on the consent calendar.

A. Approval of the October 23, 2023 City Council Minutes - That the City Council approve the minutes of the Closed Session and Regular City Council meetings held on October 23, 2023.

B. Demands on City Treasury (Fiscal Year 2024) November 13, 2023 - Ratification.

C. Report of City Manager and Department Heads Authorized Contracts - That the City Council receive and file the report.

D. Homeland Security Grant Program Agreement for Transfer or Purchase of Equipment and Services or for Reimbursement of Operation Costs for Fiscal Year 2022 Operation Stonegarden - That the City Council adopt Resolution 7463: 1.

Authorizing the City Manager to execute an agreement on the City’s behalf for transfer or purchase equipment and services for reimbursement of operating costs for Fiscal Year 2022; and, 2. Authorizing any further actions necessary for the purpose of obtaining federal financial assistance provided by the Department of Homeland Security - Federal Emergency Management Agency (FEMA) and sub-granted through the Riverside Sheriff’s Department in connection with the Operation Stonegarden (OPSG) Homeland Security Grant Program
E. Resolution to Deny General Plan Amendment (GPA) 19-1 That Would Have Changed the Land Use Category of the Property at 328 13th Street from Residential High-Density to General Commercial and to Deny Zone Change (ZC) 19-1 That Would Have Changed the Zone of the Property Located at 328 13th Street from RHD-20 to GC and the Zone of the Property Located at 324 13th Street from RHD20 to RHD-33 - That the City Council adopt Resolution 7464 to Deny GPA 19-1 That Would Have Changed the Land Use Category of the Property at 328 13th Street from Residential High-Density to General Commercial, and to Deny ZC 19-1 That Would Have Changed the Zone of the Property Located at 328 13th Street from RHD-20 to GC and the Zone of the Property Located at 324 13th Street from RHD-20 to RHD-33.

F. Ratifying the Declaration of Emergency, Approval of Emergency Seal Beach Boulevard Waterline Repair and Dispensing with Public Bidding Requirements, and Notice of Completion, and Authorization to Approve Payment for the Seal Beach Boulevard Waterline Repair, and Approving and Authorizing Amendment No. 1 to Professional Maintenance Agreement with Valverde Construction, Inc. for On-Call Emergency and Unexpected Task Utility Maintenance and Repair Services - That the City Council adopt Resolution 7465 1. Declaring the Seal Beach Boulevard Waterline Repair, CIP EM2402, was necessary for the immediate preservation of life, health, and property of the City, and therefore ratifying the declaration by the Public Works Director that the Seal Beach Boulevard. Waterline Repair, CIP EM2402, was of urgent necessity for the immediate preservation of life, health and property; and, 2. That the City Council adopt Resolution 7465: 1. Declaring that the Seal Beach Boulevard Waterline Repair, CIP EM2402, was necessary for the immediate preservation of life, health and property of the City, and therefore ratifying the declaration by the Public Works Director that the Seal Beach Boulevard Waterline Repair, CIP EM2402, was of urgent necessity for the immediate preservation of life, health and property; and, 2. Authorizing the City Manager to execute a purchase order with Valverde Construction, Inc. for the emergency Seal Beach Boulevard Waterline Repair, CIP EM2402, in the amount of $256,456.15 under an existing on-call agreement with Valverde Construction, Inc. without advertising for bids; and, 3. Accepting the emergency work to the City’s public water system, CIP EM2402, by Valverde Construction, Inc. in the amount of $256,456.15; and, 4. Directing the City Clerk to file a “Notice of Completion” with the Orange County Clerk-Recorder within 15 days of the date of approval of the resolution and to release retention 35 days after the recordation of the Notice of Completion contingent upon no claims being filed on the Project; and, 5.

Approving Budget Amendment BA #24-05-02 in the amount of $260,000.00; and, 6.

Approving Amendment No. 1 to the Professional Maintenance Agreement with Valverde Construction, Inc. to increase their compensation by $450,000 for additional on-call emergency and unexpected task utility maintenance and repair services for a revised notto-exceed total contract amount of $750,000 for the original three-year term; and, 7.

Authorizing the City Manager to execute Amendment No. 1.

The vote below is for all the Consent Calendar Items:

AYES: Kalmick, Moore, Sustarsic, Landau
NOES: None
ABSENT: Steele
ABSTAIN: None
Motion carried
City Attorney Ghirelli clarified for the benefit of the public that the Council’s decision regarding Item E is now final and there will be no appeal process.

ITEMS REMOVED FROM THE CONSENT CALENDAR
There were no items removed from the consent calendar.

PUBLIC HEARING
There were no public hearing items.

UNFINISHED/CONTINUED BUSINESS
There were no unfinished/continued business items.

NEW BUSINESS
There were no new business items.

ADJOURNMENT
Mayor Moore adjourned the City Council meeting at 8:31 p.m. to Monday, December 11, 2023, at 5:30 p.m. to meet in Closed Session if deemed necessary. He noted that the November 27, 2023, City Council meeting has been cancelled. __________________________
Gloria D. Harper, City Clerk
City of Seal Beach
Approved: ___________________________
Thomas Moore, Mayor
Attested: ____________________________
Gloria D. Harper, City Clerk

Agenda Item D

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Gloria D. Harper, City Clerk
SUBJECT: 2024 Calendar of Meeting Dates
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council receive and file the 2024 calendar of meeting dates, which include the cancellation of the first meetings in January (8th) and July (8th) and the second meetings in August (26th), November (25th), and December (23rd).

BACKGROUND AND ANALYSIS:

Annually, the City Clerk’s Office prepares the City’s Meeting Calendar to be reviewed by the City Council. The first meeting in January (8th) is cancelled due to the holiday closure. Traditionally, the first meeting in July (8th) and the second meeting in August (26th) are cancelled due to summer schedules, and the second meeting in November (25th) and the second meeting in December (23rd) are cancelled due to the holidays.

ENVIRONMENTAL IMPACT:

There is no environmental impact related to this item.

LEGAL ANALYSIS:

No legal analysis is required for this item.

FINANCIAL IMPACT:

There is no financial impact for this item.

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

Page 2 ends

RECOMMENDATION:

That the City Council receive and file the 2024 calendar of meeting dates, which include the cancellation of the first meetings in January (8th) and in July (8th) and the second meetings in August (26th), November (25th), and December (23rd).

SUBMITTED BY: NOTED AND APPROVED:

Gloria D. Harper Jill R. Ingram
Gloria D. Harper, City Clerk Jill R. Ingram, City Manager ATTACHMENTS:

A. Seal Beach Meeting Calendar 2024
CITY OF SEAL BEACH 2024 ~ MEETINGS

JANUARY FEBRUARY
S M T W T F S S M T W T F S Holidays
1 2 3 4 5 6 1 2 3 New Year's Day (Observed Jan 1)
7 8 9 10 11 12 13 4 5 6 7 8 9 10 MLK Day (Jan 15)
14 15 16 17 18 19 20 11 12 13 14 15 16 17 Presidents' Day (Feb 19) 21 22 23 24 25 26 27 18 19 20 21 22 23 24 Memorial Day (May 27) 28 29 30 31 25 26 27 28 29 Independence Day (July 4)
Labor Day (Sept 2)
MARCH APRIL Veterans Day (Observed Nov 11)
S M T W T F S S M T W T F S Thanksgiving (Nov 28)
1 2 1 2 3 4 5 6 Day after (Nov 29)
3 4 5 6 7 8 9 7 8 9 10 11 12 13 Christmas Eve (Observed Dec 24) 10 11 12 13 14 15 16 14 15 16 17 18 19 20 Christmas Day (Observed Dec 25) 17 18 19 20 21 22 23 21 22 23 24 25 26 27
24 25 26 27 28 29 30 28 29 30
31 CITY COUNCIL
2nd & 4th Monday - 7:00 p.m.

Postponed Meetings:

May 28th & November 12th
MAY JUNE Cancelled Meetings:

S M T W T F S S M T W T F S January 8th, July 8th, August 26th, November 25th and December 23rd 1 2 3 4 1
5 6 7 8 9 10 11 2 3 4 5 6 7 8
12 13 14 15 16 17 18 9 10 11 12 13 14 15 PLANNING COMMISSION 19 20 21 22 23 24 25 16 17 18 19 20 21 22 1st & 3rd Monday - 7:00 p.m. 26 27 28 29 30 31 23 24 25 26 27 28 29 Postponed Meetings:
30 January 2nd & 16th, February 20th and
September 3rd

JULY AUGUST

S M T W T F S S M T W T F S RECREATION & PARKS
1 2 3 4 5 6 1 2 3 COMMISSION
7 8 9 10 11 12 13 4 5 6 7 8 9 10 4th Wednesday - 6:00 p.m. 14 15 16 17 18 19 20 11 12 13 14 15 16 17 (except July, August, and December) 21 22 23 24 25 26 27 18 19 20 21 22 23 24
28 29 30 31 25 26 27 28 29 30 31 SEAL BEACH HISTORIC

RESOURCES FOUNDATION
1st & 3rd Thursday - 5:00 p.m.

SEPTEMBER OCTOBER CITY TREE ADVISORY BOARD
S M T W T F S S M T W T F S Meetings as required
1 2 3 4 5 6 7 1 2 3 4 5
8 9 10 11 12 13 14 6 7 8 9 10 11 12 ENVIRONMENTAL QUALITY

CONTROL BOARD
15 16 17 18 19 20 21 13 14 15 16 17 18 19 4th Wednesday - 6:00 p.m. 22 23 24 25 26 27 28 20 21 22 23 24 25 26
29 30 27 28 29 30 31 SEAL BEACH CABLE

FOUNDATION
3rd Wednesday - 7:00 p.m.

NOVEMBER DECEMBER

S M T W T F S S M T W T F S
1 2 1 2 3 4 5 6 7
3 4 5 6 7 8 9 8 9 10 11 12 13 14
10 11 12 13 14 15 16 15 16 17 18 19 20 21
17 18 19 20 21 22 23 22 23 24 25 26 27 28
24 25 26 27 28 29 30 29 31
Agenda Item E

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Iris Lee, Director of Public Works
SUBJECT: Rejecting All Bids for the Pier Concrete Abutment Restoration, CIP BP2201
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council adopt Resolution 7466 rejecting all bids received for Pier Concrete Abutment Restoration, CIP BP 2201.

BACKGROUND AND ANALYSIS:

The Seal Beach Pier (“Pier”) was originally built in the early 1900’s and rebuilt in 1984 after suffering heavy storm damage from the 1983 El Niño. In 2016, the Pier sustained considerable fire damage towards the latter portion of the structure.

While this portion of the Pier was reconstructed in 2020, there are several elements outside the Pier reconstruction that are still in need of repair and upgrade. In 2021, a Pier evaluation was conducted by Anser Advisory that included cost effective repair recommendations and structural improvements to the Pier’s surrounding infrastructure. The Project was developed and subsequently budgeted into the Capital Improvement Program.

Pier Concrete Abutment Restoration (CIP BP2201)
The Pier Concrete Abutment structure is the main point at which residents and visitors access the Pier and surrounding beach and park areas. The Abutment area is showing signs of wear and deterioration, that require attention to extend the life of the structure.

The Pier Concrete Abutment Restoration project will be addressing the main elements of concern, which include cracking and spalling concrete, deterioration of exposed steel elements, and worn surfaces primarily caused by the corrosive marine environment.

On September 27, 2023, the City advertised and solicited bids for the project. On October 26, 2023, the City Clerk’s office received five bids with the following results:

Page 2 ends

Rank Contractor Total Base Bid*
Low US Builders & Consultants Inc. $381,508.30
2 Slater Waterproofing, Inc. $435,610.00
3 Applied Restoration $466,050.00
4 HZS Engineering & Construction $572,300.00
5 Jilk Heavy Construction, Inc $787,000.00
* Bid proposal stated amount
As the Project requires a considerable degree of specialty work as it relates to water proofing and weatherproofing of concrete abutment structures, staff recommends modifying the contract specifications to refine the licensing requirements and clearly define the qualification expectations to ensure that the chosen contractors possess expertise and experience required to fulfill the unique Project demands.

Staff recommends that the City Council reject all bids in accordance with Section 1010 of the Seal Beach Charter, which provides that the legislative body may reject any bids presented and readvertise at its discretion.

ENVIRONMENTAL IMPACT:

Approval of a resolution rejecting bids is not a “project” within the meaning of California Environmental Quality Act (“CEQA”) pursuant to Section 15378(b)(4) of the state CEQA Guidelines because it can be seen with certainty that the rejection of bids will not have a significant effect on the environment.

LEGAL ANALYSIS:

The City Attorney has reviewed and approved the resolution as to form.

FINANCIAL IMPACT:

Minimal staff time will be required to resolicit Project bids. No budget adjustments are requested at this time.

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the City Council adopt Resolution 7466 rejecting all bids received for Pier Concrete Abutment Restoration, CIP BP 2201

Page 3 ends

SUBMITTED BY: NOTED AND APPROVED:

Iris Lee Jill R. Ingram
Iris Lee, Director of Public Works Jill R. Ingram, City Manager Prepared by: William Luna, Assistant Engineer
ATTACHMENTS:

A. Resolution 7466
RESOLUTION 7466

A RESOLUTION OF THE SEAL BEACH CITY COUNCIL

REJECTING ALL BIDS FOR PIER CONCRETE ABUTMENT
RESTORATION, CIP BP2201
WHEREAS, on September 27, 2023, the City issued a solicitation for bids for Pier Concrete Abutment Restoration, CIP BP 2201 (“Project”); and, WHEREAS, on October 26, 2023, the City Clerk’s office received five (5) bids in response to the solicitation for bids; and,
WHEREAS, staff recommends rebidding the Project to solicit contractors that have the proper licenses, expertise and experience required to fulfill the unique demands of the Project; and,
WHEREAS, Section 1010 of the Seal Beach Charter provides that the City Council may reject any and all bids presented and may re-advertise in its discretion; and, WHEREAS, the Director of Public works recommends rejecting all bids and that the Project be readvertised for bids at a later date.

THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES HEREBY
RESOLVE:

SECTION 1. The City Council hereby rejects all bids received on October 26, 2023, for Pier Concrete Abutment Restoration, CIP BP 2201.

SECTION 2. The City Council hereby authorizes and directs the Director of Public Works to readvertise the Project for bids.

PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023 by the following vote:

AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members

Thomas Moore, Mayor
ATTEST:

Gloria D. Harper, City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7466 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 11th day of December, 2023.

Gloria D. Harper, City Clerk
Agenda Item F

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Iris Lee, Director of Public Works
SUBJECT: Accepting Grant Funds and Authorizing Execution of an Agreement with the South Coast Air Quality Management
District for the Seal Beach Microtransit Service Pilot
Program
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council adopt Resolution 7467:

1. Accepting an award of grant funds in the amount of $162,891 from South Coast Air Quality Management District for the Seal Beach Microtransit Service Pilot Program; and,

2. Authorizing the City Manager, or her designee, to execute the Agreement with South Coast Air Quality Management District, amendments and other related documents, and to take all such other actions, as may be required to secure the grant funds and implement the approved grant under the Mobile Source Air Pollution Reduction Review Committee Microtransit Service Program Grant.

BACKGROUND AND ANALYSIS:

The South Coast Air Quality Management District (“SCAQMD”) created the Mobile Source Air Pollution Reduction Review Committee (“MSRC”) to fund projects related to reducing air pollution from motor vehicles and to implement the California Clean Air Act. MSRC has identified microtransit as a mobility strategy that closely aligns with their objectives. On January 6, 2023, MSRC issued a Microtransit Service Request for Proposals (P2023-07), soliciting for mobility solutions that can enhance transit in areas where deploying transitional fixed-route services would prove challenging.

The City’s Main Street corridor and Seal Beach Pier have historically been a visitor and resident attractor, where access is primarily provided by car and conventional fixed-route transit. In efforts to reduce the number of gas-powered vehicle trips, aid congestion, and alleviate parking demand, the City responded to MSRC’s

Page 2 ends

Microtransit Service Request for Proposal with the Seal Beach Microtransit Service Pilot Program (“Program”).

The Program proposes to partner with an experienced microtransit vendor to operate electric vehicles in the Old Town and The Hill neighborhood through the use of a mobile ride request application. This on-demand program would provide virtual stops to improve efficiency, and effectively circulate riders to reduce impacts to the roadway and parking.

On June 2, 2023, SCAQMD approved funding for the Program in the amount of $162,891. Staff have since been working with SCAQMD on the Program details, as specified on the AB2766/MSRC Microtransit Service Program Grant Agreement. The general terms include:
• A pilot program duration of twelve (12) months to be completed by April 2025
• A defined service area generally encompassing the Old Town and The Hill neighborhood
• One (1) Americans with Disability Act (“ADA”) accessible vehicle available at all times
• A minimum City matching fund of $162,892, which may be offset by fare and/or ad revenues
Upon approval and full agreement execution, staff will initiate transit service provider coordination and outreach.

ENVIRONMENTAL IMPACT:

Approval of a resolution authorizing a grant agreement is not a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to Sections 15061(b)(3) and 15378(b)(4) of the state CEQA Guidelines because it can be seen with certainty that approval of grant agreement will not have a significant effect on the environment.

LEGAL ANALYSIS:

The City Attorney has approved the agreement and resolution as to form.

FINANCIAL IMPACT:

The grant is in the amount of $162,891 with a minimum matching fund of $162,892.

Staff will recommend necessary funding actions with future transit service and outreach provider agreement approvals.

It is anticipated that matching funds will be expensed from the unassigned Parkingin-Lieu fund balance.

Page 3 ends

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the City Council adopt Resolution 7467:

1. Accepting an award of grant funds in the amount of $162,891 from South Coast Air Quality Management District for the Seal Beach Microtransit Service Pilot Program; and,

SUBMITTED BY: NOTED AND APPROVED:

Iris Lee Jill R. Ingram
Iris Lee, Director of Public Works Jill R. Ingram, City Manager ATTACHMENTS:

A. Resolution 7467
B. SCAQMD – AB2766/MSRC Microtransit Service Program Grant Agreement RESOLUTION 7467

A RESOLUTION OF THE SEAL BEACH CITY COUNCIL
ACCEPTING A $162,891 GRANT, AUTHORIZING A

MINIMUM LOCAL MATCH IN THE AMOUNT OF
$162,892, AND APPROVING AND AUTHORIZING AN

AGREEMENT WITH THE SOUTH COAST AIR QUALITY

MANAGEMENT DISTRICT FOR THE MSRC

MICROTRANSIT SERVICE PROGRAM GRANT
WHEREAS, the South Coast Air Quality Management District (“SCAQMD”) is responsible for regulating stationary source air pollution within the District’s boundaries; and,
WHEREAS, Assembly Bill (“AB”) 2766 created a regional Mobile Source Air Pollution Reduction Review Committee (“MSRC”) to develop a work program to fund projects that reduce air pollution from motor vehicles and to implement the California Clean Air Act; and,
WHEREAS, MSRC issued a “Microtransit Service” Request for Proposals on January 6, 2023; and,
WHEREAS, the City of Seal Beach (“City”) submitted an application in response to the Request for Proposals, dated March 23, 2023; and, WHEREAS, the City was selected to receive a Microtransit Service grant in the amount of $162,891, with a minimum match of $162,892 for the Seal Beach Microtransit Service Pilot Program (“Program”); and,
WHEREAS, the City desires to accept the Microtransit Service Grant and execute an agreement with SCAQMD memorializing each party’s responsibilities, statement of work, timeline, and to provide authorization for the Program’s matching funds; and,
WHEREAS, the City of Seal Beach will comply where applicable with provisions of the California Environmental Quality Act, the National Environmental Policy Act, the American with Disabilities Act, and any other federal, state, and/or local laws, rules and/or regulations.

NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE:

Section 1. The foregoing recitals are true and correct and are hereby adopted by reference as though set forth in full.

Section 2. The City Council hereby accepts the $162,891 grant from SCAQMD’s MSRC Microtransit Service Program Grant for the Program.

Section 3. Subject to execution of all necessary agreements, the City Council agrees to provide its required minimum matching funds for the Program in the amount of $162,892.

Section 4. The City Council approves and authorizes the City Manager, or her designee, to execute for and on behalf of the City of Seal Beach, all grant agreement(s), amendments and other related documents, and to take all such other actions, as may be required to secure the grant funds and implement the approved grant under the MSRC
Microtransit Service Program Grant.

PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023 by the following vote:

AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members

Thomas Moore, Mayor
ATTEST:

Gloria D. Harper, City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7467 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 11th day of December, 2023.

Gloria D. Harper, City Clerk
Grant Agreement No. MS24004
1 AB 2766/MSRC MICROTRANSIT SERVICE PROGRAM GRANT AGREEMENT

1. PARTIES
The parties to this Grant Agreement (“Agreement”) are the South Coast Air Quality Management District (referred to here as "SCAQMD") whose address is 21865 Copley Drive, Diamond Bar, California 91765-4178, and the City of Seal Beach (referred to here as "RECIPIENT") whose address is 211 8th Street, Seal Beach, California 90740.

2. RECITALS
A. SCAQMD is the local agency with primary responsibility for regulating stationary source air pollution within the geographical boundaries of the South Coast Air Quality Management District in the State of California (State).

B. Under State Health & Safety Code Sections 44225, et seq. (AB 2766), SCAQMD's Governing Board has authorized the imposition of the statutorily set motor vehicle fee for the purpose of reducing air pollution from motor vehicles and to implement the California Clean Air Act. By taking such action, the State's Department of Motor Vehicles (DMV) is required to collect such fee and remit it periodically to SCAQMD.

C. AB 2766 further mandates that thirty (30) percent of such vehicle registration fees be placed by SCAQMD into a separate account for the sole purpose of implementing and monitoring programs to reduce air pollution from motor vehicles.

D. AB 2766 creates a regional Mobile Source Air Pollution Reduction Review Committee (MSRC) to develop a work program to fund projects from the separate account. Pursuant to approval of the work program by SCAQMD's Governing Board, SCAQMD authorized this Agreement with RECIPIENT for equipment or services described in Attachment 1 - Statement of Work, expressly incorporated herein by this reference and made a part hereof of this Agreement.

E. RECIPIENT met the requirements for receipt of AB 2766 Discretionary Funds as set forth in RECIPIENT's Microtransit Service Program Proposal dated March 23, 2023 and was awarded a grant under the work program.

F. RECIPIENT is authorized to do business in the State of California and attests that it is in good tax standing with the California Franchise Tax Board.

G. All parties to this Agreement have had the opportunity to have this Agreement reviewed by their attorney.

3. DMV FEES
RECIPIENT acknowledges that SCAQMD cannot guarantee that the amount of fees to be collected under AB 2766 will be sufficient to fund this Agreement. RECIPIENT further acknowledges that payment under this Agreement is contingent upon SCAQMD receiving sufficient funds from the DMV, and that SCAQMD assumes no responsibility for the collection and remittance of motor vehicle registration fees.

4. AUDIT AND RECORDS RETENTION
A. RECIPIENT shall, at least once every two years, or within two years of the termination of the Agreement if the term is less than two years, be subject to an audit by SCAQMD or its authorized representative to determine if the revenues received by RECIPIENT were spent for the reduction of pollution from motor vehicles pursuant to the Clean Air Act of 1988.

B. RECIPIENT agrees to maintain records related to this Agreement during the Agreement term and continue to retain these records for a period of two years beyond the Agreement term, except that in no case shall South Coast
Air Quality Management District
DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
2 RECIPIENT be required to retain more than the most recent five years’ records. SCAQMD shall coordinate such audit through RECIPIENT'S audit staff.

C. If an amount is found to be inappropriately expended, SCAQMD may withhold funding, or seek reimbursement, from RECIPIENT in the amount equal to the amount that was inappropriately expended. Such withholding shall not be construed as SCAQMD's sole remedy and shall not relieve RECIPIENT of its obligation to perform under the terms of this Agreement.

5. TERM
The term of this Agreement is from the last date of execution by the parties, which is the effective date of this Agreement, to September 30, 2025, unless terminated earlier as provided for in the TERMINATION clause of this Agreement or the term is extended by amendment of this Agreement in writing. No work shall commence prior to the Agreement start date, except at RECIPIENT's cost and risk, and no charges are authorized until this Agreement is fully executed, subject to the provisions stated in the PRE-AGREEMENT COSTS clause of this Agreement.

6. SUCCESSORS-IN-INTEREST
This Agreement, and the obligations arising under the Agreement, shall be binding on and inure to the benefit of RECIPIENT and their executors, administrators, successors, and assigns.

7. REPORTING
RECIPIENT shall submit reports to SCAQMD as outlined in Attachment 1 - Statement of Work. SCAQMD reserves the right to review, comment, and request changes to any report produced as a result of this Agreement.

8. TERMINATION
A. In the event any party fails to comply with any term or condition of this Agreement or fails to provide services in the manner agreed upon by the parties, including, but not limited to, the requirements of Attachment 1 - Statement of Work, this failure shall constitute a breach of this Agreement. The nonbreaching party shall notify the breaching party that it must cure this breach or provide written notification of its intention to terminate this Agreement. Notification shall be provided in the manner set forth in the NOTICES clause of this Agreement. The non-breaching party reserves all rights under law and equity to enforce this Agreement and recover damages.

B. SCAQMD reserves the right to terminate this Agreement, in whole or in part, without cause, upon thirty (30) days’ written notice. Once such notice has been given, RECIPIENT shall use all reasonable efforts to mitigate its expenses and obligations. RECIPIENT will be paid in accordance with this Agreement for tasks performed and costs incurred that could not be mitigated before the effective date of termination.

C. RECIPIENT shall be paid in accordance with this Agreement for all Work performed before the effective date of termination under section B of the TERMINATION clause of this Agreement. Before expiration of the thirty (30) days’ written notice, RECIPIENT shall promptly deliver to SCAQMD all copies of documents and other information and data prepared or developed by RECIPIENT under this Agreement with the exception of a record copy of such materials, which may be retained by RECIPIENT.

9. INSURANCE
A. RECIPIENT shall furnish evidence to SCAQMD of workers' compensation insurance for each of its employees, in accordance with either California or other states’ applicable statutory requirements prior to commencement of any work on this Agreement.

B. RECIPIENT shall furnish evidence to SCAQMD of general liability insurance with a limit of at least $1,000,000 per occurrence, and $2,000,000 in a general aggregate prior to commencement of any work DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
3 on this Agreement. SCAQMD shall be named as an additional insured on any such liability policy, and thirty (30) days written notice prior to cancellation of any such insurance shall be given by RECIPIENT to SCAQMD.

C. RECIPIENT shall furnish evidence to SCAQMD of automobile liability insurance with limits of at least $100,000 per person and $300,000 per accident for bodily injuries, and $50,000 in property damage, or $1,000,000 combined single limit for bodily injury or property damage, prior to commencement of any work on this Agreement. SCAQMD shall be named as an additional insured on any such liability policy, and thirty (30) days written notice prior to cancellation of any such insurance shall be given by RECIPIENT to SCAQMD.

D. If RECIPIENT fails to maintain the required insurance coverage set forth above, SCAQMD reserves the right either to purchase such additional insurance and to deduct the cost thereof from any payments owed to RECIPIENT or terminate this Agreement for breach.

E. For MSRC Contracts Administrator: All insurance certificates and other documents evidencing coverage shall be mailed to: SCAQMD, 21865 Copley Drive, Diamond Bar, CA 91765-4178, Attention: Cynthia Ravenstein, MSRC Contracts Administrator. The SCAQMD Agreement Number must be included on the face of the certificate.

F. For Risk Management Department: All insurance certificates and other documents evidencing coverage shall be sent to SCAQMD Risk Management, by email ([email protected]). The SCAQMD Agreement Number must be included on the face of the certificate.

G. RECIPIENT must provide annual updates on the insurance coverage throughout the term of the Agreement to ensure that there is no break in coverage during the period of Agreement performance.

Failure to provide evidence of current coverage shall be grounds for termination for breach of Agreement.

10. INDEMNIFICATION
RECIPIENT agrees to hold harmless, defend and indemnify SCAQMD, its officers, employees, agents, representatives, and successors-in-interest against any and all loss, damage, costs, lawsuits, claims, demands, causes of action, judgments, attorney’s fees, or any other expenses arising from or related to any third party claim against SCAQMD, its officers, employees, agents, representatives, or successors in interest that arise or result in whole or in part, from any actual or alleged act or omission of RECIPIENT, its officers, its employees, contractors, agents or representatives in the performance of this Agreement. This Indemnification Clause shall survive the expiration or termination (for any reason) of the Agreement and shall remain in full force and effect.

11. DISCLAIMER OF WARRANTY
The purchase or lease of funded vehicles/equipment is the RECIPIENT’s decision. The SCAQMD does not make any express or implied warranty of merchantability, fitness for a particular purpose or otherwise, quality or usefulness of the technology or product. Without limiting the foregoing, the SCAQMD will not be financially responsible, or otherwise liable, for the installation or performance of the vehicle/equipment.

12. PAYMENT
A. SCAQMD shall reimburse RECIPIENT up to a total amount of One Hundred Sixty-Two Thousand Eight Hundred Ninety-One Dollars ($162,891) in accordance with Attachment 2 - Payment Schedule expressly incorporated herein by this reference and made a part hereof of the Agreement.

B. A withhold amount or percentage (if any) shall be identified in the Payment Schedule, and such amount shall be withheld from each invoice. Upon satisfactory completion of project and final acceptance of work and the final report, RECIPIENT’s invoice for the withheld amount shall be released. Proof of project completion shall include a Final Report detailing the project goals and accomplishments, data collected DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
4 during project performance, if any, documentation of significant results, and emissions reduction input data needed for calculation of emissions reductions.

C. Any funds not expended upon early Agreement termination or Agreement completion shall revert to the AB 2766 Discretionary Fund. Payment of charges shall be made by SCAQMD to RECIPIENT within thirty (30) days after approval by SCAQMD of an itemized invoice prepared and furnished by RECIPIENT.

D. An invoice submitted to SCAQMD for payment must be prepared in duplicate, on company letterhead, and list SCAQMD's Agreement number, period covered by invoice, and RECIPIENT's social security number or Employer Identification Number and submitted to:

South Coast Air Quality Management District
21865 Copley Drive
Diamond Bar, CA 91765-4178
Attn: Cynthia Ravenstein, MSRC Contracts Administrator

1. Charges for equipment, material, and supply costs, travel expenses, contractor, and other charges, as applicable, must be itemized by RECIPIENT. Reimbursement for equipment, material, supplies, contractor, and other charges, as applicable, shall be made at actual cost. Supporting documentation must be provided for all individual charges (with the exception of direct labor charges provided by RECIPIENT).

2. SCAQMD shall pay RECIPIENT for travel-related expenses only if such travel is expressly set forth in Attachment 2 - Payment Schedule of this Agreement or pre-authorized by SCAQMD in writing.

3. RECIPIENT’s failure to provide receipts shall be grounds for SCAQMD’s non-reimbursement of such charges. SCAQMD may reduce payments on invoices by those charges for which receipts were not provided.

4. RECIPIENT must submit final invoice no later than ninety (90) days after the termination date of this Agreement or invoice may not be paid.

13. COMPLIANCE WITH APPLICABLE LAWS, LICENSES, PERMITS
RECIPIENT agrees to comply with all federal, state, and local laws, ordinances, codes and regulations and orders of public authorities in the performance of this Agreement, including complying with all licensing and permitting requirements and obtaining all clearances from appropriate agencies applicable to the project. RECIPIENT must also ensure that the vehicles and/or equipment to be purchased, leased or installed in the performance of this Agreement are in compliance with all applicable federal, state, and local air quality rules and regulations, and that it will maintain compliance for the full Agreement term. RECIPIENT shall ensure that the provisions of this clause are included in all contracts and subcontracts.

14. MOBILE SOURCE EMISSION REDUCTION CREDITS (MSERCs)
A. The MSRC has adopted a policy that no MSERCs resulting from AB 2766 Discretionary Funds may be generated and/or sold.

B. RECIPIENT has the opportunity to generate MSERCs as a by-product of the project if a portion of the air quality benefits attributable to the project resulted from funding sources other than AB2766. These MSERCs, which are issued by SCAQMD, are based upon the quantified vehicle miles traveled (VMT) by project vehicles or other activity data as appropriate. Therefore, a portion of prospective MSERCs, generated as a result of AB 2766 Funds, must be retired. The portion of prospective credits funded by the AB 2766 program, and which are subject to retirement, shall be referred to as "AB 2766-MSERCs." C. The determination of AB 2766-MSERC's is to be prorated based upon the AB 2766 program's contribution to the cost associated with the air quality benefits. In the case where AB 2766 Discretionary Funds are used to pay for the full differential cost of a new alternative fuel vehicle or for the retrofitting or repowering DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
5 of an existing vehicle, all MSERCs attributable to AB 2766 Discretionary Funds must be retired. The determination of AB 2766-MSERCs for infrastructure and other ancillary items is to be prorated based upon the AB 2766 program’s contribution to the associated air quality benefits. Determination of the project's overall cost will be on a case-by-case basis at the time an MSERC application is submitted.

SCAQMD staff, at the time an MSERC application is submitted, will calculate total MSERCs and retire the AB 2766-MSERCs. RECIPIENT would then receive the balance of the MSERCs not associated with AB 2766 funding.

15. NOTICES
All notices that are required under this Agreement shall be provided in the manner set forth herein, unless specified otherwise. Notice to a party shall be delivered to the attention of the person listed below, or to such other person or persons as may hereafter be designated by that party in writing. Notice shall be in writing sent by email, U.S. Mail, express, certified, return receipt requested, or a nationally recognized overnight courier service. In the case of email communications, valid notice shall be deemed to have been delivered upon sending, provided the sender obtained an electronic confirmation of delivery. Email communications shall be deemed to have been received on the date of such transmission, provided such date was a business day (Tuesday-Friday) and delivered prior to 5:30pm Pacific Standard Time. Otherwise, receipt of email communications shall be deemed to have occurred on the following business day. In the case of U.S. Mail notice, notice shall be deemed to be received when delivered or five (5) business days after deposit in the U.S.

Mail. In the case of a nationally recognized overnight courier service, notice shall be deemed received when delivered (written receipt of delivery).

SCAQMD:

South Coast Air Quality Management District
21865 Copley Drive
Diamond Bar, CA 91765-4178
Attn: Cynthia Ravenstein, MSRC Contracts Administrator, email: [email protected] RECIPIENT:

City of Seal Beach
211 8th Street
Seal Beach, CA 90740
Attn: Iris Lee, email: [email protected]

16. INDEPENDENT CONTRACTOR
RECIPIENT, its officers, employees, agents, or representatives shall act in an independent capacity, and shall in no sense be considered employees or agents of SCAQMD, nor shall RECIPIENT, its officers, employees, agents, or representatives be entitled to or eligible to participate in any benefits, privileges, or plans, given or extended by SCAQMD to its employees. SCAQMD will not supervise, direct, or have control over, or be responsible for RECIPIENT’s means, methods, techniques, work sequences or procedures, or for the safety precautions and programs incident thereto, or for any failure by them to comply with any local, state, or federal laws, or rules or regulations, including state minimum wage laws and OSHA requirements.

17. OWNERSHIP
Title and full ownership rights to any equipment purchased under this Agreement shall at all times remain with RECIPIENT.

DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
6 18. NON-DISCRIMINATION
In the performance of this Agreement, RECIPIENT shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment on the basis of race, religious creed, color, national origin, ancestry, sex, sexual orientation, marital status, age, mental status, medical condition, physical or mental disability, or allow unlawful denial of family and medical care leave, denial of pregnancy disability leave, or reasonable accommodations. RECIPIENT shall comply with the provisions of the California Fair Employment & Housing Act (Government Code Sections 12900 et seq.), the Federal Civil Rights Act of 1964 (P.L. 88-352) and all amendments thereto, Executive Order No. 11246 (30 Federal Register 12319), and all administrative rules and regulations issued pursuant to said Acts and Order.

19. ASSIGNMENT AND TRANSFER OF EQUIPMENT
A. The rights and responsibilities granted hereby may not be assigned, sold, licensed, or otherwise transferred by RECIPIENT without the prior written consent of SCAQMD, and any attempt by RECIPIENT to do so shall be void upon inception.

B. RECIPIENT agrees to obtain SCAQMD’s written consent to any assignment, sale, license or transfer of Equipment, if any, prior to completing the transaction. RECIPIENT shall inform the proposed assignee, buyer, licensee or transferee (collectively referred to here as “Buyer”) of the terms of this Agreement.

RECIPIENT is responsible for establishing contact between SCAQMD and the Buyer and shall assist SCAQMD in facilitating the transfer of this Agreement’s terms and conditions to the Buyer. RECIPIENT will not be relieved of the legal obligation to fulfill the terms and conditions of this Agreement until and unless the Buyer has assumed responsibility of this Agreement’s terms and conditions through an executed Agreement with SCAQMD.

20. NON-EFFECT OF WAIVER
The failure of RECIPIENT or SCAQMD to insist upon the performance of any or all of the terms, covenants, or conditions of this Agreement, or failure to exercise any rights or remedies hereunder, shall not be construed as a waiver or relinquishment of the future performance of any such terms, covenants, or conditions, or of the future exercise of such rights or remedies, unless otherwise provided for herein.

21. TAX IMPLICATIONS FROM RECEIPT OF MSRC FUNDS
RECIPIENT is advised to consult a tax attorney regarding potential tax implications from receipt of MSRC funds.

22. ATTORNEYS' FEES
In the event any action is filed in connection with the enforcement or interpretation of this Agreement, each party in said action shall pay its own attorneys' fees and costs.

23. FORCE MAJEURE
A party shall not be liable or deemed to be in default for any delay or failure in performance under this Agreement or interruption of services resulting, directly or indirectly, from acts of God, civil or military authority, acts of public enemy, war, strikes, labor disputes, shortages of suitable parts, materials, labor or transportation, or any similar cause beyond the party’s reasonable control.

24. SEVERABILITY
In the event that any one or more of the provisions contained in this Agreement shall for any reason be held to be unenforceable in any respect by a court of competent jurisdiction, such holding shall not affect any other provisions of this Agreement, and the Agreement shall then be construed as if such unenforceable provisions are not a part hereof.

DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
7 25. HEADINGS
Headings on the clauses of this Agreement are for convenience and reference only, and the words contained therein shall in no way be held to explain, modify, amplify, or aid in the interpretation, construction, or meaning of the provisions of this Agreement.

26. SIGNATURES
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute together one and the same instrument. Further, the parties agree that this Agreement or any counterpart may be executed and delivered by DocuSign, or by transmitting a manual signature by fax or .pdf, which shall have the same force and effect as copies executed and delivered with original manual signatures.

27. GOVERNING LAW
This Agreement shall be construed and interpreted, and the legal relations created thereby shall be determined in accordance with the laws of the State of California. Venue for resolution of any disputes under this Agreement shall be Los Angeles County, California.

28. PRE-AGREEMENT COSTS
Any costs incurred by RECIPIENT prior to RECIPIENT receipt of a fully executed Agreement shall be incurred solely at the risk of the RECIPIENT. In the event that this Agreement is not executed, neither the MSRC nor the SCAQMD shall be liable for any amounts expended in anticipation of a fully executed Agreement. If this Agreement is fully executed, pre-Agreement cost expenditures authorized by the Agreement will be reimbursed in accordance with the Payment Schedule and payment provision of the Agreement.

29. CHANGE TERMS
Changes to any part of this Agreement must be requested in writing by RECIPIENT and approved by MSRC in accordance with MSRC policies and procedures. RECIPIENT must make requests a minimum of 90 days prior to desired effective date of change. All modifications to this Agreement shall be in writing and signed by the authorized representatives of the parties. Fueling station location changes shall not be approved under any circumstances.

30. ENTIRE AGREEMENT
This Agreement represents the entire agreement between RECIPIENT and SCAQMD. There are no understandings, representations, or warranties of any kind except as expressly set forth herein. No waiver, alteration, or modification of any of the provisions herein shall be binding on any party unless in writing and signed by the authorized representative of the party against whom enforcement of such waiver, alteration, or modification is sought. No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party shall be considered a waiver of any other condition or provision or of the same condition or provision at another time.

31. AUTHORITY
The signatory hereto represents and warrants that he or she is authorized and empowered and has the legal capacity to execute this Agreement and to legally bind RECIPIENT both in an operational and financial capacity and that the requirements and obligations under this Agreement are legally enforceable and binding on RECIPIENT.
(THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK) DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Grant Agreement No. MS24004
8 IN WITNESS WHEREOF, the parties to this Agreement have caused this Agreement to be duly executed on their behalf by their authorized representatives.

SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT CITY OF SEAL BEACH By: __________________________________________ By: __________________________________________ Vanessa Delgado, Chair, Governing Board Name:

Title:

Date: _________________________________________ Date: _________________________________________ APPROVED AS TO FORM:

Bayron T. Gilchrist, General Counsel
By: __________________________________________
//MSRC Master Boilerplate
Revised March 15,2023
DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Jill R. Ingram
Attachment 1
Statement of Work
City of Seal Beach
Agreement Number MS24004
Project Description
The purpose of this agreement is to implement a project to provide micro-transit services in an area on either side of Pacific Coast Highway in Seal Beach, California. The City of Seal Beach, hereinafter referred to as RECIPIENT, proposed to partner with Circuit Transit, Inc., hereinafter referred to as OPERATOR, to provide such micro-transit service, the Seal Beach Circuit Transit Service. Service is to be provided in an area of the City of Seal Beach of approximately 0.9 square miles. One of the goals of the program is to attract new transit riders by connecting them to/from their final destinations. The service will also incentivize residents, employees and visitors to park only once and use the service to travel within the service area, thereby reducing the number of short trips. Using funds provided by SCAQMD, on behalf of the Mobile Source Air Pollution Reduction Review Committee (MSRC), RECIPIENT shall implement the Seal Beach Circuit Transit Service.

Statement of Work
Task I: Seal Beach Circuit Transit Service Planning and Operation RECIPIENT shall oversee and be responsible for OPERATOR’s operation of Seal Beach Circuit Transit Service. RECIPIENT shall be reimbursed on a quarterly basis for the operating cost of providing microtransit service, as set forth in Attachment 2 – Payment Schedule. Seal Beach Circuit Transit Service shall meet the following parameters:

A. Duration - The Seal Beach Circuit Transit Service project shall operate for twelve months.

B. Schedule - Seal Beach Circuit Transit Service shall be provided from:

1. 4:00 p.m. to 10:00 p.m. on Thursdays and Fridays;

2. 12:00 p.m. to 10:00 p.m. on Saturdays; and

3. 12:00 p.m. to 6:00 p.m. on Sundays.

C. Seal Beach Circuit Transit Service Area - Seal Beach Circuit Transit Service shall be provided in the area shown in Attachment 3 - Service Area. RECIPIENT shall coordinate with OPERATOR in planning the selection of sufficient “virtual stops” (pick-up/drop-off locations without physical markers) to avoid imposing lengthy walks and with an aim of keeping rider wait times no greater than 10 minutes. Once the initial virtual stops are selected, a map showing these stops shall be submitted to MSRC staff. RECIPIENT and OPERATOR may subsequently modify virtual stops as needed based on service data and stakeholder feedback.

D. Ride Hailing Process - OPERATOR shall provide a mobile application through which users can book a ride directly.

E. Fare: Rides will be offered for $2 during the initial, MSRC-supported year of the service. The cost for groups of three or more will be capped at $6.

F. Vehicles: Three vehicles shall be in operation at all times during the service hours, with one Americans with Disabilities Act (ADA)-accessible vehicle immediately available to be placed DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Attachment 1
Statement of Work
City of Seal Beach
Agreement Number MS24004
into service as needed. GEM e6 battery electric vehicles, with capacity for five seated passengers and the driver, shall be used to provide service. Supporting documentation to substantiate the vehicles used shall be made available upon request.

Task II: Conduct Outreach
Promotional efforts shall market Seal Beach Circuit Transit Service and, where feasible, the air quality benefits of alternative commute modes. Additionally, RECIPIENT shall pursue crosspromotional opportunities with trip destinations/hubs within the Service Area. When feasible, proposed marketing materials shall be submitted to the MSRC Contracts Administrator for review and approval prior to publication or posting. The MSRC Contracts Administrator shall respond, if applicable, with any comments within three business days, otherwise, the proposed materials shall be deemed approved. Seal Beach Circuit Transit Service promotion elements shall include, but are not limited to:

A. Branding: Create a Seal Beach Circuit Transit Service identity including vehicle wraps and branded collaterals to portray a positive and memorable impression of Seal Beach Circuit Transit Service;
B. Mass Communication/Advertising:

1. Social media postings;

2. Printed assets;

3. Ribbon cutting event; and

4. Articles in newsletters and local business papers.

Task III: Develop and Initiate Plan for Future Operation RECIPIENT shall develop a plan for continuing operation of the Service following the end of MSRC funding assistance and take such preparatory steps as necessary to implement the plan immediately at the end of the MSRC-supported service. The plan shall be included in the reporting discussed below.

Task IV: Monitoring, Documentation, and Reporting
Quarterly Reports: RECIPIENT shall provide an accounting of achievement of milestones; current activity; information on outreach impressions (e.g. number of social media hits); preliminary findings and recommendations for completion of agreement; any project delays or problems and solutions; and summary and analysis of project results to date on a quarterly basis. Progress Reports that do not comply will be returned to the RECIPIENT as inadequate.

Final Report: Following completion of the 12-month duration of MSRC-supported service, RECIPIENT shall prepare a Final Report, in the format provided by MSRC staff, that summarizes actions taken to develop the program, identifies any obstacles and solutions, discusses the successes of various marketing and administrative techniques or procedures, and quantifies the overall emission reduction benefits of the project. The Final Report shall also address boardings per revenue hour, percent shared rides, percentage of trips to/from transit hubs, and customer satisfaction.

DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Attachment 1
Statement of Work
City of Seal Beach
Agreement Number MS24004
Project Schedule
RECIPIENT shall comply with the increments of progress identified in the following chart.

Task Completion
Task I: Seal Beach Circuit Transit
Service Planning and Operation
April 2025
Task II: Conduct Outreach March 2025
Task III: Develop Plan for Future
Operation
February 2025
Task IV: Monitoring and Reporting
Quarterly reports
On the 15th of January, April,
July, and October for the
previous quarter until MSRCsupported operation is
complete
Final Report July 2025
DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Attachment 2
Payment Schedule
City of Seal Beach
Agreement Number MS24004
Cost Breakdown
Seal Beach Circuit
Transit Service Cost
Element
Maximum
AB 2766
Discretionary
Funds payable
under this
Agreement
RECIPIENT and
partners’
Co-Funding
Total Project
Cost
Task I: Seal Beach Circuit
Transit Service Planning
and Operation
$162,891
$162,892
(includes farebox
and advertising
revenue)
$325,783
Task II: Conduct
Outreach and Marketing $0 $8,000 $8,000
Task III: Develop and
Initiate Plan for Future
Operation
$0 $15,000 $15,000
Task IV: Monitoring,
Documentation and
Reporting
$0 $18,000 $18,100
Totals $162,891 $203,892 $366,783
RECIPIENT and partners’ co-funding contributions for Tasks II - IV are not required to be documented provided that other co-funding sources are equal to or greater than $162,892.

RECIPIENT shall be reimbursed according to the amounts stated above upon submission of invoices which shall include a detailed accounting of labor hours and other expenses, as well as submission of any third-party invoices. For Promotion and Marketing work, lost revenue which might otherwise have been obtained had the advertising space been sold, sometimes referred to as the “value” of the advertising, does not qualify for reimbursement.

DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Attachment 3
Supporting Documentation
City of Seal Beach
Agreement Number MS24004

1. Map of Service Area
DocuSign Envelope ID: 1579D31F-FA0C-4861-A003-9663EBE9F2F6 Agenda Item G

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Alexa Smittle, Community Development Director
SUBJECT: Termination of Agreement with Orange County Sanitation District
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council adopt Resolution 7468, terminating the Standard Agreement for Collection of Sewer Connection Charges with the Orange County Sanitation District.

BACKGROUND AND ANALYSIS:

In 1973, the City entered into an agreement with County Sanitation District No. 3 of Orange County (later consolidated into the Orange County Sanitation District, “District”) to charge sewer connection fees on the District’s behalf. Sewer connection fees generally apply to new construction or significant changes in use for existing facilities. The District sets the fees, the City charges, collects, and remits those fees, and in exchange, the City retains five percent of the fees. This formula has remained unchanged since 1973.

Unfortunately, the process to collect and remit fees to the District is laborious and cumbersome, as is the reporting carried out on behalf of the District. In reviewing fiscal years 2021-22 and 2022-23, the City processed a total of 30 connection charges, 17 remittances, and 8 quarterly reports. Although the total retained fees were $4,219.85, the overall projected costs were $8,800. Additionally, the District performed an audit this year, resulting in an estimated $9,700 in City staff time necessary to respond, with no compensation.

As conveyed above, in practical terms, very few development projects are charged a sewer connection fee, as most of the development occurring in Seal Beach is at locations already adequately connected to the sewer system. The lack of volume makes the collection and reporting process more challenging for staff as economies of scale cannot be achieved. However, this also means that terminating this agreement will have very minimal impact on the Seal Beach community. Going forward, District fees will be handled in the same manner as they are handled with other agencies including the Los Alamitos School District and Orange County Fire

Page 2 ends

Authority, where each agency is responsible for collection of their own fees.

Community Development staff provides all applicants with a resource list of other agencies that need to be consulted on the development process, and the District will be added to that list.

City staff has advised District staff of tonight’s proposed action. Pursuant to the agreement, termination notice must be given to the District six months in advance, thus the District would become responsible for collection of its own fees on July 1, 2024.

ENVIRONMENTAL IMPACT:

This is an administrative action, there is no environmental impact related to this item.

LEGAL ANALYSIS:

This item has been reviewed as to form.

FINANCIAL IMPACT:

The City incurs a negative impact from its agreement with the District, as cost of service exceeds the generated revenue. It would be more appropriate and advantageous to allocate staff time to City specific projects with other regulatory agencies managing collection of their own fees.

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the City Council adopt Resolution 7468, terminating the Standard Agreement for Collection of Sewer Connection Charges with the Orange County Sanitation District.

SUBMITTED BY: NOTED AND APPROVED:

Alexa Smittle Jill R. Ingram
Alexa Smittle, Community
Development Director
Jill R. Ingram, City Manager

Page 3 ends

ATTACHMENTS:

A. Resolution 7468
B. Standard Agreement for Collection of Sewer Connection Charges RESOLUTION 7468

A RESOLUTION OF THE SEAL BEACH CITY COUNCIL

TERMINATING THE STANDARD AGREEMENT FOR COLLECTION

OF SEWER CONNECTION CHARGES WITH THE ORANGE COUNTY

SANITATION DISTRICT
WHEREAS, the City of Seal Beach entered into an agreement with the Orange County Sanitation District (“District”) in 1973 to collect sewer connection fees its behalf; and, WHEREAS, City staff has charged, collected, and remitted sewer connection fees on behalf of the District in exchange for retaining five percent of the fees collected for 50 years; and,
WHEREAS, the City does not perform this function for any other public agency as a part of the building permitting process; and,
WHEREAS, the City’s cost for providing this service exceeds the revenues retained; and, WHEREAS, the City Council can terminate the agreement with the District with six months' notice.

NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE:

Section 1. The City Council of the City of Seal Beach hereby terminates the Standard Agreement for Collection of Sewer Connection Charges with the Orange County Sanitation District, subject to the notice requirements set forth therein.

Section 2. The City Council hereby directs the City Manager or authorized designee to promptly give notice to the District in accordance with the Standard Agreement for Collection of Sewer Connection Charges and to do all things necessary to effectuate the purposes of this Resolution.

PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023 by the following vote:

AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members

Thomas Moore, Mayor
ATTEST:

Gloria D. Harper, City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7468 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 11th day of December, 2023.

Gloria D. Harper, City Clerk
STAND.

SEWER
AGREEMENT.

CONNECTION
FOR COLLECTIO•

CHARGES
F
IIS AGREEMENT, made and entered into this Al day of
iii !,. i„ 1973, by and between the City of SEAL BEACH
a municipal corporation, hereinafter called "City ", and County Sanitation District No. 3 of Orange County, California, hereinafter called "District ",
W I T N E S S E T H:

WHEREAS, District has by the enactment of Ordinance No. 303 established a schedule of sewer connection charges; and WHEREAS, all or a portion of the improved territory of the District is within the city limits of City; and
WHEREAS, the City by and through its building department regulates all new construction within the City; and
WHEREAS, it is for the mutual benefit of City and District that the sewer connection charges provided for in said Ordinance No. 303 of the District be collected in a manner most expedient and least burdensome on the owners of property within the City; and WHEREAS, the City will benefit by the construction and maintenance of sewerage facilities of the District within the city limits of City by District from the funds to be collected.from said sewer connection charges.

NOW THEREFORE, it is mutually agreed as follows:

1. City as agent will and does hereby agree to issue permits and collect the charges established District under said Ordinance No. 303 as amended from time to time.

2. District shall prescribe those classifications of charges to be collected by City.

3. City will account for the charges collected and remit to District monthly the monies so collected, except as provided in Section ' 6 hereof.

4. Procedures mutually agreeable to City and District shall be established for collection and remittance of said fees. 410

5. District does hereby appoint and nominate City and its Agents and employees as the same may be designated by City as agents of the District for the purpose of issuing permits and determining and collecting the sewer connection charges established under Ordinance No. 303 as amended. This does not authorize City to act as agent for the General Manager or to perform the duties of the General Manager of the District as set forth and established in said Ordinance No. 303 as amended, except as expressly set forth in this Agreement.

6. City agrees to act as agent for District as herein provided for a fee equal to five percent 5 %) of the fees collected by City for permits issued pursuant to the provisions of this agreement, and District agrees to pay said fee monthly. Said five percent 5 %) fee of City shall be deducted from the charges collected by City and the balance remitted to District pursuant to Section 3 herein.

7. It is agreed that at the request of either party hereto,' formal renegotiation of this agreement shall be made at two years from the effective date hereof.
8 . . This agreement may be.terminated -by either party giving 180 day written notice to the other party designating a termination date, which date shall be the first day of a calendar month.'

9. This agreement shall become effective on the 1st day of October 1973.

CITY OF SEAL BEACH
SEAL) a municipal corporation
By delitlILe u .

Mayor
lig! By e,11
City Clerk
CITY
COUNTY SANITATION DISTRICT NO. 3
SEAL) of Orange Co.nty, California,
a public c• oration
By
Chai maw -, i and f D''rec ,or,
BY Aer
2OtarvrEcT7of p,
Directors
2-
n
4 SUPPLEMENT TO AGREEMENT FOR COLLECTION OF

SEWER CONNECTION CHARGES

1. That certain agreement entitled "Standard Agreement
for Collection of Sewer Connection Charges" dated , .,.,4c /D, /773 by and between the City of SEAL BEACH hereinafter
called "City ",and County Sanitation District No. 3 hereinafter called "District ", is hereby supplemented and amended by the addition thereto of the following agreements:
a). If the City is presented with a dispute as to
the validity, reasonableness, enforcibility, or
applicability of the charges agreed to be collected
by it for the District, the City shall notify the
District of the problem and the District shall
take over the collection and enforcement of its
ordinances in subject cases. It is contemplated,.
that this shall be the procedure for serious
disputes made upon some current legal right or
basis as distinguished from crank -type or ill- founded disagreements.
b) The City shall not be liable to the District
for its unintentional and inadvertent failure to
collect a connection charge actually due District
or its unintentional or inadvertent miscalculation
of the amount of the charges, fee, or fees due
District.
c) District hereby agrees to hold City free and
harmless of any and all liability that might arise
if any such fees collected by the City shall be
determined to have been illegally collected.
d) District agrees to provide legal services in the
defense of any action seeking to collect sewer connection fees alleged to have been illegally collected.

2. Except as herein supplemented and amended, that
certain agreement hereinabove referred to in Paragraph 1 above is hereby ratified and confirmed.

DATED August 8, 1973.

COUNTY SANITATION . DISTRICT NO. 3
By I •
l
Cha ' m".T ,/ ' oar of Dir• rsect•
BY Lk Ar.

Sec -re ; y, c. ' d of Directors
CITY)
1-(
BY . / 1/i) /.. e.,. Lam. 40P
Mayor
City Clerk

SUPPLEMENT TO AGREEMENT FOR COLLECTION OF

SEWER CONNECTION CHARGES

1. That certain agreement entitled "Standard Agreement
by
for
and
Collection
between
of
the
Sewer
City
Connection
of SEAL
Charges"
BEACH
dated;
hereinafter
A,, i/4, p
called "City ", and County Sanitation District No. 3 hereinafter called "District ", is hereby supplemented and amended by the addition thereto of the following agreements:
a) If the City is presented with a dispute as to
the validity, reasonableness, enforcibility, or
applicability of the charges agreed to be collected
by it for the District, the City shall notify the
District of the problem and the District shall
take over the collection and enforcement of its
ordinances in subject cases. It is contemplated
that this shall be the procedure for serious
disputes made upon some current legal right or
basis as distinguished from crank -type or ill- founded disagreements.
b) The City shall not be liable to the District
for its unintentional and inadvertent failure to
collect a connection charge actually due District
or its unintentional or inadvertent miscalculation
of the amount of the charges, fee, or fees due
District.
c) District hereby agrees to hold City free and
harmless of any and all liability that might arise
if any such fees collected by the City shall be
determined to.have been illegally collected.

CTL, l•
CONSOLIDATION AGREEMENT Page Two
C. Upon the effective date of this consolidation, all of the assets including but not limited to property taxes
receivable from the equ..:al _zation of Orange County
Assessor ' s Tax Roll and the State Board of Equalization Tax Roll effective March 1, 1974, and all liabilities
of District Number Four shall become the assets and
liabilities of the consolidated district, and said
consolidated district shall assume all of the contractual obligations of District Number Four including but not
limited to those arising from or incurred by virtue of
the Joint Exercise of Powers Agreement between City and District Number Four creating the Seal Beach Administration Building Authority.

D. The effective date of consolidation shall be July 1, 1974.

E. District Number Four represents and agrees that all its sewerage facilities will be transferred and conveyed to the City of Seal Beach prior to the effective date of
consolidation.

F. That all unencumbered funds, including cash and receivables of District Number Four shall be transferred to and become the property of District Number Three and shall reduce the consolidation fee as recited herein by an amount equal
to that of said unencumbered funds, cash, and receivables existing as of June 30, 1974:

G. That District Number Four shall pay District Number
Three all operating costs incurred by District Number
Three in treating and disposing of waste water from District Number Four prior to July 1, 1974.

H. That District Number Three shall assume all costs of treatment of waste water from District Number Four from and after the effective date of consolidation.

I. The City is to terminate the lease of certain city hall facilities by District Number Four reciting an annual
rent of S2, 500 upon the effective date of consolidation; and to hold District Number Three harmless from any
liability resulting from the assumption of the obligations of District Number Four ' as to the Joint Exercise of
Powers Agreement.

J. That the sewage facilities necessary to integrate the systems of District Numbers Three and Four shall be
constructed and paid for from funds of District Number
Four and the funds provided in Federal Grant Number
C- 06- 0632 ( formerly WPC- Cal- 632) .

K. The Agency agrees to pay to the Consolidated District the consolidation fee in the sum of 5394, 190. , payable in five, equal, annual payments of S78, 838. , beginning July 1, 1974.
2 411 411
d) District agrees to provide legal services in the
defense of any action seeking to collect sewer connection fees alleged to have been illegally collected.

2. Except as herein supplemented and amended, that
certain agreement hereinabove referred to in Paragraph 1 above is hereby ratified and confirmed.

DATED August 8, 1973.

COUNTY SANITATION DISTRICT NO. 3
f
By 1
Cha "m:1 ,i :oarrof Direct•rs
BY
Seeclre
j
y, 7'd
of Directors
CITY)
B17Y '
Mayor
r
By 2:ej..) City Clerk
Agenda Item H

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Iris Lee, Director of Public Works
SUBJECT: Submittal of Yearly Expenditure Report to Orange County Transportation Authority for Measure M2 Eligibility
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council adopt Resolution 7469:

1. Finding the yearly expenditure report to Orange County Transportation Authority (OCTA) for Measure M2 Eligibility for FY 2022-2023 was prepared in conformance with the M2 Expenditure Report Template provided in the Renewed Measure M Eligibility Guidelines and accounts for Net Revenues including interest earned, expenditures during the fiscal year and balances at the end of fiscal year; and,

2. Adopting M2 Expenditure Report for FY 2022-2023; and,

3. Directing the City Manager, or her designee, to submit the M2 Expenditure Report to OCTA no later than December 31, 2023.

BACKGROUND AND ANALYSIS:

In November 1990, the voters of Orange County approved Measure M, the Revised Traffic Improvement and Growth Management Ordinance. Measure M created a fund for transportation improvements to mitigate traffic impacts generated by existing and proposed development. Measure M authorizes the imposition of an additional half-cent retail transaction and use tax for a period of twenty (20) years. In November 2006, Measure M was renewed by the voters of Orange County for an additional thirty (30) years, and is now known as Measure M2.

Funds identified as Measure M2 “fairshare” funds are used on local and regional transportation improvement and maintenance projects. Other Measure M2 funds for transportation related projects are made available through several competitive programs included in the Comprehensive Transportation Funding Program (CTFP).

Page 2 ends

To be eligible to receive Measure M2 “fairshare” and CTFP funds, the City must annually and/or biannually satisfy the requirements below:

1. Demonstrate compliance with the County’s Congestion Management Program; and,

2. Maintain a mitigation impact fee schedule; and,

3. Adopt a seven-year Capital Improvement Program that includes all transportation projects funded partially or fully by Measure M2 dollars; and,

4. Adopt and adequately fund a Local Pavement Management Plan (PMP); and,

5. Adopt a Traffic Demand Management Ordinance; and,

6. Satisfy Maintenance of Effort (MOE) Requirements; and,

7. Agree to expend all Measure M2 revenues within three (3) years of receipt; and,

8. Provide a year-end expenditure report.

The City of Seal Beach successfully submitted all required items above to OCTA by the required annual deadline of June 30, 2023. The year-end expenditure report summarizes all Measure M2 expenditures for the prior fiscal and is required to be submitted by December 31, 2023. The approval of this report will allow the City to continue to receive OCTA Measure M2 funds.

ENVIRONMENTAL IMPACT:

This item is not subject to the California Environmental Quality Act (“CEQA”) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that adoption of the yearly M2 Expenditure Report, will not have a significant effect on the environment.

LEGAL ANALYSIS:

The City Attorney has reviewed and approved the resolution as to form.

FINANCIAL IMPACT:

The City received $556,194 in Measure M2 “fairshare” funds in FY 2022-2023.

Additionally, the City of Seal Beach remains eligible to receive funding for the numerous competitive grants secured within Measure M2.

Page 3 ends

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the City Council adopt Resolution 7469:

2. Adopting M2 Expenditure Report for FY 2022-2023; and,

3. Directing the City Manager, or her designee, to submit the M2 Expenditure Report to OCTA no later than December 31, 2023.

SUBMITTED BY: NOTED AND APPROVED:

Iris Lee Jill R. Ingram
Iris Lee, Director of Public Works Jill R. Ingram, City Manager Prepared by: David Spitz, P.E. QSD, Associate Engineer
ATTACHMENTS:

A. Resolution 7469
B. Fiscal Year 2022-2023 Measure M2 Expenditure Report
RESOLUTION 7469

A RESOLUTION OF THE SEAL BEACH CITY COUNCIL
APPROVING THE MEASURE M2 EXPENDITURE REPORT FOR
THE CITY OF SEAL BEACH FOR FY 2022-2023
WHEREAS, local jurisdictions are required to meet eligibility requirements and submit eligibility verification packages to Orange County Transportation Authority (OCTA) in order to remain eligible to receive M2 funds; and, WHEREAS, local jurisdictions are required to adopt an annual M2 Expenditure Report as part of one of the eligibility requirements; and, WHEREAS, local jurisdictions are required to account for Net Revenues, developer/traffic impact fees, and funds expended by local jurisdiction in the M2 Expenditure Report that satisfy the Maintenance of Effort requirements; and, WHEREAS, the M2 Expenditure Report shall include all Net Revenue fund balances, interest earned and expenditures identified by type and program or project; and,
WHEREAS, the M2 Expenditure Report must be adopted and submitted to the OCTA each year within six months of the end of the local jurisdiction’s fiscal year to be eligible to receive Net Revenues as part of M2.

NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE:

Section 1. The Measure M2 Expenditure Report for Fiscal Year 2022-2023, incorporated herein by this reference, is in conformance with the M2 Expenditure Report Template provided in the Measure M2 Eligibility Guidelines and accounts for Net Revenues including interest earned, expenditures during the fiscal year and balances at the end of fiscal year.

Section 2. The M2 Expenditure Report is hereby adopted for the City of Seal Beach.

Section 3. The City of Seal Beach Director of Finance/City Treasurer is hereby authorized to sign and submit the M2 Expenditure Report for Fiscal Year ending June 30, 2023 to the Orange County Transportation Authority no later than December 31, 2023.

PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023 by the following vote:

AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members

Thomas Moore, Mayor
ATTEST:

Gloria D. Harper, City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7469 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 11th day of December, 2023.

Gloria D. Harper, City Clerk

Agenda Item I

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Iris Lee, Director of Public Works
SUBJECT: Awarding and Authorizing Execution of Public Works Agreements with Sequel Contractors, Inc. for the Lampson Avenue Bike Lane Gap Closure Project, CIP ST1811
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council adopt Resolution 7470:

1. Approving the plans, specifications, and contract documents for Lampson Avenue Bike Lane Gap Closure Project, CIP ST1811; and,

2. Approving and awarding a public works agreement to Sequel Contractors, Inc. in the amount of $2,332,420, including the Total Base Bid of $2,280,420 and Additive Bid Items #59 and 60; and rejecting all other bids; and,

3. Authorizing the City Manager to execute a public works agreement for construction services to Sequel Contractors, Inc.; and,

4. Authorizing the City Manager to approve additional work requests up to $200,000 and inspection services up to $100,000, in connection with the Project, in the cumulative not-to-exceed amount of $300,000; and,

5. Approving Budget Amendment BA #24-06-01 in the amount of $740,000.

BACKGROUND AND ANALYSIS:

In 2016, the City was awarded an Active Transportation Program (“ATP”) grant to construct the Lampson Avenue Bike Lane Gap Closure Project (“Project”).

Consistent with the City’s General Plan Circulation Element, the Project will create a Class II (dedicated bike lane) along both directions of Lampson Avenue between Basswood Street and Seal Beach Boulevard, connecting to the existing Class II bike lane heading east towards Valley View Boulevard.

On August 10, 2023, the City solicited bids for the Project, and on September 7, 2023, the City Clerk’s office received two (2) bids. As the apparent low bid and

Page 2 ends

second low bid did not meet the stipulated federal Disadvantaged Business Enterprise (“DBE”) requirements, the City Council rejected all bids and directed staff to re-advertise the Project to solicit responsive and responsible bids.

On September 28, 2023, construction bids were re-solicited. On October 26, 2023, the City Clerk’s office received seven (7) bids with the following results:

Rank Contractor Total Base Bid
Low Sequel Contractors, Inc. $2,280,420.00
2 Sully-Miller Contracting Company $2,498,768.00
3 All American Asphalt $2,566,105.00
4 Hardy & Harper, Inc. $2,590,000.00
5 Beador Construction Company, Inc. $2,827,200.00
6 Onyx Paving Company, Inc. $3,210,000.00
7 Nationwide Contracting Services, Inc. $3,519,908.50
The Project requested pricing for optional additive bid items for work the City may elect after the bid opening. Nevertheless, the determination of the lowest bid was based on the “Total Base Bid” amount, which excludes any additive bid items.

Staff has evaluated the lowest Total Base Bid, and additive bid item pricing, and found the cost to be appropriate and competitive with industry standards. Staff, therefore, recommends including the following additive bid items:

1. Additive Bid Item #59: Provide finish grading, landscaping, mulch and irrigation system for the Tennis & Pickleball Center parking lot planters.

2. Additive Bid Item #60: Provide a 90-day Tennis & Pickleball Center parking lot planter maintenance and establishment period.

Based upon the references, qualifications, work experience, and cost, staff recommends deeming Sequel Contractors, Inc. (“Sequel”) as the lowest responsible bidder at $2,280,420 for the Total Base Bid ($2,332,420 Total Bid); awarding the Lampson Avenue Bike Lane Gap Closure Project to Sequel; and rejecting all other bids. The project plans are available in the City Engineer’s office.

Due to federal funding requirements and compliance needs, staff recommends authorizing the City Manager to approve additional work requests up to $200,000 and inspection services up to $100,000 in the cumulative, not-to-exceed amount of $300,000.

ENVIRONMENTAL IMPACT:

The State has determined that this Project has no significant impacts on the environment as defined by the National Environmental Policy Act (“NEPA”), and that there are no unusual circumstances as described in 23 CFR 771.117(b). The State has determined that the project is a Categorical Exclusion under 23 CFR 771.117(c); activity (c)(3).

Page 3 ends

The Project complies with all requirements of the California Environmental Quality Act (CEQA) and is categorically exempt under section 15301 (c) of the CEQA Guidelines.

LEGAL ANALYSIS:

The City Attorney has reviewed the agreement and approved the resolution as to form.

FINANCIAL IMPACT:

As the Project will rehabilitate the Lampson Avenue pavement that was damaged from the I-405 Widening Project construction, Budget Amendment BA #24-06-01 will allocate $740,000 from the OCTA Settlement Fund to the Lampson Avenue Bike Lane Gap Closure Project, CIP ST1811, to ensure adequate construction funding. Any unspent Project funds will be returned to the original funding source upon completion.

The table below presents the estimated breakdown of the Project’s construction cost:

Description Amount
Sequel - Total Base Bid $ 2,280,420
Additive Bid Items #59 & #60 $ 52,000
Contingency $ 200,000
Inspection/Construction Support $ 100,000
Total $ 2,632,420
STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the City Council adopt Resolution 7470:

1. Approving the plans, specifications, and contract documents for Lampson Avenue Bike Lane Gap Closure Project, CIP ST1811; and,

Page 4 ends

3. Authorizing the City Manager to execute a public works agreement for construction services to Sequel Contractors, Inc.; and,

5. Approving Budget Amendment BA #24-06-01 in the amount of $740,000.

SUBMITTED BY: NOTED AND APPROVED:

Iris Lee Jill R. Ingram
Iris Lee, Director of Public Works Jill R. Ingram, City Manager ATTACHMENTS:

A. Resolution 7470
B. Agreement with Sequel Contractors, Inc.

RESOLUTION 7470

A RESOLUTION OF THE SEAL BEACH CITY COUNCIL

AWARDING AND AUTHORIZING THE CITY MANAGER TO

EXECUTE A PUBLIC WORKS AGREEMENT WITH SEQUEL
CONTRACTORS, INC. FOR THE LAMPSON AVENUE BIKE LANE
GAP CLOSURE PROJECT, CIP ST1811; AND APPROVING
BUDGET AMENDMENT BA #24-06-01 TO ALLOCATE $740,000
WHEREAS, the City was awarded an Active Transportation Program grant for the Lampson Avenue Bike Lane Gap Closure Project (“Project”), to install a bike lane along the eastbound and westbound directions of Lampson Avenue to eliminate the gap between Seal Beach Boulevard and Basswood Street; and, WHEREAS, the City has budgeted the Lampson Avenue Bike Lane Gap Closure Project, ST1811, (“Project”) in the Capital Improvement Program; and, WHEREAS, on August 10, 2023, the City solicited bids for the Project, and on September 7, 2023, the City Clerk’s office received two (2) bids, but because the apparent low bid and second low bid did not meet stipulated federal Disadvantaged Business Enterprise (“DBE”) requirements the City Council rejected all bids and directed staff to re-advertise the Project to solicit responsive and responsible bids; and,
WHEREAS, on September 28, 2023, the City issued a new solicitation for bids for the Project; and,
WHEREAS, the Notice Inviting Bids requested pricing for the “Total Base Bid” and pricing for optional additive bid items for work the City may request after bid opening, and provided that the bid will be awarded based on the lowest responsible Total Base Bid, and without consideration of the prices on the additive items; and, WHEREAS, on October 26, 2023, the City Clerk’s office received seven (7) bids in response to the solicitation for bids, and Sequel Contractors, Inc. (“Sequel”) submitted the apparent lowest responsible bid in the amount of $2,280,420; and, WHEREAS, the City elects to include Additive Bid Items #59 and #60 in the amount of $52,000, for a Total Bid Amount of $2,332,420; and,
WHEREAS, upon reviewing the Notice Inviting Bids and Instructions to Bidders, the bids submitted for the work to be performed pursuant to the Agreement and the plans and specifications, the City Council finds that Sequel is a qualified firm to perform the Project.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES HEREBY RESOLVE:

SECTION 1. The City Council hereby approves the plans, specifications, and contract documents for the Project.

SECTION 2. Based on the recitals set forth above, the City Council hereby awards a public works agreement to Sequel Contractors, Inc. for the Project in a total not-to-exceed amount of $2,332,420, including the Total Base Bid of $2,280,420 and Additive Bid Items #59 and 60; and rejects all other bids.

SECTION 3. The City Council hereby authorizes and directs the City Manager to execute the public works agreement with Sequel Contractors, Inc. on behalf of the City.

SECTION 4. The City Council hereby authorizes the City Manager to approve payments for additional work requests in connection with the Project in the cumulative not-to-exceed amount of $200,000.

SECTION 5. The City Council hereby authorizes the City Manager to approve payments for inspection and testing in connection with the Project in the cumulative not-to-exceed amount of $100,000.

SECTION 6. The City Council hereby approves Budget Amendment BA #24-06- 01 allocating $740,000 to account number ST1811ex-103, as follows:

PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023 by the following vote:

AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members

Thomas Moore, Mayor
ATTEST:

Gloria D. Harper, City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7470 on file in the office of the City Clerk, passed, approved, and adopted by the City Council at a regular meeting held on the 11th day of December, 2023.

Gloria D. Harper, City Clerk
1 PUBLIC WORKS AGREEMENT

LAMPSON AVENUE BIKE LANE GAP CLOSURE PROJECT
PROJECT CIP ST1811,
FEDERAL PROJECT NO. ATPSB1L-5229(017)
between
City of Seal Beach
211 - 8th Street
Seal Beach, CA 90740
&
Sequel Contractors, Inc.
13546 Imperial Highway
Santa Fe Springs, CA 90670
(562) 802-7227
THIS CONTRACT (Contract) is made as of December 11, 2023, by and between the City of Seal Beach, a California charter city (City), and Sequel Contractors, Inc., a California corporation (Contractor) (collectively, the parties and individually, a party).
2 RECITALS
A. WHEREAS, the City Council of the City of Seal Beach (City) approved the plans and specifications for the LAMPSON AVENUE BIKE LANE GAP CLOSURE PROJECT (CIP ST1811), FEDERAL PROJECT NO. ATPSB1L5229(017) (Project) with respect to design criteria, and based thereon the City issued a Notice Inviting Bids dated September 28, 2023; and B. WHEREAS, Contractor submitted a Bid to City for the Project dated October 26, 2023 in the amount of $2,280,420 (Bid hereinafter) in response to the Notice Inviting Bids; and
C. WHEREAS, Contractor is a California licensed A Contractor (State Contractor's license number #610600, DIR #1000003521; and
D. WHEREAS, pursuant to the authority provided by its City Charter and Seal Beach Municipal Code, City desires to engage Contractor to carry out.

NOW, THEREFORE, in consideration of performance by the parties of the mutual promises, covenants, and conditions herein contained, the parties hereto agree as follows:

CONTRACT

1. Contractors Services.

1.1 Scope and Level of Services. For and in consideration of the mutual promises set forth herein, and subject to the terms and conditions set forth in this Contract, Contractor shall perform and complete in good and workmanlike manner all work (Work) for the Project identified as LAMPSON AVENUE BIKE LANE GAP CLOSURE PROJECT (CIP ST1811), FEDERAL PROJECT NO. ATPSB1L-5229(017) (Project) as described in this Contract and in the Contract Documents listed in Subsection 1.2.

1.2 Contract Documents. The Contract Documents consist of this Contract and all the following: Notice Inviting Bids, Instructions to Bidders, Accepted Bid Proposal and Bid Sheets, Notification of Award, Noncollusion Declaration, Designation of Subcontractors, Contractors Industrial Safety Record, Contractors Technical Ability and Experience References, Resumes, Bidder Questionnaire, Bid Bond, Faithful Performance Bond, Payment Bond (Labor and Materials), permits from regulatory agencies with jurisdiction, Special Provisions, Specifications, General Provisions, Plans, Standard Plans, Reference Documents, and any other documents referenced therein, all Addenda as prepared prior to the date of Bid opening setting forth any modifications or interpretations of any of said documents, Change Orders, and any and all supplemental agreements executed amending or extending the Work contemplated and that may be required to complete the Work in a substantial and acceptable manner; and all Exhibits attached to this Contract. The Exhibits attached to this Contract include the Performance Bond (Exhibit A), Payment Bond (Labor and 3 Materials) (Exhibit B), Workers Compensation Insurance Certificate (Exhibit C), Insurance Endorsements (Exhibit D), Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws (Exhibit E), Acknowledgment of Labor Law Requirements (Exhibit F), Accepted Bid Proposal with Bid Sheets (Exhibit G), Caltrans Local Assistance Procedures Manual Exhibit 12-G, dated October 2023 (Exhibit H); and Project Plans (Special Provisions - Appendix A), Utility Company Plans and Requirements (Special Provisions - Appendix B), Quality Assurance Program (Special Provisions - Appendix C), Federal-Aid Contract Language (Special Provisions - Appendix D), Federal Wages (Special Provisions - Appendix E) are hereby incorporated into this Contract by reference. All Contract Documents are hereby incorporated into this Contract.

1.3 The Work shall be performed in accordance with the Plans, Specifications and other Contract Documents. Contractor shall furnish at its own expense all labor, materials, equipment and services necessary therefor, except such labor, materials, equipment and services as are specified in the Contract Documents to be furnished by City.

1.4 In the event of any material discrepancy between the express provisions of this Contract and the provisions of the other Contract Documents, the provisions of this Contract shall prevail.

2. Effective Date. This Contract is effective as of December 11, 2023 (the Effective Date), and shall remain in full force and effect until Contractor has rendered the services required by this Contract and a Notice of Completion has been filed with the Orange County Recorder, unless sooner terminated or extended pursuant to this Contract.

3. Contractors Compensation.

3.1 Payment. For performing and completing the Work in accordance with the Contract Documents, City shall pay Contractor, in accordance with the Bid Proposal as full compensation therefor, but in no event will City pay more than the total not-to-exceed amount of $2,332,420 (Two Million Three Hundred Thirty Two Thousand Four Hundred Twenty dollars and 00/100), subject to any additions and deletions pursuant to the terms of the Contract Documents. Said sum shall constitute payment in full for all Work performed hereunder, including, without limitation, all labor, materials, equipment, tools and services used or incorporated in the Work, supervision, administration, overhead, expenses and any and all other things required, furnished or incurred for completion of the Work as specified in the Contract Documents. City shall make payments to Contractor on account of the Contract sum at the time, in the manner, and upon the conditions specified in the Contract Documents.

3.2 Additional Work. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council, subject to the not-to-exceed amount set forth in Section 3.1. Payment for additional work in excess of this amount requires prior City Council authorization. 4 4. Contractors Personnel.

4.1 All Work shall be performed by Contractor or under Contractors direct supervision, and all personnel shall possess the qualifications, permits, and licenses required by the Seal Beach Municipal Code and other state and local laws and by the Notice Inviting Bids/Instructions to Bidders to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code.

4.2 Contractor shall be responsible for payment of all employees wages and benefits, and shall comply with all requirements pertaining to employers liability, workers compensation, unemployment insurance, and Social Security.

Contractor shall fully comply with the workers compensation law regarding Contractor and Contractors employees.

4.3 Contractor shall indemnify and hold harmless City and its elected officials, officers, employees, servants, volunteers, and those City agents serving as independent contractors in the role of City officials, from any and all liabilities, damages, claims, costs and expenses of any nature to the extent arising from Contractors alleged violations of personnel practices.

4.4 Contractor is, and shall at all times remain as to City, a wholly independent contractor. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractors employees, except as set forth in this Contract. Contractor shall not, at any time, or in any manner, represent that it or any of its officers, agents, or employees are in any manner employees of City. Contractor shall pay all required taxes on amounts paid to Contractor under this Contract, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the Work performed pursuant to this Contract.

4.5 City shall have the right to offset against the amount of any fees due to Contractor under this Contract any amount due to City from Contractor as a result of Contractors failure to promptly pay to City any reimbursement or indemnification arising under this Section 4.

5. Indemnification.

5.1 Contractors Duty. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, indemnify, and hold the City and its elected and appointed officials, officers, attorneys, agents, employees, volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively Indemnitees) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, stop notices, liens, liabilities and losses of any nature whatsoever, including fees of accountants, attorneys or other professionals and all costs associated therewith and the payment of all consequential damages (collectively, Liabilities), in 5 law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to, the acts or omissions of Contractor, its officers, agents, attorneys, servants, employees, Subcontractors, materialmen, contractors, or their officers, agents, servants or employees (or any entity or individual for whom the Contractor bears legal liability)in the performance of the Contract, including the Indemnitees active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by court decision or by the agreement of the Parties. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees choice, and shall pay all costs and expenses, including all attorneys fees and experts costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith. The City shall not be liable for any accident, loss, or damage to the Work prior to completion, except as otherwise specified in Section 6-5 of the Specifications.

5.2 Taxes and Workers Compensation. Contractor shall pay all required taxes on amounts paid to the Contractor under the Contract, and indemnify and hold the City harmless from any and all taxes, assessments, penalties, and interest asserted against the City by reason of the independent contractor relationship created by the Contract. Contractor shall fully comply with the Workers Compensation law regarding Contractor and Contractors employees. Contractor shall indemnify and hold the City harmless from any failure of Contractor to comply with applicable Workers Compensation laws. City may offset against the amount of any fees due to Contractor under the Contract any amount due to City from Contractor as a result of Contractors failure to promptly pay to the City any reimbursement or indemnification arising under this Subsection 5.2.

5.3 Bid Protests. In addition to all other obligations set forth in this Section 5, Contractor shall reimburse the City for all attorneys fees and costs incurred by City in connection with, arising out of or incident to any Bid protest.

5.4 Civil Code Exception. Nothing in this Section 5 shall be construed to encompass Indemnitees sole negligence or willful misconduct to the limited extent that the underlying Contract is subject to Civil Code Section 2782(a) or the Citys active negligence to the limited extent that the underlying Contract Documents are subject to Civil Code Section 2782(b), provided such sole negligence, willful misconduct or active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction.

5.5 Workers Compensation Acts not Limiting. Contractors indemnifications and obligations under this Section 5, or any other provision of the Contract, shall not be limited by the provisions of any Workers Compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers.

5.6 Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Contractor because of the acceptance by 6 City, or the deposit with City, of any insurance policy or certificate required pursuant to the Contract. The indemnities in this Section 5 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.

5.7 Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights that they may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Contract.

5.8 Subcontractor Indemnity Agreements. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 5 from each and every Subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of the Contract. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractors Subcontractor, its officers, agents, servants, employees, Subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual for whom Contractors Subcontractor bears legal liability) in the performance of the Contract, including the Indemnitees active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final court decision or by the agreement of the Parties.

5.9 Survival. The provisions of this Section 5 shall survive the expiration or termination of the Contract, are intended to be as broad and inclusive as is permitted by the law of the State, and are in addition to any other rights or remedies that Indemnitees may have under the law. Payment is not required as a condition precedent to an Indemnitees right to recover under this indemnity provision, and an entry of judgment against a Contractor shall be conclusive in favor of the Indemnitees right to recover under this indemnity provision.

6. Insurance.

6.1 Liability Insurance. Contractor shall at all times during the term of this Contract carry, maintain and keep in full force and effect the insurance referenced in this Section 6. The policy limits set forth below do not act as a limitation upon the amount of indemnification to be provided by Contractor. Contractor shall complete and execute the following documents attached as Exhibits hereto and incorporated herein by this reference:

6.1.1 Exhibit D-1: Additional Insured Endorsement -
Commercial General Liability.

6.1.2 Exhibit D-2: Additional Insured Endorsement -
Automobile Liability.
7 6.2 Minimum Scope of Insurance. Unless otherwise approved by City, coverage shall be at least as broad as:

6.2.1 Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).

6.2.2 Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto).

6.2.3 Insurance Services Office form number CG 20 10 11 85 (Ed. 11/85) covering Additional InsuredOwners, Lessees or Contactors (Form B).

6.2.4 Workers Compensation insurance as required by the State of California and Employers Liability Insurance.

6.2.5 Professional Liability insurance. Insurance appropriate to its profession, in a form and with insurance companies acceptable to the City. This insurance shall be endorsed to include contractual liability applicable to this Contract and shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Contractor. Covered Professional Services as designated in the policy must specifically include work performed under this Contract.

The policy must pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. Subject to the Citys prior written approval, if the Contractor provides design professional services by use of a Subcontractor, the Contractor may satisfy this professional liability insurance requirement by requiring its Subcontractor to provide professional liability insurance that complies with all requirements of this Section 6 and Contract.

6.3 Minimum Limits of Insurance. Contractor shall maintain limits no less than:

6.3.1 General Liability: $2,000,000 per occurrence and in the aggregate for bodily injury, personal injury and property damage. Commercial General Liability Insurance or other form with a general aggregate limit shall apply separately to this Contract or the general limit shall be twice the required occurrence limit.

6.3.2 Automobile Liability: $2,000,000 per occurrence for bodily injury and property damage.

6.3.3 Employers Liability: $1,000,000 per occurrence and in the aggregate for bodily injury or disease; and Workers Compensation Insurance in the amount required by law.

6.3.4. Professional Liability: Professional Liability (or Errors and Omissions) Liability, within minimum limits of $1,000,000 per claim/aggregate. If a claims made policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 8 6.4 Additional Insureds. City, its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials, shall be the insured or named as additional insureds covering the Work, regardless of any inconsistent statement in the policy or any subsequent endorsement, whether liability is attributable to Contractor or City.

6.5 Replacement Insurance. Contractor agrees that it will not cancel, reduce or otherwise modify the insurance coverage required by the Contract during the term of the Contract. Contractor agrees that if it does not keep the required insurance in full force and effect, and such insurance is available at a reasonable cost, City may take out the necessary insurance and pay the premium thereon, and the repayment thereof shall be deemed an obligation of Contractor and the cost of such insurance may be deducted, at the option of City, from payments due Contractor. This shall be in addition to all other legal options available to City to enforce the insurance requirements.

6.6 Certificates of Insurance with Original Endorsements. Contractor shall submit to City certificates of insurance with the original endorsements, both of which reference the same policy number, for each of the insurance policies that meet the insurance requirements, not less than one (1) day before beginning of performance under the Contract. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Endorsements must be executed on Citys forms titled Additional Insured Endorsement, copies of which are attached as exhibits to this Contract, or on any other form that contains substantially the same terms and is approved by Citys Risk Manager. The endorsements must specifically name the City of Seal Beach and its elected and appointed officials, officers, employees, attorneys, agents, volunteers, and independent contractors in the role of City officials as insureds or additional insureds. Current insurance certificates and endorsements shall be kept on file with City at all times during the term of this Contract. City reserves the right to require complete, certified copies of all required insurance policies at any time.

6.7 Deductibles and Self-Insured Retentions. Contractor shall inform City of any deductibles or self-insured retentions except with respect to any professional liability insurance.

6.8 Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:

6.8.1 For any claims related to this Contract, Contractors insurance coverage shall be primary insurance as respects City, its officers, officials, employees, volunteers and those City agents serving as independent contractors in the role of City officials. Any insurance or self-insurance maintained by City, their officers, officials, employees, volunteers or those City agents serving as independent contractors in the role of City officials shall be excess of Contractors insurance and shall not contribute with it.
9 6.8.2 Contractors insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurers liability.

6.8.3 Each insurance policy required by this Section 6 shall be endorsed to state that coverage shall not be canceled or materially modified except after 30 calendar days prior written notice by first class mail has been given to City.

6.8.4 Each insurance policy required by this Section 6 shall expressly waive the insurers right of subrogation against City and its elected officials, officers, employees, servants, attorneys, volunteers, and those City agents serving as independent contractors in the role of City or agency officials. By executing this Agreement, Contractor waives all rights of subrogation against City and its elected and appointed officials, officers, employees, agents, volunteers and those City agents serving as independent contractors in the role of City officials.

6.9 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Bests rating of no less than A:VIIl unless waived in writing by Citys Risk Manager.

6.10 No Limitation on Indemnity. The insurance provisions shall not be construed to limit Contractors indemnity obligations contained in this Contract or any other Contract Documents.

6.11 Insurance Requirements not Limiting. If Contractor maintains broader coverage and/or higher limits than the minimums required in this Section 6, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. No representation is made that the minimum insurance requirements of this Contract are sufficient to cover the obligations of Contractor under this Contract.

6.12 Subcontractors. Contractor shall require each of its Subcontractors that perform services under the Contract to maintain insurance coverage that meets all of the requirements of the Contract including this Section 6.

7. Liquidated Damages. Should the Contractor fail to complete the Project, or any part thereof, in the time agreed upon in the Contract, the Contractor shall reimburse the City for the additional expense and damage for each calendar day that the Contract remains uncompleted after the Contract completion date. It is agreed that the amount of such additional expense and damage incurred by reason of failure to complete the Contract is the per diem rate of $1,000.00 per calendar day. Such amount is hereby agreed upon as liquidated damages for the loss to the City resulting from the failure of the Contractor to complete the Project within the allotted time and to the value of the operation of the works dependent thereon. It is expressly understood and agreed that this amount is a reasonable amount and is established in lieu of damages that are incapable of calculation at the inception hereof; and this amount is not to be considered in the nature of a penalty. The City shall have the right to deduct such damages from 10 any amount due, or that may become due to the Contractor, or the amount of such damages shall be due and collectible from the Contractor or the Contractors Surety.

Progress payments made after the scheduled completion date shall not constitute a waiver of liquidated damages.

8. Suspension. City may, in writing, order Contractor to suspend all or any part of the Contractors Services for the convenience of City or for work stoppages beyond the control of City or Contractor. A suspension of the Services does not void this Contract.

9. Notices. Any notices, bills, invoices, or reports authorized or required by this Contract shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during Contractors and Citys regular business hours or by facsimile before or during Contractors regular business hours; or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Contract, or to such other addresses as the parties may, from time to time, designate in writing pursuant to the provisions of this Section. All notices shall be addressed as follows:

If to City: City Clerk
City of Seal Beach
211-8th Street
Seal Beach, California 90740
Telephone: (562) 431-2527
Fax: (562) 493-9857
With a copy to:

Public Works Director
City of Seal Beach
211-8th Street
Seal Beach, California 90740
If to Contractor: Sequel Contractors, Inc.
13546 Imperial Highway
Santa Fe Springs, CA 90670
Telephone: (562) 802-7227
Attn: Thomas S. Pack, President

10. Non-Assignability; Subcontracting. Contractor shall not assign, transfer, or subcontract any interest in this Contract or the performance of any of Contractors obligations hereunder. Any attempt by Contractor to so assign, transfer, or subcontract any rights, duties, or obligations arising hereunder shall be null, void and of no effect.

11. Compliance with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor performs the Services.

12. Non-Waiver of Terms, Rights and Remedies. Waiver by either party of 11 any one or more of the conditions of performance under this Contract shall not be a waiver of any other condition of performance under this Contract. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default.

13. Attorneys Fees. In the event that either party to this Contract shall commence any legal action or proceeding to enforce or interpret the provisions of this Contract, each party shall be responsible for their own attorneys fees.

14. Construction. The validity, interpretation, and performance of this Contract shall be controlled by and construed under the laws of the State of California, with venue in Orange County, California. In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Contract shall not be resolved by any rules of interpretation providing for interpretation against the party who causes the uncertainty to exist or against the party who drafted the Contract or who drafted that portion of the Contract.

15. Workers Compensation. Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of Labor Code Section 1861, by signing this Contract, the Contractor certifies as follows:
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the Work of this Contract.

16. Prevailing Wages; Davis-Bacon Act.

16.1 The City and the Contractor acknowledge that the Project is a public work to which prevailing wages under the California Labor Code and the DavisBacon Act apply. Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including but not limited to those set forth in Exhibits E and F, attached hereto. Further, where the wage rates calculated pursuant to the respective Labor Code and the Davis-Bacon Act provisions are different, Contractor must pay the higher rate. (See Appendix D, Exhibit 12-G: Required Federal-Aid Contract Languages, and Appendix E, Federal Wages for additional details.)

17. Claim Dispute Resolution.

17.1 In the event of any dispute or controversy with the City over any matter whatsoever, the Contractor shall not cause any delay or cessation in or of Work, but shall proceed with the performance of the Work in dispute. Contractor shall retain any and all rights provided that pertain to the resolution of disputes and protests between the parties. The Disputed Work will be characterized as an unresolved 12 dispute and payment, if any, shall be as later determined by mutual agreement or a court of law. Contractor shall keep accurate, detailed records of all Disputed Work, claims and other disputed matters.

17.2 All claims arising out of or related to the Contract Documents or this Project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims. All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Contract hereby incorporates those provisions as though fully set forth herein. Thus, Contractor or any Subcontractor must file a claim in accordance with the Government Claims Act as a prerequisite to filing a construction claim in compliance with Section 9204 and Article 1.5 (if applicable), and must then adhere to Article 1.5 and Section 9204, as applicable, pursuant to the definition of claim as individually defined therein.

18. Antitrust Claims. In entering into this Contract, Contractor offers and agrees to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. § 15) or under the Cartwright Act (Business and Professions Code Section 16700 et seq.) arising from purchases of goods, services, or materials pursuant to the Agreement. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the parties.

19.9. Prohibited Interests; Conflict of Interest

19.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Work, or which would conflict in any manner with the performance of the Work under this Agreement.

Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Work. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor financially interested (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained.

19.2. Contractor further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Nor has Contractor paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission, percentage or gift. 13 19.3. Contractor warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non-contractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited conflict of interest under applicable laws as described in this subsection.

20. Entire Agreement. This Contract, including any other documents incorporated herein by specific reference, represents the entire and integrated agreement between Contractor and City. This Contract supersedes all prior oral or written negotiations, representations, or agreements. This Contract may not be amended, nor any provision or breach hereof waived, except in a writing signed by the parties which expressly refers to this Contract.

21. Severability. The invalidity in whole or in part of any provisions of this Contract shall not void or affect the validity of the other provisions of this Contract.

22. Titles and Headings. The titles and headings used in this Contract are for convenience only and shall in no way define, limit or describe the scope or intent of this Contract or any part of it.

23. Authority. Any person executing this Contract on behalf of Contractor warrants and represents that he or she has the authority to execute this Contract on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder.

24. Counterparts. This Contract may be executed in counterpart originals, duplicate originals, or both, each of which is deemed to be an original for all purposes.

15 EXHIBIT A

FAITHFUL PERFORMANCE BOND
16 Bond No. __________

PERFORMANCE BON
KNOW ALL PERSONS BY THESE PRESENTS that:

WHEREAS the City of Seal Beach (City), has awarded to (Principal)
(Name and address of Contractor)
a contract (the Contract) for the Work described as follows:

LAMPSON AVENUE BIKE LANE GAP CLOSURE (CIP NO. ST1811) FEDERAL PROJECT NO. ATPSB1L-5229(017)
(Project name)
WHEREAS, Principal is required under the terms of the Contract to furnish a Bond for the faithful performance of the Contract.

NOW, THEREFORE, we, the undersigned Principal, and
,
(Name and address of Surety)
(Surety) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City in the penal sum of Dollars ($ ), this amount being not less than the total Contract Price, in lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors executors and administrators, jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH THAT, if the hereby bounded Principal, his, her or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the Contract and any alteration thereof made as therein provided, on the Principals part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect.

As a part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Surety hereby waives any statute of limitations as it applies to an action on this Bond.

The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or of the Work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations under this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work or to the specifications. Surety hereby waives the 17 provisions of California Civil Code Sections 2845 and 2849. The City is the principal beneficiary of this Bond and has all rights of a party hereto.

IN WITNESS WHEREOF, two (2) identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body.

Dated:
Principal
By:

Its
By:

Its
(Seal)
Surety
By:

Its
By:

Its
(Seal)
Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. DATE OF BOND MUST NOT BE BEFORE DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Departments most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located.
18 EXHIBIT B

PAYMENT BOND (LABOR AND MATERIALS)
19 Bond No. __________

PAYMENT BOND
(LABOR AND MATERIALS)
KNOW ALL PERSONS BY THESE PRESENTS that:

WHEREAS the City of Seal Beach (City), State of California, has awarded to (Principal)
(Name and address of Contractor)
a contract (the Contract) for the Work described as follows:

LAMPSON AVENUE BIKE LANE GAP CLOSURE (CIP NO. ST1811) FEDERAL PROJECT NO. ATPSB1L-5229(017)
(Project name)
WHEREAS, under the terms of the Contract, the Principal is required before entering upon the performance of the Work, to file a good and sufficient payment Bond with the City to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code.

NOW, THEREFORE, we, the undersigned Principal, and
(Name and address of Surety)
(Surety) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the City and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the penal sum of
Dollars ($ ), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this Work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this Bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by City in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

It is hereby expressly stipulated and agreed that this Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this Bond.

Upon expiration of the time within which the California Labor Commissioner may serve a civil wage and penalty assessment against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1741, and upon expiration of the time within which a joint labor management committee may commence an action against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to 20 Labor Code Section 1771.2, if the condition of this Bond be fully performed, then this obligation shall become null and void; otherwise, it shall be and remain in full force and effect.

The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or the Specifications accompanying the same shall in any manner affect its obligations on this Bond, and it does hereby waive notice of any such change, extension, alteration, or addition.

Dated:
Principal
By:

Its
By:

Its
(Seal)
Surety
By:

Its
By:

CERTIFICATE OF INSURANCE
WHEREAS, the City of Seal Beach (City) has required certain insurance to be provided by:

NOW THEREFORE, the undersigned insurance company does hereby certify that it has issued the policy or policies described below to the following named insureds and that the same are in force at this time:

1. This certificate is issued to:

City of Seal Beach
City Hall
211 8th Street
Seal Beach, California 90740
The insureds under such policy or policies are:

2. Workers Compensation Policy or Policies in a form approved by the Insurance Commissioner of California covering all operations of the named insureds as follows:

Policy Number Effective Date Expiration Date
By:

Its Authorized Representative
23 EXHIBIT D-1

ADDITIONAL INSURED ENDORSEMENT

COMMERCIAL GENERAL LIABILITY
[INSERT INSURANCE CERTIFICATE SHOWING COMMERCIAL GENERAL LIABILITY] 24 ADDITIONAL INSURED ENDORSEMENT

COMPREHENSIVE GENERAL LIABILITY
Name and address of named insured (Named Insured):

Name and address of insurance company (Company):

General description of agreement(s), permit(s), license(s), and/or activity(ies) insured:

Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the Policy) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The City of Seal Beach (City), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials, are additional insureds (the above named additional insureds are hereafter referred to as the Additional Insureds) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy.

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Companys liability.

4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Companys limits of liability as provided under the policy.

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereof. In the event of Companys failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with 25 regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to City at:

City Manager
City of Seal Beach
City Hall
211 8th Street
Seal Beach, CA 90740

10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached.

TYPE OF COVERAGES TO WHICH THIS

ENDORSEMENT ATTACHES

POLICY PERIOD

FROM/TO

LIMITS OF

LIABILITY

11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes:

Contractual Liability Explosion Hazard
Owners/Landlords/Tenants Collapse Hazard
Manufacturers/Contractors Underground Property Damage
Products/Completed Operations Pollution Liability
Broad Form Property Damage Liquor Liability
Extended Bodily Injury
Broad Form Comprehensive
General Liability Endorsement

12. A deductible or self-insured retention (check one) of $ applies to all coverage(s) except: if none, so state). The deductible is applicable per claim or per occurrence (check one).

13. This is an occurrence or claims made policy (check one).

14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .

I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20___
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
26 EXHIBIT D-2

ADDITIONAL INSURED ENDORSEMENT

AUTOMOBILE LIABILITY
[INSERT INSURANCE CERTIFICATE SHOWING AUTOMOBILE LIABILITY] 27 ADDITIONAL INSURED ENDORSEMENT

AUTOMOBILE LIABILITY
Name and address of named insured (Named Insured):

Name and address of insurance company (Company):

General description of agreement(s), permit(s), license(s), and/or activity(ies) insured:

Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the Policy) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The City of Seal Beach (City), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the Additional Insureds) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereto. In the event of Companys failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with 28 regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to City at:

City Manager
City of Seal Beach
City Hall
211 8th Street
Seal Beach, CA 90740

TYPE OF COVERAGES TO WHICH THIS

ENDORSEMENT ATTACHES

POLICY PERIOD

FROM/TO

LIMITS OF

LIABILITY

11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes:

Any Automobiles Truckers Coverage
All Owned Automobiles Motor Carrier Act
Non-owned Automobiles Bus Regulatory Reform Act
Hired Automobiles Public Livery Coverage
Scheduled Automobiles
Garage Coverage

12. A deductible or self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable per claim or per occurrence (check one).

13. This is an occurrence or claims made policy (check one).

14. This endorsement is effective on ______________ at 12:01 a.m. and forms a part of Policy Number _________.

Executed , 20___
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
29 EXHIBIT D-3

ADDITIONAL INSURED ENDORSEMENT
[INSERT INSURANCE CERTIFICATE SHOWING PROFESSIONAL INSURANCE LIABILITY, IF REQUIRED]
30 ADDITIONAL INSURED ENDORSEMENT

EXCESS LIABILITY
Name and address of named insured (Named Insured):

Name and address of insurance company (Company):

General description of agreement(s), permit(s), license(s), and/or activity(ies) insured:

Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the Policy) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The City of Seal Beach (City), its elected officials, officers, attorneys, agents, employees, volunteers and those City agents serving as independent contractors in the role of City officials are additional insureds (the above named additional insureds are hereafter referred to as the Additional Insureds) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought, except with respect to the limits of the Companys liability.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to City, by certified mail, return receipt requested, not less than thirty (30) Days before the effective date thereto. In the event of Companys failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with 31 regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to City at:

City Manager
City of Seal Beach
City Hall
211 Eighth Street
Seal Beach, California 90740

TYPE OF COVERAGES TO WHICH THIS

ENDORSEMENT ATTACHES

POLICY PERIOD

FROM/TO

LIMITS OF

LIABILITY
Following Form
Umbrella Liability

11. Applicable underlying coverages:

INSURANCE COMPANY POLICY NUMBER AMOUNT

12. The following inclusions, exclusions, extensions or specific provisions relate to the above coverages:

13. A deductible or self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable per claim or per occurrence (check one).

14. This is an occurrence or claims made policy (check one).

15. This endorsement is effective on ________ at 12:01 a.m. and forms a part of Policy Number ________.
32 I, (print name), hereby declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20___
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
33 EXHIBIT E

ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING

CONTRACTOR LICENSING LAWS
34 ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING THE

CONTRACTORS' LICENSING LAWS
[Business & Professions Code § 7028.15]
[Public Contract Code § 20103.5]
I, the undersigned, certify that I am aware of the following provisions of California law and that I, or the entity on whose behalf this certification is given, hold a currently valid California contractor's license as set forth below (required at time of award):

Business & Professions Code § 7028.15:
(a) It is a misdemeanor for any person to submit a bid to a public agency in order to engage in the business or act in the capacity of a contractor within this state without having a license therefore, except in any of the following cases:
(1) The person is particularly exempted from this chapter. (2) The bid is submitted on a state project governed by Section 10164 of the Public Contract Code or on any local agency project governed by Section 20104 [now § 20103.5] of the Public Contract Code.
(b) If a person has been previously convicted of the offense described in this section, the court shall impose a fine of 20 percent of the price of the contract under which the unlicensed person performed contracting work, or four thousand five hundred dollars ($4,500), whichever is greater, or imprisonment in the county jail for not less than 10 days nor more than six months, or both.

In the event the person performing the contracting work has agreed to furnish materials and labor on an hourly basis, the price of the contract for the purposes of this subdivision means the aggregate sum of the cost of materials and labor furnished and the cost of completing the work to be performed. (c) This section shall not apply to a joint venture license, as required by Section 7029.1.

However, at the time of making a bid as a joint venture, each person submitting the bid shall be subject to this section with respect to his or her individual licensure. (d) This section shall not affect the right or ability of a licensed architect, land surveyor, or registered professional engineer to form joint ventures with licensed contractors to render services within the scope of their respective practices.
(e) Unless one of the foregoing exceptions applies, a bid submitted to a public agency by a contractor who is not licensed in accordance with this chapter shall be considered non-responsive and shall be rejected by the public agency. Unless one of the foregoing exceptions applies, a local public agency shall, before awarding a contract or issuing a purchase order, verify that the contractor was properly licensed when the contractor submitted the bid. Notwithstanding any other provision of law, unless one of the foregoing exceptions applies, the registrar may issue a citation to any public officer or employee of a public entity who knowingly awards a contract or issues a purchase order to a contractor who is not licensed pursuant to this chapter. The amount of civil penalties, appeal, and finality of such citations shall be subject to Sections 7028.7 to 7028.13, inclusive. Any contract awarded to, or any purchase order issued to, a contractor who is not licensed pursuant to this chapter is void. (f) Any compliance or noncompliance with subdivision (e) of this section, as added by Chapter 863 of the Statutes of 1989, shall not invalidate any contract or bid awarded by a public agency during which time that subdivision was in effect.
(g) A public employee or officer shall not be subject to a citation pursuant to this section if the public employee, officer, or employing agency made an inquiry to the board for the purposes of verifying the license status of any person or contractor and the board failed to respond to the inquiry within three 35 business days. For purposes of this section, a telephone response by the board shall be deemed sufficient.

Public Contract Code § 20103.5:

In all contracts subject to this part where federal funds are involved, no bid submitted shall be invalidated by the failure of the bidder to be licensed in accordance with the laws of this state. However, at the time the contract is awarded, the contractor shall be properly licensed in accordance with the laws of this state.

The first payment for work or material under any contract shall not be made unless and until the Registrar of Contractors verifies to the agency that the records of the Contractors' State License Board indicate that the contractor was properly licensed at the time the contract was awarded. Any bidder or contractor not so licensed shall be subject to all legal penalties imposed by law, including, but not limited to, any appropriate disciplinary action by the Contractors' State License Board. The agency shall include a statement to that effect in the standard form of pre-qualification questionnaire and financial statement.

Failure of the Bidder to obtain proper and adequate licensing for an award of a contract shall constitute a failure to execute the Contract and shall result in the forfeiture of the security of the Bidder.

License No.:________________ Class:___________________ Expiration Date:_________________ Date:__________________
36 EXHIBIT F

AGREEMENT TO COMPLY WITH LABOR LAW REQUIREMENTS
37 AGREEMENT TO COMPLY WITH CALIFORNIA LABOR LAW REQUIREMENTS [Labor Code §§ 1720, 1773.8, 1775, 1776, 1777.5, 1813, 1860, 1861, 3700] The undersigned Contractor certifies that it is aware of and hereby agrees to fully comply with a[l applicable provisions of California law, including but not limited to the following:

1. Contractor acknowledges that this Contract is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works and the awarding public agency (Agency) and agrees to be bound by all the provisions thereof as though set forth in full herein.

2. Contractor agrees to comply with the provisions of California Labor Code Section 1773.8 which requires the payment of travel and subsistence payments to each worker needed to execute the Work to the extent required by law.

3. Contractor agrees to comply with the provisions of California Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the Agency, forfeit not more than fifty dollars ($50) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for any public work done under the Contract by Contractor or by any subcontractor.

4. Contractor agrees to comply with the provisions of California Labor Code Section 1776 which require Contractor and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform the Agency of the location of the records. The Contractor is responsible for compliance with Section 1776 by itself and all of its subcontractors.

5. Contractor agrees to comply with the provisions of California Labor Code Section 1777.5 concerning the employment of apprentices on public works projects, and further agrees that Contractor is responsible for compliance with Section 1777.5 by itself and all of its subcontractors.

6. Contractor agrees to comply with the provisions of California Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the Agency, forfeit twenty-five dollars ($25) for each worker employed in the execution of the Contract by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the California Labor Code.

7. California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows:
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work of this Contract.
Date ___________________ Signature _______________________________________ 38 EXHIBIT G

BID PROPOSAL (INCLUDING BID SHEETS)

EXHIBIT H
Caltrans Local Assistance Procedures Manual Exhibit 12-G Required Federal-Aid Contract Language
(October 2023)
Exhibit 12-G
Required Federal-Aid Contract Language
Local Assistance Procedures Manual

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EXHIBIT 12-G: REQUIRED FEDERAL-AID CONTRACT LANGUAGE
(For Local Assistance Construction Projects)
The following language must be incorporated into all Local Assistance Federal-aid construction contracts.

The following language, with minor edits, was taken from the Code of Federal Regulations.

MAINTAIN RECORDS AND SUBMIT REPORTS DOCUMENTING YOUR PERFORMANCE UNDER THIS

SECTION

1. DISADVANTAGED BUSINESS ENTERPRISES (DBE) ..................................................................................... 2 A. Nondiscrimination Statement............................................................................................................... 3 B. Contract Assurance ............................................................................................................................... 3 C. Prompt Progress Payment .................................................................................................................... 3 D. Prompt Payment of Withheld Funds to Subcontractors ................................................................... 3 E. Termination and Replacement of DBE Subcontractors..................................................................... 4 F. Commitment and Utilization ................................................................................................................. 6 G. Running Tally of Attainments ............................................................................................................... 7 H. Commercially Useful Function ............................................................................................................. 7 I. Use of Joint Checks .............................................................................................................................. 8

2. BID OPENING ...................................................................................................................................................... 9

3. BID RIGGING ....................................................................................................................................................... 9

4. CONTRACT AWARD ........................................................................................................................................... 9

5. CONTRACTOR LICENSE .................................................................................................................................... 9

6. CHANGED CONDITIONS .................................................................................................................................... 9 A. Differing Site Conditions ....................................................................................................................... 9 B. Suspensions of Work Ordered by the Engineer ................................................................................. 9 C. Significant Changes in the Character of Work ................................................................................. 10

7. BEGINNING OF WORK, TIME OF COMPLETION AND LIQUIDATED DAMAGES ........................................ 10

8. BUY AMERICA ................................................................................................................................................... 10

9. QUALITY ASSURANCE .................................................................................................................................... 11

10. PROMPT PAYMENT .......................................................................................................................................... 12

11. FORM FHWA-1273 REQUIRED CONTRACT PROVISIONS FEDERAL-AID CONTRACTS .......................... 12

12. FEMALE AND MINORITY GOALS .................................................................................................................... 12

13. TITLE VI ASSURANCES.................................................................................................................................... 14

14. FEDERAL TRAINEE PROGRAM ...................................................................................................................... 19

15. PROHIBITION OF CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE EQUIPMENT AND SERVICES .......................................................................................................................................................... 20 Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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1. DISADVANTAGED BUSINESS ENTERPRISES (DBE)
The contractor, subrecipient or subcontractor shall take necessary and reasonable steps to ensure that DBEs have opportunity to participate in the contract (49 CFR 26). To ensure equal participation of DBEs provided in 49 CFR 26.5, the Agency shows a contract goal for DBEs. The prime contractor shall make work available to DBEs and select work parts consistent with available DBE subcontractors and suppliers.

The prime contractor shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate Good Faith Efforts (GFE) to meet this goal. An adequate GFE means that the bidder must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal.

If the DBE goal is not met, the contractor needs to complete and submit the DBE GFE documentation as described in Local Assistance Procedures Manual (LAPM) Chapter 9, Section 9.8 within 5 (five) days of bid opening.

It is the prime contractor’s responsibility to verify that the DBE firm is certified as a DBE on the date of bid opening by using the California Unified Certification Program (CUCP) database and possesses the most specific available North American Industry Classification System (NAICS) codes and Work Code applicable to the type of work the firm will perform on the contract. Additionally, the prime contractor is responsible to document this verification by printing out the CUCP data for each DBE firm. A list of DBEs certified by the CUCP can be found at: https://dot.ca.gov/programs/civil-rights/dbe-search.

DBE participation will only count toward the California Department of Transportation’s federally mandated statewide overall DBE goal if the DBE performs a commercially useful function under 49 CFR 26.55.

Credit for materials or supplies the prime contractor purchases from DBEs counts towards the goal in the following manner:
100 percent counts if the materials or supplies are obtained from a DBE manufacturer. 60 percent counts if the materials or supplies are obtained from a DBE regular dealer.

Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR 26.55 defines "manufacturer" and "regular dealer."
The prime contractor receives credit towards the goal if they employ a DBE trucking company that performs a commercially useful function as defined in 49 CFR 26.55(d) as follows:

The DBE must be responsible for the management and supervision of the entire trucking operation for which it is responsible on a particular contract, and there cannot be a contrived arrangement for the purpose of meeting DBE goals.

The DBE must itself own and operate at least one fully licensed, insured, and operational truck used on the contract.

The DBE receives credit for the total value of the transportation services it provides on the Contract using trucks it owns, insures, and operates using drivers it employs.

The DBE may lease trucks from another DBE firm, including an owner-operator who is certified as a DBE. The DBE who leases trucks from another DBE receives credit for the total value of the transportation services the lessee DBE provides on the Contract.

The DBE may also lease trucks from a non-DBE firm, including from an owner-operator. The DBE that leases trucks equipped with drivers from a non-DBE is entitled to credit for the total value of transportation services provided by non-DBE leased trucks equipped with drivers not to exceed the value of transportation services on the contract provided by DBE-owned trucks or leased trucks with DBE employee drivers. Additional participation by non-DBE owned trucks equipped with drivers receives credit only for the fee or commission it receives as a result of the lease arrangement.

The DBE may lease trucks without drivers from a non-DBE truck leasing company. If the DBE leases trucks from a non-DBE truck leasing company and uses its own employees as drivers, it is entitled to credit for the total value of these hauling services.

Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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A lease must indicate that the DBE has exclusive use of and control over the truck. This does not preclude the leased truck from working for others during the term of the lease with the consent of the DBE, so long as the lease gives the DBE absolute priority for use of the leased truck. Leased trucks must display the name and identification number of the DBE.

A. Nondiscrimination Statement
The contractor, subrecipient or subcontractor will never exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract covered by 49 CFR 26 on the basis of race, color, sex, or national origin. In administering the Local Agency components of the DBE Program Plan, the contractor, subrecipient or subcontractor will not, directly, or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the DBE Program Plan with respect to individuals of a particular race, color, sex, or national origin.

B. Contract Assurance
Under 49 CFR 26.13(b): The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying the contractor from future bidding as non-responsible.

C. Prompt Progress Payment
In accordance with California Business and Professions Code section 7108.5, the prime contractor or subcontractor shall pay to any subcontractor, not later than seven days after receipt of each progress payment, unless otherwise agreed to in writing, the respective amounts allowed the contractor on account of the work performed by the subcontractors, to the extent of each subcontractor’s interest therein. In the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from the prime contractor or subcontractor to a subcontractor, the prime contractor or subcontractor may withhold no more than 150 percent of the disputed amount. Any violation of this requirement shall constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the subcontractor, of 2 percent of the amount due per month for every month that payment is not made.

In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to his or her attorney’s fees and costs. The sanctions authorized under this requirement shall be separate from, and in addition to, all other remedies, either civil, administrative, or criminal. This clause applies to both DBE and nonDBE subcontractors.

D. Prompt Payment of Withheld Funds to Subcontractors
The Agency may hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the Agency, of the contract work, and pay retainage to the prime contractor based on these acceptances. The Agency shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by the prime contractor or subcontractor to a subcontractor. The Agency shall include either Method 1, Method 2, or Method 3 below and delete the other two.

Method 1: No retainage will be held by the Agency from progress payments due to the prime contractor.

Prime contractors and subcontractors are prohibited from holding retainage from subcontractors. Any delay or postponement of payment may take place only for good cause and with the Agency’s prior written approval. Any violation of these provisions shall subject the violating contractor or subcontractor to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code and Section 10262 of the California Public Contract Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to the Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient subcontractor performance and/or noncompliance by a subcontractor. This clause applies to both DBE and non-DBE subcontractors.

Method 2: No retainage will be held by the Agency from progress payments due to the prime contractor.

Any retainage kept by the prime contractor or by a subcontractor must be paid in full to the earning subcontractor within seven (7) days after the subcontractor’s work is satisfactorily completed. Any delay or postponement of payment may take place only for good cause and with the Agency’s prior written approval.

Any violation of these provisions shall subject the violating contractor or subcontractor to the penalties, sanctions, and remedies specified in Section 7108.5 of the California Business and Professions Code and Section 10262 of the California Public Contract Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient subcontractor performance and/or noncompliance by a subcontractor. This clause applies to both DBE and non-DBE subcontractors.

Method 3: The Agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the Agency of the contract work and pay retainage to the prime contractor based on these acceptances. The prime contractor or subcontractor shall return all monies withheld in retention from all subcontractors within seven (7) days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the Agency. Any delay or postponement of payment may take place only for good cause and with the Agency’s prior written approval. Any violation of these provisions shall subject the violating prime contractor or subcontractor to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code and Section 10262 of the California Public Contract Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor; deficient subcontractor performance and/or noncompliance by a subcontractor. This clause applies to both DBE and non-DBE subcontractors.

Any violation of these provisions of Prompt Progress Payment and Prompt Payment of Withheld Funds to Subcontractors shall subject the violating prime contractor or subcontractor to the penalties, sanctions and other remedies specified therein. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the prime contractor, deficient subcontract performance, or noncompliance by a subcontractor.

E. Termination and Replacement of DBE Subcontractors
The prime contractor shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless the contractor obtains the Agency’s written consent. The prime contractor shall not terminate or replace a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without prior written authorization from the Agency. Unless the Agency’s prior written consent is provided, the contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 15-G Construction Contract DBE Commitment form, included in the Bid.

Termination of DBE Subcontractors
After a contract with a specified DBE goal has been executed, termination of a DBE may be allowed for the following, but not limited to, justifiable reasons with prior written authorization from the Agency:

1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project.

2. The Local Agency stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the Local Agency’s bond requirements.

3. Work requires a contractor's license and listed DBE does not have a valid license under Contractors License Law, or is not properly registered with the California Department of Industrial Relations as a public works contractor.

4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination).

5. Listed DBE's work is unsatisfactory and not in compliance with the contract.

6. Listed DBE is ineligible to work on the project because of suspension or debarment.

7. Listed DBE becomes bankrupt or insolvent or exhibits credit unworthiness.

8. Listed DBE voluntarily withdraws with written notice from the Contract

9. Listed DBE is ineligible to receive credit for the type of work required.

10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract.

11. The Agency determines other documented good cause.

To terminate a DBE or to terminate a portion of a DBE's work, the contractor must use the following procedures:

1. Send a written notice to the DBE of Contractor’s intent to use other forces or material sources and include one or more justifiable reasons listed above. Simultaneously send a copy of this written notice to the Agency. The written notice to the DBE must request they provide any response within five (5) business days to both the Contractor and the Agency by either acknowledging their agreement or documenting their reasoning as to why the use of other forces or sources of materials should not occur.

2. If the DBE does not respond within 5 business days, Contractor may move forward with the request as if the DBE had agreed to Contractor’s written notice.

3. Submit Contractor’s DBE termination request by written letter to the Agency and include:

One or more above listed justifiable reasons along with supporting documentation.

Contractor’s written notice to the DBE regarding the request, including proof of transmission and tracking documentation of Contractor’s written notice
The DBE's response to Contractor’s written notice, if received. If a written response was not provided, provide a statement to that effect.

The Agency shall respond in writing to Contractor’s DBE termination request within 5 business days.

Replacement of DBE Subcontractors
After receiving the Agency’s written authorization of DBE termination request, the Contractor must obtain the Agency’s written agreement for DBE replacement. The Contractor must find or demonstrate GFEs to find qualified DBE replacement firms to perform the work to the extent needed to meet the DBE commitment.

The following procedures shall be followed to request authorization to replace a DBE firm:

1. Submit a request to replace a DBE with other forces or material sources in writing to the Agency which must include:
a. Description of remaining uncommitted work items made available for replacement DBE solicitation and participation.
b. The proposed DBE replacement firm's business information, the work they have agreed to perform, and the following:

Quote for bid item work and description of work to be performed Proposed subcontract agreement and written confirmation of agreement to perform on the Contract
Revised Subcontracting Request form
Revised Exhibit 15-G: Construction Contract DBE Commitment

2. If Contractor has not identified a DBE replacement firm, submit documentation of the Contractor’s GFEs Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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to use DBE replacement firms within 7 days of Agency's authorization to terminate the DBE. The Contractor may request the Agency's approval to extend this submittal period to a total of 14 days.

Submit documentation of actions taken to find a DBE replacement firm, such as:

Search results of certified DBEs available to perform the original DBE work identified and/or other work the Contractor had intended to self-perform, to the extent needed to meet the DBE commitment
Solicitations of DBEs for performance of work identified Correspondence with interested DBEs that may have included contract details and requirements Negotiation efforts with DBEs that reflect why an agreement was not reached If a DBE's quote was rejected, provide Contractor’s reasoning for the rejection, such as why the DBE was unqualified for the work, or why the price quote was unreasonable or excessive Copies of each DBE's and non-DBE's price quotes for work identified, as the Agency may contact the firms to verify solicitation efforts and determine if the DBE quotes are substantially higher Additional documentation that supports the GFE
The Agency shall respond in writing to the Contractor’s DBE replacement request within five (5) business days.

The Contractor must submit a revised Subcontracting Request form if the replacement plan is authorized by the Agency.

F. Commitment and Utilization
The Agency’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization.

The bidder shall complete and sign Exhibit 15-G: Construction Contract DBE Commitment included in the contract documents regardless of whether DBE participation is reported. The bidder shall provide written confirmation from each DBE that the DBE is participating in the Contract. LAPM Exhibit 9-I: DBE Confirmation or equivalent form and DBE’s quote must be submitted. The written confirmation must be submitted no later than 4pm on the 5th day after bid opening. If a DBE is participating as a joint venture partner, the bidder shall submit a copy of the joint venture agreement.

If the DBE Commitment form, Exhibit 15-G, is not submitted with the bid, it must be completed and submitted by all bidders to the Agency within five (5) days of bid opening. If the bidder does not submit the DBE Commitment form within the specified time, the Agency will find the bidder’s bid nonresponsive.

The prime contractor shall use each DBE subcontractor as listed on Exhibit 15-G: Construction Contract DBE Commitment unless they receive written authorization for a termination or replacement from the Agency.

The Agency shall request the prime contractor to:

1. Notify the Resident Engineer or Inspector of any changes to its anticipated DBE participation

2. Provide this notification before starting the affected work

3. Maintain records including:

Name and business address of each 1st-tier subcontractor Name and business address of each DBE subcontractor, DBE vendor, and DBE trucking company, regardless of tier
Date of payment and total amount paid to each DBE (see Exhibit 9-F: Monthly Disadvantaged Business Enterprise Payment)
If the prime contractor is a DBE contractor, they shall include the date of work performed by their own forces and the corresponding value of the work.

Before the 15th of each month, the prime contractor shall submit a Monthly DBE Trucking Verification (LAPM Exhibit 16-Z1) form.

Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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If a DBE is decertified before completing its work, the DBE must notify the prime contractor in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify the prime contractor in writing of the certification date. The prime contractor shall submit the notifications. Upon work completion, the prime contractor shall complete a Disadvantaged Business Enterprises (DBE) Certification Status Change, Exhibit 17-O, form and submit the form within 30 days of contract acceptance.

Upon work completion, the prime contractor shall complete Exhibit 17-F: Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it within 90 days of contract acceptance. The Agency will withhold $10,000 until the form is submitted. The Agency releases the withhold upon submission of the completed form.

G. Running Tally of Attainments
For projects awarded on or after March 1, 2020, but before September 1, 2023:

After submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10th of the following month, the prime contractor/consultant must complete and email the Exhibit 9-F: Disadvantaged Business Enterprise Running Tally of Payments to [email protected] with a copy to local administering agencies.

For projects that are awarded on or after September 1, 2023:

Exhibit 9-F is no longer required. Instead, by the 15th of the month following the month of any payment(s), the prime contractor must now submit Exhibit 9-P to the Local Agency administering the contract. If the Contractor does not make any payments to subcontractors, supplier(s) and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

H. Commercially Useful Function
DBEs must perform a commercially useful function (CUF) under 49 CFR 26.55 when performing work or supplying materials listed on the DBE Commitment form. The DBE value of work will only count toward the DBE commitment if the DBE performs a CUF. A DBE performs a CUF when it is responsible for execution of the work on the contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. If a DBE does not perform or exercise responsibility for at least 30% of the total cost of its contract with its own work force, or the DBE subcontracts a greater portion of the work of a contract than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that the DBE is not performing a CUF. Additionally, the DBE must also be responsible, with respect to materials and supplies used on the contract, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself.

The Contractor must perform CUF evaluation for each DBE company working on a federal-aid contract, with or without a DBE goal. Perform a CUF evaluation at the beginning of the DBE’s work, and continue to monitor the performance of CUF for the duration of the project.

The Contractor must provide written notification to the AGENCY at least 15 days in advance of each DBE's initial performance of work or supplying materials for the Contract. The notification must include the DBE's name, work the DBE will perform on the contract, and the location, date, and time of where their work will take place.

Within 10 (ten) days of a DBE initially performing work or supplying materials on the contract, the Contractor shall submit to the LPA the initial evaluation and validation of DBE performance of a CUF using the LAPM 9-J:

Disadvantaged Business Enterprise Commercially Useful Function Evaluation. Include the following information with the submittal:

Subcontract agreement with the DBE
Purchase orders
Bills of lading
Invoices
Proof of payment
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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The Contractor must monitor all DBE’s performance of CUF by conducting quarterly evaluations and validations throughout their duration of work on the contract using the LAPM 9-J: DBE Commercially Useful Function Evaluation. The Contractor must submit to the AGENCY these quarterly evaluations and validations by the 5th of the month for the previous three (3) months of work.

The Contractor must notify the AGENCY immediately if the Contractor believes the DBE may not be performing a CUF.

The AGENCY will verify DBEs performance of CUF by reviewing the initial and quarterly submissions of LAPM 9-J: DBE Commercially Useful Function Evaluation, submitted supporting information, field observations, and through any additional AGENCY evaluations. The AGENCY must evaluate DBEs and their CUF performance throughout the duration of a Contract. The AGENCY will provide written notice to Contractor and DBE at least two (2) business days prior to any evaluation. The Contractor and DBE must participate in the evaluation. Upon completing the evaluation, the AGENCY must share the evaluation results with the Contractor and DBE. An evaluation could include items that must be remedied upon receipt. If the AGENCY determines the DBE is not performing a CUF the Contractor must suspend performance of the noncompliant work.

The Contractor and DBEs must submit any additional CUF related records and documents within five (5) business days of AGENCY’s request such as:

Proof of ownership or lease and rental agreements for equipment Tax records
Employee rosters
Certified payroll records
Inventory rosters
Failure to submit required DBE Commercially Useful Function Evaluation forms or requested records and documents can result in withholding of payment for the value of work completed by the DBE.

If the Contractor and/or the AGENCY determine that a listed DBE is not performing a CUF in performance of their DBE committed work, immediately suspend performance of the noncompliant portion of the work. The AGENCY may deny payment for the noncompliant portion of the work. The AGENCY will ask the Contractor to submit a corrective action plan (CAP) to the AGENCY within five (5) days of the noncompliant CUF determination. The CAP must identify how the Contractor will correct the noncompliance findings for the remaining portion of the DBE's work. The AGENCY has five (5) days to review the CAP in conjunction with the prime contractor’s review. The Contractor must implement the CAP within five (5) days of the AGENCY's approval. The AGENCY will then authorize the prior noncompliant portion of work for the DBE's committed work.

If corrective actions cannot be accomplished to ensure the DBE performs a CUF on the Contract, then the Contractor may have good cause to request termination of the DBE.

I. Use of Joint Checks
A joint check may be used between the Contractor or lower-tier subcontractor and a DBE subcontractor purchasing materials from a material supplier if the contractor obtains prior approval from the LPA for the proposed use of joint check upon submittal of the LAPM 9-K: DLA Disadvantaged Business Enterprises (DBE) Joint Check Agreement Request form.

To use a joint check, the following conditions must be met:

All parties, including the Contractor, must agree to the use of a joint check Entity issuing the joint check acts solely to guarantee payment DBE must release the check to the material supplier
LPA must authorize the request before implementation
Any party to the agreement must provide requested documentation within 10 days of the LPA's request for the documentation
Agreement to use a joint check must be short-term, not to exceed 1 year, allowing sufficient time needed to establish or increase a credit line with the material supplier Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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A request for a joint check agreement may be initiated by any party. If a joint check is used, the DBE remains responsible for all elements of 49 CFR 26.55(c)(1).

Failure to comply with the above requirements disqualifies DBE participation and results in no credit and no payment to the Contractor for DBE participation.

A joint check may not be used between the Contractor or subcontractor and a DBE regular dealer, bulk material supplier, manufacturer, wholesaler, broker, trucker, packager, manufacturer’s representative, or other persons who arrange or expedite transactions.

2. BID OPENING
The Agency publicly opens and reads bids at the time and place shown on the Notice to Contractors.

3. BID RIGGING
The U.S. Department of Transportation (DOT) provides a toll-free hotline to report bid rigging activities. Use the hotline to report bid rigging, bidder collusion, and other fraudulent activities. The hotline number is (800) 424- 9071. The service is available 24 hours 7 days a week and is confidential and anonymous. The hotline is part of the DOT's effort to identify and investigate highway construction contract fraud and abuse and is operated under the direction of the DOT Inspector General.

4. CONTRACT AWARD
If the Agency awards the contract, the award is made to the lowest responsible and responsive bidder.

5. CONTRACTOR LICENSE
The Contractor must be properly licensed as a contractor from contract award through Contract acceptance (23 CFR 635.110).

6. CHANGED CONDITIONS
A. Differing Site Conditions

1. During the progress of the work, if subsurface or latent physical conditions are encountered at the site differing materially from those indicated in the contract or if unknown physical conditions of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in the work provided for in the contract, are encountered at the site, the party discovering such conditions shall promptly notify the other party in writing of the specific differing conditions before the site is disturbed and before the affected work is performed.

2. Upon written notification, the engineer will investigate the conditions, and if it is determined that the conditions materially differ and cause an increase or decrease in the cost or time required for the performance of any work under the contract, an adjustment, excluding anticipated profits, will be made and the contract modified in writing accordingly. The engineer will notify the contractor of the determination whether or not an adjustment of the contract is warranted.

3. No contract adjustment which results in a benefit to the contractor will be allowed unless the contractor has provided the required written notice.

4. No contract adjustment will be allowed under this clause for any effects caused on unchanged work. [This provision may be omitted by the Local Agency, at their option.] B. Suspensions of Work Ordered by the Engineer

1. If the performance of all or any portion of the work is suspended or delayed by the engineer in writing for an unreasonable period of time (not originally anticipated, customary, or inherent to the construction industry) and the contractor believes that additional compensation and/or contract time is due as a result of such suspension or delay, the contractor shall submit to the engineer in writing a request for adjustment within 7 calendar days of receipt of the notice to resume work. The request shall set forth the reasons and support for such adjustment.

2. Upon receipt, the engineer will evaluate the contractor's request. If the engineer agrees that the cost and/or time required for the performance of the contract has increased as a result of such suspension and the suspension was caused by conditions beyond the control of and not the fault of the contractor, its suppliers, or subcontractors at any approved tier, and not caused by weather, the engineer will make an adjustment (excluding profit) and modify the contract in writing accordingly. The contractor will be notified of the engineer's determination whether or not an adjustment of the contract is warranted.

Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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3. No contract adjustment will be allowed unless the contractor has submitted the request for adjustment within the time prescribed.

4. No contract adjustment will be allowed under this clause to the extent that performance would have been suspended or delayed by any other cause, or for which an adjustment is provided or excluded under any other term or condition of this contract.

C. Significant Changes in the Character of Work

1. The engineer reserves the right to make, in writing, at any time during the work, such changes in quantities and such alterations in the work as are necessary to satisfactorily complete the project. Such changes in quantities and alterations shall not invalidate the contract nor release the surety, and the contractor agrees to perform the work as altered.

2. If the alterations or changes in quantities significantly change the character of the work under the contract, whether such alterations or changes are in themselves significant changes to the character of the work or by affecting other work cause such other work to become significantly different in character, an adjustment, excluding anticipated profit, will be made to the contract. The basis for the adjustment shall be agreed upon prior to the performance of the work. If a basis cannot be agreed upon, then an adjustment will be made either for or against the contractor in such amount as the engineer may determine to be fair and equitable.

3. If the alterations or changes in quantities do not significantly change the character of the work to be performed under the contract, the altered work will be paid for as provided elsewhere in the contract.

4. The term “significant change” shall be construed to apply only to the following circumstances:

When the character of the work as altered differs materially in kind or nature from that involved or included in the original proposed construction; or
When a major item of work, as defined elsewhere in the contract, is increased in excess of 125 percent or decreased below 75 percent of the original contract quantity. Any allowance for an increase in quantity shall apply only to that portion in excess of 125 percent of original contract item quantity, or in case of a decrease below 75 percent, to the actual amount of work performed.

7. BEGINNING OF WORK, TIME OF COMPLETION AND LIQUIDATED DAMAGES The Contractor shall begin work within 15 calendar days after the issuance of the Notice to Proceed.

This work shall be diligently prosecuted to completion before the expiration of WORKING DAYS beginning on the fifteenth calendar day after the date shown on the Notice to Proceed.

The Contractor shall pay to the City/County the sum of $ per day, for each and every calendar days’ delay in finishing the work in excess of the number of working days prescribedabove.

8. BUY AMERICA
Buy America Requirements apply to steel and iron, manufactured products, and construction materials permanently incorporated into the project.

Steel and Iron Materials
All steel and iron materials must be melted and manufactured in the United States except:

1. Foreign pig iron and processed, pelletized, and reduced iron ore may be used in the domestic production of the steel and iron materials [60 Fed Reg 15478 (03/24/1995)];

2. If the total combined cost of the materials produced outside the United States does not exceed the greater of 0.1 percent of the total contract amount or $2,500, materials produced outside the United States may be used if authorized.

Furnish steel and iron materials to be incorporated into the work with certificates of compliance and certified mill test reports. Mill test reports must indicate where the steel and iron were melted and manufactured. All melting and manufacturing processes for these materials, including an application of a coating, must occur in the United States. Coating includes all processes that protect or enhance the value of the material to which the coating is applied.

Local Assistance Procedures Manual Exhibit 12-G
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Manufactured Products
Iron and steel used in precast concrete manufactured products must meet the requirements of the above section (Steel and Iron Materials) regardless of the amount used. Iron and steel used in other manufactured products must meet the requirements of the above section (Steel and Iron Materials) if the weight of steel and iron components constitute 90 percent or more of the total weight of the manufactured product.

Construction Materials
Buy America requirements apply to the following construction materials that are or consist primarily of:

1. Non-ferrous metals

2. Plastic and polymer-based products such as:

2.1 Polyvinylchloride

2.2 Composite Building Materials

3. Glass

4. Fiber optic cable (including drop cable)

5. Optical fiber

6. Lumber

7. Engineered wood

8. Drywall
All manufacturing processes for these materials as defined in 2 CFR 184.6 must occur in the United States.

Where one or more of these construction materials have been combined by a manufacturer with other materials through a manufacturing process, Buy America requirements do not apply unless otherwise specified.

Furnish construction materials to be incorporated into the work with certificates of compliance with each project delivery. Manufacturer’s certificate of compliance must identify where the construction material was manufactured and attest specifically to Buy America compliance.

All manufacturing processes for these materials must occur in the United States.

Buy America requirements do not apply to the following:

1. Tools and construction equipment used in performing the work

2. Temporary work that is not incorporated into the finished project Waivers
If Buy America waivers are granted, use the following language to include in the contract:

The following steel and iron products, manufactured products, or construction materials have received an approved Buy America waiver for this contract, and therefore, are not subject to Buy America requirements:

1. _______________________________

2. _______________________________

9. QUALITY ASSURANCE
The Local Agency uses a Quality Assurance Program (QAP) to ensure a material is produced to comply with the Contract. The Local Agency may examine the records and reports of tests the prime contractor performs if they are available at the job site. Schedule work to allow time for QAP.

Local Assistance Procedures Manual Exhibit 12-G
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10. PROMPT PAYMENT
A. FROM THE AGENCY TO THE CONTRACTORS
The Local Agency shall make all project progress payment within 30 days after receipt of an undisputed and properly submitted payment request from the Contractor on a construction contract. If the Local Agency fails to pay promptly, the Local Agency shall pay interest to the Contractor, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied and pro-rated as necessary. Upon receipt of the payment request, the Local Agency shall act in accordance with both of the following:

1. The Local Agency shall review each payment request as soon as feasible after receipt to verify it is a proper payment request.

2. The Local Agency must return any payment request deemed improper by the Local Agency to the Contractor as soon as feasible, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall include documentation setting forth in writing the reasons why it is an improper payment request.

B. SUBMITTAL OF EXHIBIT 9-P
For projects awarded on or after September 1, 2023:

The Contractor must submit Exhibit 9-P to the Local Agency administering the contract by the 15th of the month following the month of any payment(s). If the Contractor does not make any payments to subcontractors, supplier(s) and/or manufacturers they must report “no payments were made to subs this month” and write this visibly and legibly on Exhibit 9-P.

The Local Agency must verify all Exhibit 9-P information, monitor compliance with prompt payment requirements for DBE and non-DBE firms, and address any shortfall to the DBE commitment and prompt payment issues until the end of the project. The Local Agency must email a copy of Exhibit 9-P to [email protected] before the end of the month after receiving the Exhibit 9-P from the Contractor.

11. FORM FHWA-1273 REQUIRED CONTRACT PROVISIONS FEDERAL-AID CONTRACTS [Form FHWA-1273 must be physically inserted into the contract without modification, excluding ATTACHMENT

A - EMPLOYMENT AND MATERIALS PREFERENCE FOR APPALACHIAN DEVELOPMENT HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS ROAD CONTRACTS.]
[The current version of Form FHWA-1273 is accessible at FHWA’s website:
https://www.fhwa.dot.gov/programadmin/contracts/1273/1273.pdf]

12. FEMALE AND MINORITY GOALS
To comply with Section II, "Nondiscrimination," of "Required Contract Provisions Federal-Aid Construction Contracts," the following are for female and minority utilization goals for Federal-aid construction contracts and subcontracts that exceed $10,000:

The nationwide goal for female utilization is 6.9 percent.

The goals for minority utilization (45 Fed Reg 65984 (10/3/1980)) are as follows:

Local Assistance Procedures Manual Exhibit 12-G
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MINORITY UTILIZATION GOALS
Economic
Area
Goal
(Percent)
174
Redding CA:

Non-SMSA (Standard Metropolitan Statistical Area) Counties:

CA Lassen; CA Modoc; CA Plumas; CA Shasta; CA Siskiyou; CA Tehama

6.8 175
Eureka, CA
Non-SMSA Counties:

CA Del Norte; CA Humboldt; CA Trinity

6.6 San Francisco-Oakland-San Jose, CA:

28.9 25.6

19.6 14.9

9.1 17.1

23.2 SMSA Counties:
7120 Salinas-Seaside-Monterey, CA
CA Monterey
7360 San Francisco-Oakland
CA Alameda; CA Contra Costa; CA Marin; CA San Francisco; CA San Mateo 7400 San Jose, CA
176 CA Santa Clara, CA
7485 Santa Cruz, CA
CA Santa Cruz
7500 Santa Rosa
CA Sonoma
8720 Vallejo-Fairfield-Napa, CA
CA Napa; CA Solano
Non-SMSA Counties:

CA Lake; CA Mendocino; CA San Benito
177
Sacramento, CA:

SMSA Counties:
6920 Sacramento, CA
CA Placer; CA Sacramento; CA
Yolo Non-SMSA Counties
CA Butte; CA Colusa; CA El Dorado; CA Glenn; CA Nevada; CA Sierra; CA Sutter; CA Yuba

16.1 14.3
Stockton-Modesto, CA:

SMSA Counties:
5170 Modesto, CA 12.3
178 CA Stanislaus
8120 Stockton, CA 24.3
CA San Joaquin
Non-SMSA Counties 19.8
CA Alpine; CA Amador; CA Calaveras; CA Mariposa; CA Merced; CA Tuolumne Fresno-Bakersfield, CA
SMSA Counties:
179 0680 Bakersfield, CA 19.1
CA Kern
2840 Fresno, CA
CA Fresno
Non-SMSA Counties:

CA Kings; CA Madera; CA Tulare

26.1 23.6
Local Assistance Procedures Manual Exhibit 12-G
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Los Angeles, CA:

11.9 28.3

21.5 19.0

19.7 24.6
SMSA Counties:
0360 Anaheim-Santa Ana-Garden Grove, CA
CA Orange
4480 Los Angeles-Long Beach, CA
CA Los Angeles
180 6000 Oxnard-Simi Valley-Ventura, CA
CA Ventura
6780 Riverside-San Bernardino-Ontario, CA
CA Riverside; CA San Bernardino
7480 Santa Barbara-Santa Maria-Lompoc, CA
CA Santa Barbara
Non-SMSA Counties
CA Inyo; CA Mono; CA San Luis Obispo
San Diego, CA:

16.9 18.2
SMSA Counties
181 7320 San Diego, CA
CA San Diego
Non-SMSA Counties
CA Imperial
For the last full week of July during which work is performed under the contract, the prime contractor and each non material-supplier subcontractor with a subcontract of $10,000 or more must complete Form FHWA PR-1391 (Appendix C to 23 CFR 230). Submit the forms by August 15.

13. TITLE VI ASSURANCES
[The U.S. Department of Transportation Order No.1050.2A requires all federal-aid Department of Transportation contracts between an agency and a contractor to contain Appendix A and E.

Note: Appendix B only requires inclusion if the contract impacts deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein. Appendices C and D only require inclusion if the contract impacts deeds, licenses, leases, permits, or similar instruments entered into by the recipient.]

APPENDIX A
During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONTRACTOR) agrees as follows:
a. Compliance with Regulations: CONTRACTOR shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement. b. Nondiscrimination: CONTRACTOR, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONTRACTOR shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations. c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONTRACTOR for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment, each potential sub-applicant or supplier shall be notified by CONTRACTOR of the CONTRACTOR’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin.
d. Information and Reports: CONTRACTOR shall provide all information and reports required by the Local Assistance Procedures Manual Exhibit 12-G
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Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives. Where any information required of CONTRACTOR is in the exclusive possession of another who fails or refuses to furnish this information, CONTRACTOR shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONTRACTOR has made to obtain the information. e. Sanctions for Noncompliance: In the event of CONTRACTOR’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
i. withholding of payments to CONTRACTOR under the Agreement within a reasonable period of time, not to exceed 90 days; and/or
ii. cancellation, termination or suspension of the Agreement, in whole or in part. f. Incorporation of Provisions: CONTRACTOR shall include the provisions of paragraphs (1) through (6) in every sub-agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto.

CONTRACTOR shall take such action with respect to any sub-agreement or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONTRACTOR becomes involved in, or is threatened with, litigation with a subapplicant or supplier as a result of such direction, CONTRACTOR may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONTRACTOR may request the United States to enter into such litigation to protect the interests of the United States.

APPENDIX B

CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4:

NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the recipient will accept title to the lands and maintain the project constructed thereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the recipient all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto the recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the recipient, its successors and assigns. The recipient, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the recipient will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title Local Assistance Procedures Manual Exhibit 12-G
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VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended[, and (3) that in the event of breach of any of the above-mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].* (*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.)

APPENDIX C

CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE

ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a):

A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:

1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations (as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.

B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Nondiscrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.*
C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.*
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)
Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

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APPENDIX D

CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER THE

ACTIVITY, FACILITY OR PROGRAM
The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements entered into by the recipient pursuant to the provisions of Assurance 7(b):

A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance.

B. With respect to (licenses, leases, permits, etc.) in the event of breach of any of the above of the above Non-discrimination covenants, the recipient will have the right to terminate the (license, permits, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Non-discrimination covenants, the recipient will there upon revert to and vest in and become the absolute property of the recipient and its assigns.
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)

APPENDIX E
During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees to comply with the following non-discrimination statutes and authorities, including, but not limited to:

Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex; • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such Local Assistance Procedures Manual Exhibit 12-G
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programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38;
• The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and LowIncome Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).

Local Assistance Procedures Manual Exhibit 12-G
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Federal Trainee Program Special Provisions
(to be used when applicable)

14. FEDERAL TRAINEE PROGRAM
For the Federal training program, the number of trainees or apprentices is .

This section applies if a number of trainees or apprentices is shown on the Notice of Bidders.

As part of the prime contractor’s equal opportunity affirmative action program, provide on-the-job training to develop full journeymen in the types of trades or job classifications involved.

The prime contractor has primary responsibility for meeting this training requirement.

If the prime contractor subcontracts a contract part, they shall determine how many trainees or apprentices are to be trained by the subcontractor. Include these training requirements in each subcontract.

Where feasible, 25 percent of apprentices or trainees in each occupation must be in their 1st year of apprenticeship or training.

Distribute the number of apprentices or trainees among the work classifications on the basis of the prime contractor’s needs and the availability of journeymen in the various classifications within a reasonable recruitment area.

Before starting work, the prime contractor shall submit to the City/County of :

1. Number of apprentices or trainees to be trained for each classification

2. Training program to be used

3. Training starting date for each classification
The prime contractor shall obtain the City/County of approval for this submitted information before the prime contractor starts work. The City/County of credits the prime contractor for each apprentice or trainee the prime contractor employs on the job who is currently enrolled or becomes enrolled in an approved program.

The primary objective of this section is to train and upgrade minorities and women toward journeyman status.

The prime contractor shall make every effort to enroll minority and women apprentices or trainees, such as conducting systematic and direct recruitment through public and private sources likely to yield minority and women apprentices or trainees, to the extent they are available within a reasonable recruitment area and show that they have made the efforts. In making these efforts, the prime contractor shall not discriminate against any applicant for training.

The prime contractor shall not employ as an apprentice or trainee an employee:

1. In any classification in which the employee has successfully completed a training course leading to journeyman status or in which the employee has been employed as a journeyman

2. Who is not registered in a program approved by the US Department of Labor, Bureau of Apprenticeship and Training
The prime contractor shall ask the employee if the employee has successfully completed a training course leading to journeyman status or has been employed as a journeyman. The prime contractor’s records must show the employee's answers to the questions.

In the training program, the prime contractor shall establish the minimum length and training type for each classification. The City/County of and FHWA approves a program if one of the following is met:

1. It is calculated to:

Meet the equal employment opportunity responsibilities
Qualify the average apprentice or trainee for journeyman status in the classification involved by the end of the training period

2. It is registered with the U.S. Department of Labor, Bureau of Apprenticeship and Training, and it is administered in a way consistent with the equal employment responsibilities of Federal-aid highway construction contracts
Local Assistance Procedures Manual Exhibit 12-G
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October 2023
The prime contractor shall obtain the State's approval for their training program before they start work involving the classification covered by the program.

The prime contractor shall provide training in the construction crafts, not in clerk-typist or secretarial-type positions. Training is allowed in lower-level management positions such as office engineers, estimators, and timekeepers if the training is oriented toward construction applications. Training is allowed in the laborer classification if significant and meaningful training is provided and approved by the division office. Off-site training is allowed if the training is an integral part of an approved training program and does not make up a significant part of the overall training.

The City/County of reimburses the prime contractor 80 cents per hour of training given an employee on this contract under an approved training program:

1. For on-site training

2. For off-site training if the apprentice or trainee is currently employed on a Federal-aid project and prime contractor does at least one of the following:
a. Contribute to the cost of the training
b. Provide the instruction to the apprentice or trainee c. Pay the apprentice's or trainee's wages during the off-site training period

3. If the prime contractor complies with this section.

Each apprentice or trainee must:

1. Begin training on the project as soon as feasible after the start of work involving the apprentice's or trainee's skill

2. Remain on the project as long as training opportunities exist in the apprentice's or trainee's work classification or until the apprentice or trainee has completed the training program Furnish the apprentice or trainee a:

1. Copy of the training plan approved by the U.S, Department of Labor or a training plan for trainees approved by both Caltrans and FHWA

2. Certification showing the type and length of training satisfactorily completed Maintain records and submit reports documenting contractor’s performance under this section.

15. PROHIBITION OF CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE EQUIPMENT AND

SERVICES
In response to significant national security concerns, the agency shall check the prohibited vendor list before making any telecommunications and video surveillance purchase because recipients and subrecipients of federal funds are prohibited from obligating or expending loan or grant funds to:

Procure or obtain;
Extend or renew a contract to procure or obtain; or
Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system.

The prohibited vendors (and their subsidiaries or affiliates) are:

Huawei Technologies Company;
ZTE Corporation;
Hytera Communications Corporation;
Hangzhou Hikvision Digital Technology Company;
Dahua Technology Company; and
Subsidiaries or affiliates of the above-mentioned companies.

Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language

Page 21 of 21 ends

October 2023
In implementing the prohibition, the agency administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained.

The contractors should furnish telecommunications and video surveillance equipment with a certificate of compliance. The certificate must state telecommunications and video surveillance equipment was not procured or obtained from manufacturers identified in the above list.

Agenda Item J

AGENDA STAFF REPORT
DATE: December 11, 2023
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Iris Lee, Director of Public Works
SUBJECT: Approving and Authorizing Amendment No. 1 to the Professional Services Agreement with Alexander’s
Contract Services, Inc. for Water Meter Reading Services Pilot Program
________________________________________________________________ SUMMARY OF REQUEST:

That the City Council adopt Resolution 7471:

1. Approving Amendment No. 1 to the Professional Services Agreement with Alexander’s Contract Services, Inc. dated March 28, 2022, extending the term of the Agreement to December 31, 2023; and increasing compensation by $28,800 for the additional services during the extension, for the revised total not-to-exceed amount of $71,618.40, for the extended term; and,

2. Authorizing and directing the City Manager to execute Amendment No. 1 on behalf of the City.

BACKGROUND AND ANALYSIS:

On March 28, 2022, City Council adopted Resolution 7267 awarding a one-year Professional Services Agreement to Alexander’s Contract Services, Inc. (“ACS”) initiating the City’s Water Meter Reading Services Pilot Program. The pilot program was developed to evaluate the feasibility of a third-party contractor reading and accurately recording approximately 5,500 water meters.

During the term of the pilot program, ACS has been responsible for manually retrieving water meter reads on a bi-monthly cycle, or six times per year. ACS electronically reports the results to the City’s water billing system for further processing at the end of each cycle. The use of ACS has allowed the City to reallocate staffing resources to address operations and maintenance needs in a more efficient manner.

As ACS has recently changed their business model where they can no longer provide services pursuant to the City’s contractual requirements, staff will

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temporarily utilize in-house staff for retrieving and recording water meter reads for a limited duration until a permanent solution can be identified.

Amendment No. 1 proposes to extend the term of the Agreement to and including December 31, 2023, and increase ACS’s compensation by $28,800 for additional services performed during the extended term. The extension will allow time to properly transition the water meter reading services from ACS to the City.

ENVIRONMENTAL IMPACT:

This item is not subject to the California Environmental Quality Act (“CEQA”) pursuant to Section 15061(b)(3) of the state CEQA Guidelines because it can be seen with certainty that approval of Amendment No. 1 to the Professional Services Agreement with ACS will not have a significant effect on the environment.

LEGAL ANALYSIS:

The City Attorney has approved the agreement and resolution as to form.

FINANCIAL IMPACT:

Sufficient funding has been allocated in FY 2023-2024 Water Maintenance & Operations.

STRATEGIC PLAN:

This item is not applicable to the Strategic Plan.

RECOMMENDATION:

That the Council adopt Resolution 7471:

2. Authorizing and directing the City Manager to execute Amendment No. 1 on behalf of the City.

SUBMITTED BY: NOTED AND APPROVED:

Iris Lee Jill R. Ingram
Iris Lee, Director of Public Works Jill R. Ingram, City Manager

Page 3 ends

Prepared by: Sean Sabo, Management Analyst
ATTACHMENTS:

A. Resolution 7471
B. Amendment No. 1 with Alexander’s Contract Services, Inc.

C. Professional Services Agreement with Alexander’s Contract Services, Inc.

RESOLUTION 7471

A RESOLUTION OF THE SEAL BEACH CITY COUNCIL

APPROVING AND AUTHORIZING THE CITY MANAGER TO
EXECUTE AMENDMENT NO. 1 TO THE PROFESSIONAL
SERVICES AGREEMENT WITH ALEXANDER’S CONTRACT
SERVICES, INC. FOR WATER METER READING SERVICES

PILOT PROGRAM
WHEREAS, the City owns, operates, and reads over 5,500 water meters installed as part of the City’s water system; and,
WHEREAS, on March 28, 2022, the City Council adopted Resolution 7267 approving a Professional Services Agreement (“Agreement”) with Alexander’s Contract Services, Inc. (“ACS”) in the amount of $42,818.40 for the Water Meter Reading Services Pilot Program; and,
WHEREAS, the City desires to amend the Agreement with ACS extending the term of the Agreement to and including December 31, 2023; and increasing ACS’s compensation by $28,800 for the additional services during the extension, for the revised total not-to-exceed amount of $71,618.40, for the extended term.

THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE, FIND AND DETERMINE AS FOLLOWS:

SECTION 1. The City Council hereby approves Amendment No. 1 to the Agreement dated March 28, 2022, between the City of Seal Beach and ACS extending the term of the Agreement to and including December 31, 2023; and increasing ACS’s compensation by $28,800 for additional services during the extension, for the revised total not-to-exceed amount of $71,618.40, for the extended term.

SECTION 2. The City Council hereby authorizes and directs the City Manager to execute Amendment No. 1 on behalf of the City.

PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023 by the following vote:

AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members
Thomas Moore, Mayor
ATTEST:

Gloria D. Harper, City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE }
CITY OF SEAL BEACH }
I, Gloria D. Harper, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of Resolution 7471 on file in the office of the City Clerk, passed, approved, and adopted by the Seal Beach City Council at a regular meeting held on the 11th day of December, 2023.

Gloria D. Harper, City Clerk

PROFESSIONAL SERVICES AGREEMENT
for
A Water Meter Reading Services Pilot Program
between
City of Seal Beach
211 - 8th Street
Seal Beach, CA 90740
9 Alexander' s Contract Services
8655 Morro Road, Suite C
Atascadero, CA 93422
805) 461- 3458
This Professional Service Agreement (" the Agreement") is made as of March 28, 2022 the " Effective Date"), by and between Alexander's Contract Services (" Consultant"), a California corporation, and the City of Seal Beach (" City"), a California charter city, collectively, "the Parties").

RECITALS
A. City desires to retain the professional services of a consultant to provide a Water Meter Reading Services Pilot Program.

B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20. 025( C), City desires to engage Consultant to provide water meter reading services in the manner set forth herein and more fully described in Section 1. 0.

C. Consultant represents that it is qualified and able by virtue of training, experience and expertise to provide City with the services contemplated by this Agreement in a good and professional manner; and it desires to perform such services as provided herein.

NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows.

AGREEMENT

1. 0 Scope of Services

1. 1. Consultant shall provide those professional services ( collectively Services") set forth in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A and this Agreement, this Agreement shall control.

1. 2. Consultant shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City.

1. 3. In performing this Agreement, Consultant shall comply with all applicable provisions of federal, state, and local law.

1. 4. As a material inducement to City to enter into this Agreement, Consultant hereby represents that it has the experience necessary to undertake the Services. In light of such status and experience, Consultant hereby covenants that it shall follow the customary professional standards in performing all Services. The City relies upon the skill of Consultant, and Consultant' s staff, if any, to do and perform the Services in in accordance with such professional standards, and Consultant and Consultant' s staff, shall perform the Services in such manner. Consultant shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Consultant' s work by the City shall not operate as a release of Consultant from such standard of care and workmanship.
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1. 5. Consultant will not be compensated for any work performed not specified in the Scope of Services unless City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council in accordance with Section 3. 0. Payment for additional work in excess of this amount requires prior City Council authorization.

2. 0 Term

2. 1. The term of this Agreement shall commence on March 28, 2022 and shall remain in full force and effect until April 30, 2023, unless sooner terminated as provided in Section 5. 0 of this Agreement.

3. 0 Consultant' s Compensation

3. 1. In consideration of Consultant' s performance of the Services, City will pay Consultant in accordance with the proposal in Exhibit A. A monthly unit price of $ 1. 20 per meter read shall be charged but in no event will the City pay more than the total -not -exceed amount of $ 42, 818. 40 ( Forty -Two Thousand, eight hundred and eighteen dollars and 40/ 100) for the Term.

3.2. Payment for any additional services authorized by City pursuant to Section 1. 5 will be compensated in accordance with the proposal set forth in Exhibit A, and shall not exceed the cumulative amount established by the City Council at the time of the award for the Term.

4.0 Method of Payment

4. 1. Consultant shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Consultant within 30 days of receiving Consultant' s invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Consultant.

4.2. Upon 24-hour notice from City, Consultant shall allow City or City's agents or representatives to inspect at Consultant' s offices during reasonable business hours all records, invoices, timecards, cost control sheets and other records maintained by Consultant in connection with this Agreement. City's rights under this Subsection 4.2 shall survive for three ( 3) years following the termination of this Agreement.
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5.0 Termination

5. 1. This Agreement may be terminated by City, without cause, or by Consultant based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination.

5. 2. This Agreement may be terminated by City upon 10 days' notice to Consultant if Consultant fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy.

6. 0 Party Representatives

6. 1. The Public Works Director is the City' s representative for purposes of this Agreement.

6. 2. Bill Van Wagoner is the Consultant' s primary representative for purposes of this Agreement. Leeroy Chastin shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services hereunder. Consultant may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld.

7. 0 Notices

7. 1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses:

To City: City of Seal Beach
211 -8th Street
Seal Beach, CA 90740
Attn: Public Works Director
To Consultant: Alexander' s Contract Services, Inc.
8655 Morro Road, Suite C
Atascadero, CA 93422
Attn: Bill Van Wagoner

7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

8.0 Permits and Licenses
Consultant and all of Consultant' s employees and other personnel shall obtain and maintain during the Agreement term all necessary licenses, permits and 4 of 19
certificates required by law for the provision of the Services under this Agreement, including a business license as required by the Seal Beach Municipal Code.

9.0 Independent Contractor

9. 1. Consultant is an independent contractor and not an employee of the City. All work or other Services provided pursuant to this Agreement shall be performed by Consultant or by Consultant's employees or other personnel under Consultant' s supervision. Consultant will determine the means, methods, and details by which Consultant and its personnel will perform the Services.

Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards.

9.2. All of Consultant' s employees and other personnel performing any of the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant' s exclusive direction and control. Consultant and Consultant' s personnel shall not supervise any of City' s employees; and City' s employees shall not supervise Consultant' s personnel. Consultant' s personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Consultant' s personnel shall not use any City e-mail address or City telephone number in the performance of any of the Services under this Agreement. Consultant shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Consultant' s personnel require to perform any of the Services required by this Agreement. Consultant shall perform all Services off of City premises at locations of Consultant' s choice, except as otherwise may from time to time be necessary in order for Consultant' s personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Consultant's performance of any Services under this Agreement, or as may be necessary to inspect or visit City locations and/ or private property to perform such Services. City may make a computer available to Consultant from time to time for Consultant' s personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement.

9. 3. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant' s personnel in connection with their performance of any Services under this Agreement and as required by law.

Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, State, or federal policy, rule, regulation, statute or ordinance to the contrary, Consultant and any of its officers, employees, agents, and subcontractors providing any of the Services under this Agreement shall not 5of19
become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System ( PERS") as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits.

9.4. Consultant shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or related to Consultant's personnel practices or to the extent arising from, caused by or related to the violation of any of the provisions of this Section 9. 0. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant' s failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Consultant' s duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Consultant' s covenants under this Section shall survive the termination and/ or expiration of this Agreement.

10. 0 PERS Compliance and Indemnification

10. 1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform any work or other Services under this Agreement, Consultant shall assure compliance with the Public Employees' Retirement Law, commencing at Government Code § 20000, the regulations of PERS, and the Public Employees' Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations.

10. 2. Indemnification. Consultant shall defend ( with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify and hold harmless City, and its City and its elected officials, officers, employees, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Consultant's violation of any provisions of this Section 10.0. This duty of indemnification is in addition to Consultant' s duty to defend, indemnify and 6of19
hold harmless as set forth in any other provision of this Agreement. Consultant' s covenants under this Section shall survive the termination and/ or expiration of this Agreement.

11. 0 Confidentiality

11. 1. Consultant covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, or other information ( collectively " Data & Documents") developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its directors, officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within City. Response to a subpoena or court order considered " voluntary," provided Consultant gives City notice of such court order or subpoena.

11. 2. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate -fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City' s right to review any such response does not imply or mean the right by City to control, direct or rewrite the response.

11. 3. Consultant' s covenants under this Section shall survive the termination and/ or expiration of this Agreement.

12. 0 Ownership of Documents and Work Product

12. 1. All Data & Documents shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City.

All Data & Documents shall be considered " works made for hire," and all Data & Documents and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City. Consultant shall not obtain or attempt to obtain copyright protection as to any Data & Documents. 7of19

12. 2. Consultant hereby assigns to City all ownership and any and all intellectual property rights to the Data & Documents that are not otherwise vested in City pursuant to the paragraph directly above this one.

12. 3. Consultant warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of all Written Products produced under this Agreement, and that City has full legal title to and the right to reproduce the Data & Documents. Consultant shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City' s use of any of the Data & Documents is violating federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/ or interests in products or inventions.

Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Services and Data & Documents produced under this Agreement. In the event the use of any of the Written Products or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Consultant, at its expense, shall: ( 1) secure for City the right to continue using the Data & Documents and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Data & Documents and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. These covenants shall survive the expiration and/or termination of this Agreement.

12.4. Upon expiration or termination of the Agreement, Consultant shall deliver to City all Data & Documents and other deliverables related to any Services performed pursuant to this Agreement without additional cost or expense to City. If Consultant prepares a document on a computer, Consultant shall provide City with said document both in a printed format and in an electronic format that is acceptable to City.

13.0 Subcontractors
No portion of this Agreement shall be subcontracted without the prior written approval of the City. Consultant is fully responsible to City for the performance of any and all subcontractors.

14.0 Prohibition Against Assignment or Delegation
Consultant shall not assign any of its rights or delegate any of its duties under this Agreement either in whole or in part, without City' s prior written consent. Any purported assignment or delegation in violation of this Agreement shall be void and without effect, and shall entitle City to terminate this Agreement in addition to all other remedies under law. As used in this Section, " assignment" and delegation" means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs.

15.0 Inspection and Audit of Records
Consultant shall maintain complete and accurate records with respect to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Consultant shall maintain adequate records on the Services provided in sufficient detail to permit an evaluation of all Services in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Consultant shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Consultant shall retain all financial and program service records and all other records related to the Services and performance of this Agreement for at least three ( 3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City' s rights under this Section 15. 0 shall survive for three ( 3) years after expiration, termination or final payment under this Agreement, whichever occurs later.

16. 0 Safety Requirements
All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA and other applicable local, state, and federal laws, industry safety orders and/or health orders. The City may issue restraint or cease and desist orders to Consultant when unsafe or harmful acts are observed or reported relative to the performance of the Services. Consultant shall maintain the work sites free of hazards to persons and property resulting from its operations. Consultant shall immediately report to the City any hazardous condition noted by Consultant.

17.0 Insurance

17. 1. General Requirements. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Consultant has secured all insurance required under this Section.

4. •

17. 2. Minimum Scope and Limits of Insurance. Consultant shall, at its sole cost and expense, procure, maintain and keep in full force and effect for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement, as follows:

17.2. 1. Commercial General Liability Insurance.

Consultant shall maintain limits no less than $ 2,000, 000 per occurrence for bodily injury, personal injury and property damage and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit.

Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage ( occurrence form CG 0001). If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, directors, officers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.

17.2. 2 Automobile Liability Insurance: Consultant shall maintain limits no less than $ 1, 000, 000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability:

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 ( any auto);

17.2. 3. Workers' Compensation Insurance in the amount
required by law and Employer' s Liability: $ 1, 000, 000 per accident and in the aggregate for bodily injury or disease.

17.2.4. Professional Liability ( or Errors and Omissions Liability, as appropriate): Consultant shall maintain minimum limits of 1, 000, 000 per claimlaggregate, and if a " claims made" policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years.

17.3. Acceptability of Insurers. The Insurance policies required under this Section shall be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

17. 4. Additional Insured.

17. 4. 1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations 10 of 19
performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work.

17.4.2. For automobile liability, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible.

17. 4. 3. These additional insured provisions shall also apply to any excess/ umbrella liability policies.

17. 5. Cancellations or Modifications to Coverage. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to state: ( 1) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to the City; ( 2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its elected and appointed officials, officers, employees, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials.

17. 6. Primary and Non -Contributing. Coverage shall be primary insurance as respects the City, its elected and appointed officials, officers, employees, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant' s scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its elected and appointed officials, officers, employees, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials.

17.7. Separation of Insureds. All insurance required by this Section shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to the City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials.

17.8. Deductibles and Self -Insured Retentions. Any deductibles or selfinsured retentions shall be declared to and approved by the City. Consultant guarantees that, at the option of the City, either: ( 1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its elected and appointed officials, officers, employees, agents, designated volunteers, and those City agents serving as independent contractors in the role 11 of 19
of City officials; or ( 2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses.

17. 9. Waiver of Subrogation. Each insurance policy required by this Agreement shall expressly waive the insurer's right of subrogation against City and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Consultant hereby waives all rights of subrogation against City.

17. 10. City Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section in full force and effect during the term of this Agreement, or in the event any of Consultant' s policies do not comply with the requirements under this Section, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant' s expense, the premium thereon. Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant.

17. 11. Evidence of Insurance. Prior to the performance of Services under this Agreement, Consultant shall furnish City with original certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with City' s Risk Manager. All certificates and endorsements shall be received and approved by the City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Consultant shall also provide proof to City that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two weeks prior to the expiration of the coverages.
12 of 19

17. 12. Indemnity Requirements Not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant' s liability or as full performance of Consultant' s duty to indemnify City under Section 18. 0.

17. 13. Broader Coverage/ Higher Limits. If Consultant maintains broader coverage and/ or higher limits than the minimums required above, City requires and shall be entitled to the broader coverage and/ or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

17. 14. Subcontractor . Insurance Requirements. Consultant shall require each of its subcontractors that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section.

18.0 Indemnification, Hold Harmless, and Duty to Defend

18. 1. Consultant' s Duty.

18. 1. 1. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify City and its elected and appointed officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials ( collectively Indemnitees" in this Section 18. 0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses or injury of any nature whatsoever, to persons or property, including bodily injury, death, personal injury, property damage, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages ( collectively Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to any breach of this Agreement and/ or the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees ( or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith.

18. 1. 2. Consultant shall indemnify and hold harmless City in accordance with Sections 9. 0 and 10. 0.
13 of 19

18. 2. Subcontractor Indemnification. Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section 18. 0 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnities, Consultant shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant's subcontractor, its directors, officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees ( or any entity or individual that Consultant' s subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties.

18. 3. Workers' Compensation Acts Not Limiting. Consultant' s indemnification obligations under this Section or any other provision of this Agreement shall not be limited by the provisions of any workers' compensation act or similar act. Consultant expressly waives any statutory immunity under such statutes or laws as to City, its elected and appointed officers, officials, agents, employees, designated volunteers and those City agents serving as independent contractors in the role of City officials.

18.4. Insurance Requirements Not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities and obligations in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities asserted against City or any of the other Indemnitees.

18. 5. Survival of Terms. Consultant' s covenants under this Section 18. 0 shall survive the expiration or termination of this Agreement.

19.0 Non -Discrimination and Equal Opportunity
Consultant affirmatively represents that it is an equal opportunity employer.

Consultant shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, gender, sexual orientation, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, or any other basis prohibited by law. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated 14 of 19
during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law.

20.0 Labor Certification
By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

21. 0 Entire Agreement
This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both Parties.

22. 0 Severability
The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement.

23. 0 Governing Law and Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement, including but not limited to any action brought to enforce or interpret this Agreement, ( whether contract, tort or both) shall be brought in a state or federal court situated in the County of Orange, State of California.

24.0 No Third Party Beneficiaries
This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity shall be deemed to have any rights hereunder against either party as a result of this Agreement.

25. 0 Waiver
No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it 15 of 19
be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be ( 1) effective unless it is in writing and signed by the Party making the waiver, ( 2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or ( 3) deemed to constitute a continuing waiver unless the writing expressly so states.

26. 0 Prohibited Interests; Conflict of Interest

26. 1. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services.

Consultant further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Consultant shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Consultant shall not accept any employment or representation during the term of this Agreement which is or may likely make Consultant " financially interested" ( as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Consultant has been retained.

26. 2. Consultant further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicit or obtain this Agreement. Nor has Consultant paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Consultant, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Consultant hereunder the full amount or value of any such fee, commission, percentage or gift.

26. 3. Consultant warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non - contractual, financial, proprietary, or otherwise, in this transaction or in the business of Consultant, and that if any such interest comes to the knowledge of Consultant at any time during the term of this Agreement, Consultant shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited " conflict of interest' under applicable laws as described in this subsection.

27.0 Final Payment Acceptance Constitutes Release
The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant' s work or services. Acceptance of payment shall be any negotiation of 16 of 19
City' s check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors and agents for the accuracy and competency of the information provided and/ or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors and/ or agents.

28. 0 Corrections
In addition to the indemnification obligations set forth above, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City' s review of Consultant's report or plans. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction.

29.0 Non -Appropriation of Funds
Payments to be made to Consultant by City for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Consultant' s Services beyond the current fiscal year, this Agreement shall cover payment for Consultant' s Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year.

30. 0 Mutual Cooperation

30. 1. City' s Cooperation. City shall provide Consultant with all pertinent Data, documents and other requested information as is reasonably available for Consultant' s proper performance of the Services required under this Agreement.

30. 2. Consultant' s Cooperation. In the event any claim or action is brought against City relating to Consultant's performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires.

31. 0 Time of the Essence
Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be 17 of 19
construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement.

32. 0 Attorneys' Fees
If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party all of its attorneys' fees and other costs incurred in connection therewith.

33.0 Exhibits
All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control.

34.0 Corporate Authority
The person executing this Agreement on behalf of Consultant warrants that he or she is duly authorized to execute this Agreement on behalf of said party and that by his or her execution, the Consultant is formally bound to the provisions of this Agreement.
18 of 19
IN WlTNESS WHEREOF, the Parties hereto, through their respective authorized represertaffives have executed this Agreement as cf the date and year first above written.

CITY OF SEAL BEACH CCNSULTA
a Alexander' s Conte
Services, mia corporation
By: (
Al V.Ingrarn, City Manager Vie: 1
Its: e? - A 46wl
Attest: Ely./ f
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19 of 19

EXHIBIT A
Consultant' s Proposal
6 Alexande-r 5
Contract Services, Inc. <: t- _-
To: Thom Coughran — City of Seal Beach
From: Bill Van Wagoner— Alexander' s Contract Services, Inc.

Re: Pilot Water Meter Reading Services
Date: March 17, 2022
Thank you for the opportunity of allowingAlexanders Contract Services to provide a quote for your pilot meter reading requirements. ACS understands that the pilot could run for a period of 12 months, but may be extended to a formal contract following the pilot evaluation. For well over 50 years, ACS has provided the highest level of professional meter reading services and products for water utilities. Below is a breakdown of the costs and responsibilities associated with reading the 5,382 meters (bl-monthly) at the City of Seal Beach.

Manual Monthly Meter Reading Pricing:

Odd Months = 2,691 Meters X $1.20 + $339.00 Base" = $ 3, 568.20 Per Monthly Read Cycle Even Months = 2,691 Meters x $ 1.20 + $339. 0D Base' = $ 3, 568.20 Per Monthly Read Cycle Annual Expense to the CiW of Seal Beach = $ 42, 818.40
Re-Reads/Abnormals would be $7.79 per occurrence and those would be performed ONLY one day per month.

Monthly Base Fee — The monthly base fee involves additional travel of crews and miscellaneous monthly expenses related to actual per meter read of the City of Seal Beach meters.

Alexander' s Contract Services Provides:

NoSet-set- up, upfilecharges interface, willtraining, be assessed) ongoing support and access to Cloud RouteManager 4.0 meter reading system Meter Readers from ACS local crews to read all meters
Reading of all water meters using ACS equipment and software on a bl-monthly basis ACS provides own transportation, insurance, uniforms, tools and equipment necessary to read meters Approximate read schedule to be each week ofeach manth.

ACS provides the client secure access to Cloud RouteManager 4.0 Web -Server Reports, Photos and Features Provide client with accurate reads, notes, photos ( Negative, Maintenance, Unread with Notes and Double Highs) Provide consistent and timely reads to allow client' s management to create compatible Billing File each month Import of file to the billing system will be immediately available upon completion of reading file.

Client Provides:

Billing and Read File definition of accounts (to be read) and weekly creation for use by ACS meter readers Weekly Upload of read file 1-2 days prior to scheduled reading of meters Download/ lenport of completed readings file to billing system Regular contact to ACS Supervisor regarding processes, operations and issues.

Approvals:

Far " Client' , City of Seal Beach
Date
Authorized Signature
Name (Please Print)
Title
gulLtharized
e' s Contract services Inc.

Date
Signature
Name ( Please Print)
Tette
Alexander' s Contract Services 0 8655 Morro Road, Suite C, Atascadero, CA 93422 a 805-461-3458

EXHIBIT B

TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS

1. This Agreement calls for services that, in whole or in part, constitute " public works" as defined in Division 2, Part 7, Chapter 1 ( commencing with Section 1720) of the California Labor Code ( Chapter 1"). Further, Consultant acknowledges that this Agreement is subject to ( a) Chapter 1 and ( b) the rules and regulations established by the Department of Industrial Relations (" DIR") implementing such statutes. Therefore, as to those Services that are " public works", Consultant shall comply with and be bound by all the terms, rules and regulations described in 1( a) and 1( b) as though set forth in full herein.

2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above.

3. Consultant shall be registered with the Department of industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Consultant shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725. 5. Consultant and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Consultant or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Consultant shall immediately notify City.

4. Pursuant to Labor Code Section 1771. 4, Consultant' s Services are subject to compliance monitoring and enforcement by DIR. Consultant shall post job site notices, as prescribed by DIR regulations.

5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request.

Consultant acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Consultant shall post such rates at each job site covered by this Agreement.

6. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Consultant shall, as a penalty to City, forfeit 200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor.

7. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records.

8. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777. 5, 1777. 6 and 1777. 7 and California Code of Regulations, Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Consultant and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement.

9. Consultant shall not perform work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777. 1 or any other federal or state law providing for the debarment of contractors from public works. Consultant and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777. 1 or any other federal or state law providing for the debarment of contractors from public works. If Consultant or any subcontractor becomes debarred or suspended during the duration of the project, Consultant shall immediately notify City.

10. Consultant acknowledges that eight hours labor constitutes a legal day' s work.

Consultant shall comply with and be bound by Labor Code Section 1810. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Consultant shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Consultant in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one- half times the basic rate of pay.

11.. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Consultant hereby certifies as follows:

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract."

12. For every subcontractor who will perform work on the project, Consultant shall be responsible for such subcontractor' s compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Consultant shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor' s compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages.

Consultant shall diligently take corrective action to halt or rectify any failure.

13. To the maximum extent permitted by law, Consultant shall indemnify, hold harmless and defend ( at Consultant' s expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity ( including Consultant, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Consultant under this Section shall survive the termination of the Agreement.

A oCERTIFICATE OF LIABILITY INSURANCE

DATE( MMIDDIYYYY)
4/ 5/ 2022
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 be endorsed. If SUBROGATION IS WAIVED, subject to the terns 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 CONTANAME: C Carmen Trejo
Leavitt Coastal Valley Insurance Services, Inc pA1CNN Ext: ( 805) 925- 860777777) aC, NO; ( 805) 928- 7210

E- MAIL
carmen- trejo@leavitt. com ADDRESS: License # 0598871
204 E. Enos Dr Suite B INSURERS AFFORDING COVERAGE NAIC # Santa Maria CA 93454 INSURERA: Depositors Insurance Company 42587 INSURED INSURER B: Federal Insurance Company 20281
Alexander' s Contract Services, Inc. INSURERC: State Compensation Insurance Fund 35076 Alexander' s Meter Reading Solutions INSURER D: Lloyd' s of London 85202 8655 Morro Rd. Ste. C INSURER E:

Atascadero CA INSURER F: 93422
COVERAGES CERTIFICATE NUMBER: 22/ 23 CA REVISION NUMBER:

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

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

INSR LTR TYPE OF INSURANCE

ADDL SUBR

POLICYNUMBER

POLICY EFF

MMIDDIYYYY

POLICY EXP

MMIDD/ YYYY LIMITS

X COMMERCIAL GENERAL LIABILITY
Carmen Trejo/ CATREJ r
EACH OCCURRENCE $ 1, 000, 000
A CLAIMS -MADE OCCUR PREM SESOEa occuDence $ 100, 000
MED EXP ( Any one person) $. X ACP3029605060 1/ 17/ 2022 1/ 17/ 2023 5, 000

PERSONAL & ADV INJURY S
1, 000, 000
GEN' LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2, 000, 000

X POLICY/
PRO
JECT 7LOC PRODUCTS- S
2, 000, 000
OTHERI

AUTOMOBILE LIABILITY COMBEDSINGLE LIMIT
Ea acci$ 1, 000, 000
BODILY INJURY ( Per person) S

A X ANYAUTO ALL OWNEDSCHEDULED

AUTOS AUTOS X
ACP3029605060 1/ 17/ 2022 1/ 17/ 2023 BODILY INJURY ( Per accident) S

PROPERTY DAMAGE S
Per accident

NON -OWNED

HIRED AUTOS AUTOS
X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10, 000, 000
BEXCESS AGGREGATE $ 10, 000, 000 LIAB CLAIMS -MADE
DED I I RET 1 7818- 67- 80 1/ 17/ 2022 1/ 17/ 2023

WORKERS

AND EMPLOYERS'

COMPENSATIONX

LIABILITY Y / N
PER OTHSTATUTE ER
ANY PROPRIETORIPARTNER/EXECUTIVE1: 1NIAE. L. EACH ACCIDENT $ 1, 000, 000 C OFFICERIMEMBER Mandatory EXCLUDED? in NH) 9122761- 22 1/ 17/ 2022 1/ 17/ 2023 E. L. DISEASE - EA EMPLOYEE $ 1, 000, 000 If yes, describe under
DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT S 1, 000, 000 D CYBER TECH LIABILITY WGOOOOSB10AA 8/ 27/ 2021 8/ 27/ 2022 OMIT 2, 000, 000 D PROFESSIONAL LIABILITY W31FB8220101 4/ 7/ 2022 4/ 7/ 2023 LIMIT 2, 000, 000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) The City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with primary and non- contributory with respects to General and Auto Liability per attached form. All forms apply when required by written contract.

CERTIFICATE HOLDER CANCELLATION
ecamarena@sealbeachca. gov

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Seal Beach

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

Executive Assistant

AUTHORIZED REPRESENTATWE
211 Eighth Street
Seal Beach, CA 90740
Carmen Trejo/ CATREJ r
U 1958- 2014 AGURU GORRUROCNON. A11 rlgnis reserved.

ACORD 25 ( 2014/ 01) The ACORD name and logo are registered marks of ACORD INS025 ( 201401)
m

COMMERCIAL GENERAL LIABILITY
CG 20 01 04 13
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

PRIMARY AND NONCONTRIBUTORY -

OTHER INSURANCE CONDITION
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

PRODUCTS/ COMPLETED OPERATIONS LIABILITY COVERAGE PART
The following is added to the Other Insurance ( 2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution
Primary And Noncontributory Insurance from any other insurance available to the This insurance is primary to and will not seek
additional insured.
contribution from any other insurance available
to an additional insured under your policy
provided that:
1) The additional insured is a Named Insured
under such other insurance; and
All terms and conditions of this policy apply unless modified by this endorsement.

COMMERCIAL GENERAL LIABILITY
CG 72 12 12 16
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

COMMERCIAL GENERAL LIABILITY

COVERAGE ENHANCEMENT ENDORSEMENT

INCLUDING MEDICAL PAYMENTS
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
SECTION I — COVERAGES, COVERAGE A

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, 2. Exclusions is amended as follows:

1. Paragraph ( 2)( a) of Exclusion g. Aircraft, Auto
Or Watercraft is replaced with:
a) Less than 51 feet long; and

2. The following is added to Exclusion I. Damage
To Property:
a) Paragraphs ( 3) and ( 4) does not apply to
property damage" to borrowed equipment
while not in use, while at the insured' s
premises or a job site; or
b) Paragraph ( 4) does not apply " property
damage" to customers goods while on the
insured' s premises for the purpose of being
worked on or used in a manufacturing
process.

Limit of Insurance - The most we will pay for
damages for " property damage" coverage
provided by this coverage in any one
occurrence" is $ 10, 000.

Deductible - Our obligation to pay for a covered
loss applies only to the amount of loss in excess
of $ 500. We will pay the deductible amount to
effect settlement of any claim or " suit" and, upon
notification of this action having been taken, you
shall promptly reimburse us for the deductible as
has been paid by us. This insurance is excess
over any other valid and collectible insurance.

3. The last paragraph of 2. Exclusions is replaced
with:

If Damage To Premises Rented To You is not
otherwise excluded, exclusions c. through n. do
not apply to damage by fire, lightning, explosion,
smoke or sprinkler leakage to premises while
rented to you or temporarily occupied by you
rented to you or temporarily occupied by you
with permission of the owner. A separate limit of
insurance applies to this coverage as described
in Section 111- Limits of Insurance.

SECTION 1 — COVERAGES, SUPPLEMENTARY
PAYMENTS — COVERAGES A AND B is amended
as follows:

1. Paragraph 1. b. is replaced with:
b. Up to $ 2,500 for cost of bail bonds required
because of accidents or traffic law violations
arising out of the use of any vehicle to which
the Bodily Injury Liability Coverage applies.

We do not have to furnish these bonds.

2. Paragraph 1. d. is replaced with:
d. All reasonable expenses incurred by the
insured at our request to assist us in the
investigation or defense of the claim or
suit', including actual loss of earnings up to
500 a day because of time off from work.

SECTION II — WHO IS AN INSURED is amended as
follows:

1. Paragraph 3. a. is replaced with:
a. Coverage under this provision is afforded
only until the 180th day after you acquire or
form the organization or the end of the policy
period, whichever is earlier;

2. The following is added:

4. Additional Insured — Automatic Status
When Required In An Agreement With
You
Who Is An Insured includes person( s) or
organization( s) described in Paragraphs a. —
i. below with whom you have agreed in
writing in a contract or agreement that such
person or organization be added as an
additional insured on your policy.
a. Co -Owners Of Insured Premises —
with respect to their liability as co- owner
of the premises.

CG 7212 1216 Includes copyrighted material of ISO Properties, Inc., with its Page 1 of 5 permission.

CG 72 12 12 16
However, their status as additional
insured under this policy ends when you
cease to co- own such premises with
that person or organization.
b. Controlling Interest — with respect to
their liability arising out of their financial
control of you; or premises they own,
maintain, or control while you lease or
occupy these premises.

This insurance does not apply to
structural alterations, new construction
and demolition operations performed by
or for that person or organization.

However, their status as additional
insured under this policy ends when
they cease to have such controlling
interest.
c. Grantor of Franchise or License —
with respect to their liability as grantor of
a franchise or license to you.

However, their status as additional
insured under this policy ends:
1) when their contract or agreement
with you granting the franchise or
license ends or expires; or
2) when your license is terminated or
revoked prior to expiration of the
license as stipulated by the contract
or agreement.

M
e.

Lessors of Leased Equipment — with
respect to their liability for "bodily injury",
property damage" or " personal and
advertising injury" caused in whole or in
part by your maintenance, operation or
use of equipment leased to you by such
person( s) or organization (s). This
insurance does not apply to any
occurrence" which takes place after the
equipment lease expires.

However, their status as additional
insured under this policy ends when
their lease, contract, or agreement with
you for such leased equipment ends.

Managers, or Lessors of Premises —
with respect to liability arising out of the
ownership, maintenance, or use of that
part of the premises leased to you.

This insurance does not apply to:
1) Any " occurrence" which takes place
after you cease to be a tenant in
that premises.

Structural alterations, new construction,
or demolition operations performed by
or on behalf of the person or
organization.

However, their status as additional
insured under this policy ends when you
cease to be a tenant of such premises.
f. Mortgagee, Assignee, or Receiver —
with respect to their liability as
mortgagee, assignee, or receiver and
arising out of the ownership,
maintenance, or use of the premises by
you.

This insurance does not apply to
structural alterations, new constructions,
and demolition operations performed by
or for that person or organization.

However, their status as additional
insured under this policy ends when
their status as mortgagee, assignee, or
receiver ends.
g. Owners or Other Interest from Whom
Land has been Leased — with respect
to their liability arising out of the
ownership, maintenance, or use of that
part of the land leased to you.

This insurance does not apply to:
1) Any " occurrence" which takes place
after you cease to lease the land; or
2) Structural alterations, new
construction, or demolition
operations performed by or on
behalf of the person or organization.

However, their status as additional
insured under this policy ends when you
cease to lease that land.
h. State or Political Subdivisions —
Permits Relating to Premises — with
respect to the following hazards for
which the state or governmental agency
or subdivision ` or political subdivision
has issued a permit or authorization in
connection with premises you own, rent,
or control and to which this insurance
applies:
1) The existence, maintenance, repair,
construction, erection, or removal of
advertising signs, awnings,
canopies, cellar entrances, coal

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Seal Beach City CouncilDecember 11, 2023

Seal Beach City Council
December 11, 2023