Vernon City Council
March 7, 2023

SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND FLEMING ENVIRONMENTAL, INC. FOR UNDERGROUND STORAGE TANK REMOVALS

COVER PAGE
Contractor: Fleming Environmental, Inc.

Responsible Principal of Contractor: Terry Fleming, President Notice Information - Contractor: Fleming Environmental, Inc. 1372 E. Valencia Drive
Fullerton, CA 92831
Attention: Terry Fleming, President
Telephone: (714) 871-2800
Notice Information - City: City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Daniel S. Wall, P.E.,
Director of Public Works
Telephone: (323) 583-8811 ext. 305
Commencement Date: Upon Notice to Proceed
Termination Date: Forty- Five (45)calendar days
Consideration: Total not to exceed $135,600 (includes all applicable sales tax); and more particularly
described in Exhibit A
Records Retention Period Three (3) years, pursuant to Section 11.20

SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND FLEMING ENVIRONMENTAL, INC. FOR UNDERGROUND STORAGE TANK REMOVALS This Agreement is made between the City of Vernon, a California charter City and California municipal corporation (“City”), and Fleming Environmental, Inc., a California corporation (“Contractor”).

The City and Contractor agree as follows:

1.0 EMPLOYMENT OF CONTRACTOR. City agrees to engage Contractor to perform the services as hereinafter set forth as authorized by the City Council on March 7, 2023.

2.0 SCOPE OF SERVICES.

2.1 Contractor shall perform all work necessary to complete the services set forth in the City’s Request for Proposals issued on or about January 31, 2023 , and titled Underground Storage Tank Removals , and Contractor’s proposal to the City (“Proposal”) dated February 14, 2023 , Exhibit “A”, a copy which is attached to and incorporated into this Agreement by reference.

2.2 All services shall be performed to the satisfaction of City.

2.3 All services shall be performed in a competent, professional, and satisfactory manner in accordance with the prevailing industry standards for such services.

3.0 PERSONNEL.

3.1 Contractor represents that it employs, or will employ, at its own expense, all personnel required to perform the services under this Agreement.

3.2 Contractor shall not subcontract any services to be performed by it under this Agreement without prior written approval of City.

3.3 All of the services required hereunder will be performed by Contractor or by City approved subcontractors. Contractor, and all personnel engaged in the work, shall be fully qualified and authorized or permitted under State and local law to perform such services and shall be subject to approval by the City.

4.0 TERM. The Contractor shall commence the delivery of services on receipt of a written notice to proceed and shall complete the services on the schedule set forth in Exhibit “A”.

5.0 COMPENSATION AND FEES.

5.1 Contractor has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. For satisfactory and timely performance of

the services, the City will pay Contractor in accordance with the payment schedule set forth in Exhibit “A” attached hereto and incorporated herein by reference.

5.2 Contractor's grand total compensation for the entire term of this Agreement, shall not exceed $135,600.00 without the prior authorization of the City, as appropriate, and written amendment of this Agreement.

5.3 Contractor shall, at its sole cost and expense, furnish all necessary and incidental labor, material, supplies, facilities, equipment, and transportation which may be required for furnishing services pursuant to this Agreement. Materials shall be of the highest quality. The above Agreement fee shall include all staff time and all clerical, administrative, overhead, insurance, reproduction, telephone, air travel, auto rental, subsistence, and all related costs and expenses.

5.4 City shall reimburse Contractor only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City.

Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Contractor:

5.4.1 The actual costs of subcontractors for performance of any of the services that Contractor agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement.

5.4.2 Approved reproduction charges.

5.4.3 Actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Contractor in the performance of this Agreement.

5.5 Contractor shall not receive any compensation for extra work performed without the prior written authorization of City. As used herein, “extra work” means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the time of execution of this Agreement. Compensation for any authorized extra work shall be paid in accordance with the payment schedule as set forth in Exhibit “A,” if the extra work has been approved by the City.

5.6 Licenses, Permits, Fees, and Assessments. Contractor shall obtain, at Contractor’s sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and

interest, which may be imposed by law and which arise from or are necessary for the performance of the Services by this Agreement.

6.0 PAYMENT.

6.1 As scheduled services are completed, Contractor shall submit to the City an invoice for the services completed, authorized expenses, and authorized extra work actually performed or incurred according to said schedule.

6.2 Each such invoice shall state the basis for the amount invoiced, including a detailed description of the services completed, the number of hours spent, reimbursable expenses incurred and any extra work performed.

6.3 Contractor shall also submit a progress report with each invoice that describes in reasonable detail the services and the extra work, if any, performed in the immediately preceding calendar month.

6.4 Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned and not processed for payment.

6.5 City will pay Contractor the amount invoiced within thirty (30) days after the City approves the invoice.

6.6 Payment of such invoices shall be payment in full for all services, authorized costs, and authorized extra work covered by that invoice.

7.0 CITY'S RESPONSIBILITY. City shall cooperate with Contractor as may be reasonably necessary for Contractor to perform its services; and will give any required decisions as promptly as practicable so as to avoid unreasonable delay in the progress of Contractor's services.

8.0 COORDINATION OF SERVICES. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants, and other staff at all reasonable times.

9.0 INDEMNITY. Contractor agrees to indemnify City, its officers, elected officials, employees and agents against, and will hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein “claims or liabilities”), including but not limited to professional negligence, that may be asserted or claimed by any person, firm or entity arising out of or in connection with the work, operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the acts or omissions of Contractor hereunder, or arising from Contractor’s performance of or failure to perform any term, provision, covenant or condition of this Agreement, except to the extent such

claims or liabilities arise from the gross negligence or willful misconduct of City, its officers, elected officials, agents or employees.

10.0 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Agreement, including any extensions thereto. The policies shall state that they afford primary coverage.
i. Automobile Liability with minimum limits of at least $1,000,000 combined single limit, including owned, hired, and non-owned liability coverage. ii. Contractor agrees to subrogate automobile liability resulting from performance under this Agreement by agreeing to defend, indemnify and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorney’s fees (“Claims”), which are attributable to any act or omission by the City under the performance of the services. The city of Vernon, its directors, commissioners, officers, employees, agents, and volunteers must be endorsed on the policy as additional insureds and under the Contractors’ policy shall be primary and non-contributory and will not seek contribution from the City’s insurance or self-insurance.
iii. General Liability with minimum limits of at least $2,000,000 per occurrence and $4,000,000 aggregate written on an Insurance Services Office (ISO) Comprehensive General Liability "occurrence" form or its equivalent for coverage on an occurrence basis.

Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents, and volunteers must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Agreement. The additional insured coverage under the Contractor’s policy shall be primary and non-contributory and will not seek contribution from the City’s insurance or self-insurance. (1) If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein.
(2) Contractor agrees to subrogate General Liability resulting from performance under this agreement by agreeing to defend, indemnify and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages,

injuries and expenses, including all costs and reasonable attorney’s fees (“Claims”), which are attributable to any act or omission by the City under the performance of the services.
iv. Professional Errors and Omissions coverage in a sum of at least $1,000,000, where such risk is applicable. Applicable aggregates must be identified and claims history provided to determine amounts remaining under the aggregate. Contractor shall maintain such coverage for at least one (1) year after the termination of this Agreement. v. Contractors Pollution Liability (CPL) policy limit shall provide coverage of no less than $1,000,000 per claim and in the aggregate. Coverage shall apply to bodily injury; property damage, including loss of use of damaged property or of property that has not been physically inured; cleanup costs; and costs of defense, including costs and expenses incurred in the investigation, defense, or settlement of claims.
(1) Contractor shall obtain, pay for, and maintain for the duration of the Agreement CPL insurance that provides coverage for liability caused by pollution conditions arising out of the operations of the Contractor.

Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using Subcontractors, the policy must include work performed “by or on behalf” of the insured.
(2) All activities contemplated in the Agreement shall be specifically scheduled on the CPL policy as “covered operation.” In addition, the policy shall provide coverage for the hauling of waste from the Project site to the final disposal location, including non-owned disposal sites. (3) The policy shall specifically provide for a duty to defend on the part of the insurer. The City of Vernon, its officers, employees and agents shall be added to the policy as additional insureds by endorsement. vi. Excess Coverage – Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to project it as a named insured. Any umbrella liability policy or excess liability policy will in “following form” and will contain a provision to the effect that, if the underlying aggregate is exhausted, the excess coverage will drop down as primary insurance. vii. Contractor shall comply with the applicable sections of the California Labor Code

concerning workers' compensation for injuries on the job. In addition, Contractor shall require each subcontractor to similarly maintain workers’ compensation insurance in accordance with the laws for California for all of the subcontractor’s employees. Compliance is accomplished in one of the following manners:
(1) Provide copy of permissive self-insurance certificate approved by the State of California; or
(2) Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of $1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Agreement; or
(3) Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Agreement.
viii. Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. ix. Insurance shall be placed with insurers with a Best's rating of no less than A-VIII. x. Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. xi. Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Agreement until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due to Contractor, at City's option; (b) immediately terminate this Agreement and seek damages from the Contract resulting from said breach; or (c) self-insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due to Contractor.

11.0 GENERAL TERMS AND CONDITIONS.

11.1 INDEPENDENT CONTRACTOR.

11.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent, officer or employee of City and shall furnish such services in its own manner and method except as required by this Agreement, or any applicable statute, rule, or regulation. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. City assumes no liability for Contractor’s actions and performance, nor assumes responsibility for taxes, bonds, payments, or other commitments, implied or explicit, by or for Contractor. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, subcontractors and independent contractors, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever.

11.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits.

11.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise.

11.3 OWNERSHIP OF WORK. All documents and materials furnished by the City to Contractor shall remain the property of the City and shall be returned to the City upon termination of this Agreement. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets, and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested at no additional cost to the City. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Agreement. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City.

11.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor

shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy, or incompleteness.

11.5 RESPONSIBILITY FOR ERRORS. Contractor shall be responsible for its work and results under this Agreement. Contractor, when requested, shall furnish clarification and/or explanation as may be required by the City, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Contractor occurs, then Contractor shall, at no cost to City, provide all necessary design drawings, estimates and other Contractor professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.

11.6 WAIVER. The City's waiver of any term, condition, breach, or default of this Agreement shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance.

No waiver of any provision of this Agreement shall be effective unless in writing and executed by a duly authorized representative of the party against whom enforcement of a waiver is sought.

11.7 SUCCESSORS. This Agreement shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors, and/or assigns.

11.8 NO ASSIGNMENT. Contractor shall not assign or transfer this Agreement or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Agreement. No assignment shall release the original parties from their obligations or otherwise constitute a novation.

11.9 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof. Violation of any law material to performance of this Agreement shall entitle the City to terminate the Agreement and otherwise pursue its remedies. Further, if the Contractor performs any work knowing it to be contrary to such laws, rules, and regulations Contractor shall be solely responsible for all costs arising therefrom.

11.10 ATTORNEY'S FEES. If any action at law or in equity is brought to

enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs, and necessary disbursements in addition to any other relief to which such party may be entitled.

11.11 INTERPRETATION.

11.11.1 Applicable Law. This Agreement shall be deemed an agreement and shall be governed by and construed in accordance with the laws of the State of California. Contractor agrees that the State and Federal courts which sit in the State of California shall have exclusive jurisdiction over all controversies and disputes arising hereunder, and submits to the jurisdiction thereof.

11.11.2 Entire Agreement. This Agreement, including any exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation, and agreements (written or oral).

11.11.3 Written Amendment. This Agreement may only be changed by written amendment executed by Contractor and the City Administrator or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Agreement shall be of no force or effect.

11.11.4 Severability. If any provision in this Agreement is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Agreement, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Agreement.

11.11.5 Order of Precedence. In case of conflict between the terms of this Agreement and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Agreement shall strictly prevail. The terms of the City’s Request for Proposals shall control over the Contractor’s Proposal.

11.11.6 Construction. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

11.12 TIME OF ESSENCE. Time is strictly of the essence of this agreement and each and every covenant, term, and provision hereof.

11.13 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity, and authority to enter into and perform its obligations under this Agreement, and its execution of this Agreement has been duly authorized.

11.14 ARBITRATION OF DISPUTES. Any dispute for under $25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach, or any other aspect of this Agreement, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery.

11.15 NOTICES. Any notice or demand to be given by one party to the other must be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice.

If to the City:

City of Vernon
Attention: Daniel S. Wall, P.E., Director of Public Works 4305 Santa Fe Avenue
Vernon, CA 90058
If to the Contractor:

Fleming Environmental, Inc.

Attention: Terry Fleming, President
1372 E. Valencia Drive
Fullerton, CA 92831
Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt, or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party.

11.16 NO THIRD PARTY RIGHTS. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right or remedy in, under, or to this Agreement.

11.17 TERMINATION FOR CONVENIENCE (Without Cause). City may

terminate this Agreement in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Agreement is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause.

11.18 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Agreement by written notice to the defaulting party. The notice shall specify the basis for the default. The Agreement shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. In case of default by Contractor, the City reserves the right to procure the goods or services from other sources and to hold the Contractor responsible for any excess costs occasioned to the City thereby. Contractor shall not be held accountable for additional costs incurred due to delay or default as a result of Force Majeure. Contractor must notify the City immediately upon knowing that non-performance or delay will apply to this Agreement as a result of Force Majeure. At that time Contractor is to submit in writing a Recovery Plan for this Agreement. If the Recovery Plan is not acceptable to the City or not received within 10 days of the necessary notification of Force Majeure default, then the City may cancel this order in its entirety at no cost to the City, owing only for goods and services completed to that point.

11.19 TERMINATION FOR CAUSE. Termination for cause shall relieve the terminating party of further liability or responsibility under this Agreement, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of (1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. If this Agreement is terminated as provided herein, City may require, at no additional cost to City, that Contractor provide all finished or unfinished documents, data, and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.

11.19.1 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

11.20 MAINTENANCE AND INSPECTION OF RECORDS.

The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Agreement and/or is paying only the amounts to which Contractor is properly entitled under the Agreement or for other purposes relating to the Agreement.

The Contractor shall maintain and preserve all such records for a period of at least three (3) years after termination of the Agreement.

The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals, and overhead.

11.21 CONFLICT. Contractor hereby represents, warrants, and certifies that no member, officer, or employee of the Contractor is a director, officer, or employee of the City of Vernon, or a member of any of its boards, commissions, or committees, except to the extent permitted by law.

11.22 HEADINGS. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

11.23 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the 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 Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1½ times the basic rate of pay.

11.24 PREVAILING WAGES. The provisions of California Labor Code 1770, et seq., regarding the payment of prevailing wages on public works, and related regulations, apply to all City agreements. In addition, the selected consultant and/or any subcontractor must be

currently registered and qualified (including payment of any required fee) with the State Department of Industrial Relations pursuant to Labor Code section 1725.5. This project is subject to compliance monitoring and enforcement by the State Department of Industrial Relations.

11.25 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this Agreement, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit “C”. [Signatures Begin on Next Page].

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Commencement Date stated on the cover page.

City of Vernon, a California charter City
and California municipal corporation
By: ____________________________
Carlos Fandino, City Administrator

Fleming Environmental, Inc., a California
corporation
By:

Name:

Title:

ATTEST:
_______________________________
Lisa Pope, City Clerk
By:

Name:

Title:

APPROVED AS TO FORM:
_______________________________
Zaynah N. Moussa,
City Attorney

EXHIBIT A

CONTRACTOR'S PROPOSAL
1 INVITATION TO BID RESPONSE

CITY OF VERNON

UNDERGROUND STORAGE TANK REMOVAL
FIRE STATION 3 & 4
****
By Fleming Environmental, Inc.
--Environmental Compliance Division--
Terry L. Fleming, Company President and CEO
1372 E. Valencia Drive
Fullerton, CA 92831
Phone: (714) 871-2800
Date of Submittal: February 14, 2023 @ 2:00 PM
2 Proposal:

General Scope of Work:
• Prepare plans, engineering, permits and inspections for UST removal and complete site closure. (No fee city permits as necessary) • Mobilize onsite Install security fencing around area of the project mo traffic control required in public right of way.
• Dig Alert & Pothole to verify existing utilities.
• Valid DOSH permit as necessary.
• Provide soil monitoring per AQMD rule 1166.
• Provide soil sampling plan as directed by Vernon Health Department with 24 hr turn around analysis.
• Clean and remove each (two total) 1000 gallon double wall steel diesel tanks, vent, product piping and diesel dispenser, UDC. Tanks will be empty to 100 gallons or less. Decontaminate the tanks and rinse, transport and dispose of rinse liquid with provided proper documentation (Hazardous waste manifest).

Tank Removal Fire Station 3 – 2800 S Soto Street:
• Saw cut & demo area approx 20.5’x11’ over underground storage tank and fuel piping.
• Saw cut & Demolition of approximately 3’x80’ trench for dispenser and associated fuel piping.
• Remove dispenser and equipment and haul off site.
• Excavate tank and associated piping. Stockpile material to be reused with backfill.
• Cap off and remove electrical conduits up to building and monitoring equipment at building aboveground will be removed by city. • Backfill with cement slurry crushed rock or class ll CMB (crushed miscellaneous base) and compacted to achieve approximately 90% maximum dry density – test to be provided by the contractor’s soil/geotechnical engineer.
• Resurface area with concrete, install Vernon standard class 520-C-2500 cement concrete 6” thick with #4 rebar – 12” on center above 6” CMB. • Clean up your work area from debris and equipment required.

Tank Removal Fire Station 4 - 4530 Bandini Blvd:
• Saw cut & demo area approx 20’x12’ over underground storage tank and fuel piping.
• Saw cut & Demolition of approximately 3’x40’ trench for dispenser and associated fuel piping.
• Remove dispenser and equipment and haul off site.
• Excavate tank and associated piping. Stockpile material to be reused with backfill.
3 • Cap off and remove electrical conduits up to building and monitoring equipment at building aboveground will be removed by city. • Backfill with cement slurry crushed rock or class ll CMB (crushed miscellaneous base) and compacted to achieve approximately 90% maximum dry density – test to be provided by the contractor’s soil/geotechnical engineer.
• Resurface area with temporary cold patch (final construction to be performed by the city in the future).
• Clean up your work area from debris and equipment required.

Closure Report:
• Formal closure application and letter for each underground tank and associated appurtenances removal to be submitted to Vernon Health Department.

Fire Station #3: $ 70,700.00
Fire Station #4: $ 64.900.00
Total Bid : $ 135,600.00
4 February 14, 2023
City of Vernon
Attn: Andrew Eguia
4305 Santa Fe Ave
Vernon, CA 90058
Re: Underground Storage Tank Removal Project
Fleming Environmental, Inc. is a Small Business Certified company that has been servicing the Southern California region since 1998. We specialize in servicing the many needs of companies throughout our service area. We are broken down into two (2) divisions consisting of the following:

Maintenance: Vapor Recovery Testing, SB989 Testing, Monitor System Certifications, Tank and Line Integrity Testing, Monthly UST Designated Operator Site Inspections, Compliance Related Repairs and Upgrades, Emergency Call Outs, CERS compliance, fuel polishing Etc.

Construction: Removal and Remediation of any Contamination or Hazardous Materials, Waste, Fuel, Gas, Etc. Mass Excavation of Earth and Decontamination by Bio-remediation and/or Offsite Disposal, Installation, Removal and Upgrade of Storage Tanks and Their Associated Fueling Systems, Structural Concrete, Grading, Demolition, Backfill and Compaction. Retaining Wall, Site Utilities, Storm Drains, Sewers, Water and Offsite Improvements, Etc.

We have worked with an array of clients in the public and private sectors. Fleming maintains a California Contractor’s License (Class A and B) with a Hazardous Substances Removal and Remedial Actions Certification. In addition, all Fleming field personnel are licensed and trained in all of the components, manufacturers and equipment necessary to satisfy client and regulatory agency requirements for our scope of services.

Please refer the Licenses and Certifications section for more information on this.

We provide all of our clients with Experienced and Knowledgeable Professionals, Highly Trained Field Technicians and Support Staff that are capable of performing a wide variety of services.

Fleming's main and only office is located in Fullerton, CA. 5 Thank you for taking this time to review the Fleming Environmental, Inc. Statement of Qualifications. We look forward to working with you in the future.

Respectfully,
Terry L. Fleming
Terry L. Fleming
President
6 STATEMENT OF COMPLIANCE WITH THIS RFP

1. The offeror with contractual responsibility is:

Fleming Environmental Inc.
1372 Valencia Dr.

Fullerton, CA 92831
P – (714) 871-2800
F – (714) 871-2801

2. Fleming will utilize one subcontractor for this RFP.

3. Fleming Acknowledges addenda’s and Q&A's for this RFP.

4. This proposal shall remain valid for a period of not less than 90 days from the date of submittal.

5. This proposal is in compliance with the RFP.

6. Fleming maintains a current DIR registration number.

7. Terry L. Fleming Jr., the undersigned is the person authorized to bind this Offer to the terms of this proposal.

8. All information contained here-in is true and correct.

9. All key personnel contained here-in will be available to the extent proposed for the duration of the project.

10.Fleming will meet or exceed all insurance requirement and keep insurance in place for the duration of this contract.
_Terry L. Fleming Jr._________________
Terry L. Fleming Jr.
_2/14/2023_______________________
Date
7 Description of Services
Few contractors are well suited or even capable of effectively performing any Scope of Work in the Fuel Storage Tank Service Industry. Fleming Environmental, Inc. is an experienced, qualified and capable firm, with recent and successful project history(s) working with Large Agencies on multiple site projects similar to the City of Huntington Beach.

Our projects include (but are not limited to):
• Site Review and Design
• Regulatory Approval and Permitting
• Equipment Procurement
• Site Construction and Upgrades
• Testing
• Project Closeout, Training and Documentation
Site Review and Design:

Fleming Environmental Inc. will always review site conditions and design the most effective means to address any requirement set forth by our client’s needs, while meeting the approval of the applicable regulatory agencies. As the OCTA’s processes are very detailed, this design phase will provide an opportunity to foresee the unforeseen, as well as further explore value-engineering options for you, the client.

Regulatory Approval and Permitting:

Fleming Environmental, Inc. offers a unique advantage to the OCTA’s, in that the work performed for our current client base (as outlined in our References) includes design and permitting through City Fire Departments, arguably the most involved agencies for the Scope of Services needed, when working in the Fuel Storage Tank Service Industry.

The knowledge gained through our experiences with the City Fire Departments has given us the ability to show these agencies precisely what is needed to be seen incorporated into the design. Equally as important, Fleming Environmental, Inc. has developed personal relationships with the regulators that have proven to be invaluable to the timely completion of any project.

Fleming Environmental, Inc. has strong experience and know how regarding gaining regulatory clearance for matters of environmental concerns. Working in conjunction, this experience benefits any project exponentially.

Equipment Procurement:

Fleming Environmental, Inc. has the experience to order the proper components the first time, as well as maintaining open, in good standing account status with all of our 8 vendors, to insure that your equipment is on site when the work schedules demand it and not somewhere in transit” or being held hostage for someone else’s funds. The professionals at various supply houses working in conjunction with Fleming, review specifications, plans and purchase orders for conformance as well as applicability and any regulatory issues. Fast tracking this process and performing it correctly the first time, starts a project on the correct course and results in timely completion.

Site Construction and Upgrades:

Fleming Environmental, Inc. is fortunate to have a loyal staff of field supervisors who have been working in Fueling Construction for the majority of their careers. This lack of turnover, gives our company that invaluable asset of experience. Our field crews are the front line for the success of our projects.

Testing:

The crews of the Fleming Environmental, Inc. Environmental Compliance Division will perform the myriad of testing requirements required to keep any facility fully compliant to satisfy the regulatory agencies. The crews maintain and continually are retrained and certified in all aspects of testing set forth by City Fire Departments, County Environmental Health Agencies, Air Quality Agencies, Etc.

Project Closeout, Training and Documentation:

Upon completion of fieldwork, in conjunction with turning the site over to the client for operational use, certain procedures will be followed:
• Appropriate operational training will be provided per the terms agreed upon with our client’s prior to beginning any scope of services.
• O & M manuals will be provided to facilities staff for the operation of installed equipment.
• Applicable regulatory clearance, permits, test results, and other documentation will be provided for archival purposes.
• Contractual documents as final billing, releases from preliminary filings, and warranties will be provided.

Fleming Environmental, Inc. possesses the experience working on large public works fueling projects to understand and appreciate this necessary paper trail.

In the following section, “Plan Narrative”, we will outline our approach to the majority of the projects we complete. In demonstrating our forethought, planning, resources, and expertise, we hope you will recognize our ability to be a one-contractor solution for all of your fuel tank service needs. Providing the five steps outlined above within the scheduling requirements set by our clients and the
regulatory guidelines, we offer a cost effective, professional source to address all of your requirements.

Plan Narrative:
9 Fleming Environmental, Inc. proposes a phased implementation plan and project scheduling for the Scope of Services we provide to our clients. Drawing from and seeking to replicate the performance and efficiency of our last year’s operations, this plan is designed to clearly define roles, minimize the multi-tasking of resources, create a process to streamline regulatory approval, and perform the required work in an organized, dictated manner to maintain operational efficiency and enhance performance from our field personnel.
10 Key Personnel
Terry L. Fleming
President / Treasurer
Terry L. Fleming has over fourteen (14) years of Public Works contracting experience.

He began his experience working under his father with Fleming Engineering, a large grading contractor servicing the Southern California area. His quick understanding of project management and desire to excel accelerated his ascent through the ranks. After studying at the University of Arizona, he returned home and applied learned knowledge with real world experience. He quickly found his niche in public works fueling contracts Terry has been the President of Fleming Environmental, since its inception. His knowledge and understanding of field technology rivals his fiscal approach to management, maintaining efficiency without compromising performance. Terry is an innovative and aggressive manager and a valued leader for the company. His experience spans the scope of projects completed under Fleming Environmental. His understanding of fueling systems has benefited clients time and time again. As President and Project Executive, he is responsible for complete project oversight. Utilizing the resources and skills of his employees, he orchestrates and oversees the operation of his company. The consistent and controlled growth of Fleming Environmental, Inc. and more importantly, the succession of satisfied clients, speak the largest volumes with regards to his abilities.

His demeanor and communication skills have seen him build a growing list of satisfied clients. His retention of loyal and experienced employees has allowed him to offer the best source solution for these clients.

Michael Fleming
Vice President / Secretary
Michael Fleming has been in construction since he was a young man working in his father’s business. Under the guidance of his father, Terry Fleming, Sr., Mike Fleming quickly learned the keys to being a successful superintendent. Having achieved operator status through training with the Operators Union, and working for his father as a heavy equipment operator for over (4) years, Michael joined the ranks of Fleming Environmental, Inc. as an operator over eight (8) years ago. A construction man by blood, Michael quickly learned the technical aspects specific to fueling operations. He achieved the role of site foreman six (6) years ago. He has a proven track record of successful fueling upgrades, most recently leading his crew through Fleming’s phased approach, taking responsibility for LA County Public Works Group 4, performing UST upgrades for various County facilities requiring generator fueling. He is an effective and knowledgeable leader of his crew, accomplishing completion of projects in a timely and productive manner. Holding most manufacturers certifications, Michael continues 11 to advance his education related to field applications, as well as project manager.

Jennifer Martin
Accounting
Jennifer Martin has served Fleming Environmental, Inc. since inception and manages the company’s administrative, accounting and contract compliance matters. She has been involved in the Construction industry for over twenty (20) years. A graduate of Cal State Long Beach, Jennifer’s duties have included Quality Control Programs, Contract Compliance, Project Management, Project Coordinator, EEO Officer, Etc. Her experience in and her understanding of the industry allows her to excel in her responsibilities. Overseeing the accounting portion of operations, she is responsible for accurate project accounting, billing, EEO Compliance, and compliance with the laws relating to Labor and Payroll compliance. She supervises and oversees all preliminary notice issues as well as project bonding and insurance requirement fulfillment.

Often overlooked in the review of contractor’s abilities, the proper administration of contracts saves clients real dollars in their administrative costs. Her key role and performance of duties within the company have helped steer Fleming Environmental, Inc. to success since inception. She is an invaluable asset to the company and will have a pivotal role in the success of any project.

Ron Ferris
Construction Division Manager
Ron Ferris has been with Fleming Environmental, Inc. since inception and is skilled in all areas of construction and construction related services. Possessing over fifteen (15) years of construction experience, Mr. Ferris is the company’s senior mechanical and piping manager with direct field management responsibilities for all projects involving mechanical and/or piping phases. He is also certified by all of the major piping and petroleum tank manufacturers for installation and system configuration and design.

Ron supervises the company’s heavy equipment operation and general maintenance. He is an effective manager and has a proven track record relation to project closure and projects completed under his supervision. His ability to site engineer and develop methods meeting construction standards, obtaining regulatory approval, and addressing non-standard project and equipment configurations, have made him of central importance to the range of services that Fleming Environmental, Inc. can offer to it’s clients.

Erica Lopez
Construction Division Project Coordinator
Michael coordinates all field activities. Communicating with field and project management, she ascertains upcoming needs based on scheduled work and utilizes Fleming owned and vendor supplied resources to meet those project needs. Developing valuable relationships with vendors, service providers, and regulatory personnel, Michael has proven herself invaluable at maintaining field productivity and project schedules.

Her construction service background, professional know how, and personable demeanor, make her an effective project coordinator and intrinsic piece of the Fleming Environmental, Inc. team.
12 Fleming Environmental, Inc. Resources
Having the necessary physical resources is as critical to the success of a project as having the right human resources. Fleming Environmental, Inc. supports its experiences, knowledgeable and trained field crews with those necessary resources.

Field Trucks:

Each crew is supported with a fully outfitted crew truck. Each truck carries essential hand and power tools, as well as specialty tools unique to the fueling trade.

Miscellaneous pipe fittings (fiberglass and steel), as well as general construction hardware are always “on site”, keeping projects efficient and timely. All of our crew trucks are late model (20018 or newer) Ford’s with “contractor” beds.

Equipment:

Fleming Environmental, Inc. owns three (2) backhoes, one (1) skip loader, skid steer equipment, and various tools. All are in excellent operational condition (2012 or newer).

By owning and maintaining this equipment, Fleming Environmental, Inc. can work on various phases on multiple sites without the need to supplement our resources through rental or subcontractor sources. This gives most projects the advantage of maintaining the schedule and the client the advantage of more competitively priced projects.

As there will always be special circumstances requiring the augmenting of our own fleet, Fleming Environmental, Inc. maintains open account status with a wide number of equipment sources servicing the west coast. The relationships that we maintain with these sources give access to best of their fleets and preferred availability, furthering our ability to provide the client projects on schedule.

Material:

Fleming Environmental, Inc. maintains a 7500+ square foot warehouse stocked with components essential to fueling stations installs and upgrades. Having a ready source minimizes the possibility of not having the right part at the right time. From pipe nipples, fiberglass couplings, pipe, and dispensing components, to small power tools, compressors, and traffic control products, being fully outfitted and prepared means having the right material available when the project calls for it. Our experience with fueling construction and maintenance has taught us what those needs will be, and allowed us to be prepared.

Our prime equipment supplier, PME (Petroleum Marketing Equipment), maintains their largest facility within 5 miles of our office. We have extended the resources they offer, as well as our longstanding relationships with them, which results in a fast tracked special orders and custom fabrications. This supplier has proven on more than one (1) occasion to be a huge asset, and contributing factor, to our past and future successes. 13 Licenses and Certifications
The Key Personnel as well as the Field Lead Technicians at Fleming Environmental, Inc. hold the following licenses and certifications:
• California Contractor’s License Class A & B with a Hazardous Substances Removal and Remedial Actions Certification.
• Franklin Fueling Systems - Automatic Tank Gauge Installation) • INCON – Sump Test System Operation and Repair
• Fibrelite – Sherlock Vacuum Testing Kit
• ICC – California UST Service Technician
• Blueline Technologies – Equipment Certification
• Environ – GeoFlex System w/Swivel & Coax Fittings Certification • Healy – Phase II Enhanced Vapor Recovery Equipment License • SCAQMD – Rule 461 Vapor Recovery Compliance Tester
• Veeder-Root – Underground Storage Tanks Monitoring Systems • California State Water Resources Control Board – Licensed Tank and Line Integrity Tester
• Universal Sensors and Devices – Leak Alert Monitoring Systems • Vaporless Manufacturing – Mechanical Line Leak Detectors Certification • Mine Safety Appliances – Tankguard Series Systems
• Pneumercator – TMS System Trained and Certified
• ICC – California UST Installer and Retrofitter
• Estabrooks Ezy Chek Systems – Ezy 3 Locator Plus, Product Line Tester, Leak Detector Tester Equipment Certified
• 40-Hour Hazwoper Certified
• Containment Solutions – Trained Fiberglass Tank Installation Technicians • Smith Fibercast Total Quality Installation program for the Installation of UL Listed Primary and Secondary Containment Products
• CPR / First Aid Trained
• Confined Space Entry Licensed and Trained
• Ameron International – Proper Installation Procedures for the Dualoy 3000 UL Listed Fiberglass Piping Systems
• OPW – EVR Phase I Trained and Certified
• Franklin Fueling Systems – XP Series Piping Installation Certified • Bravo Systems Gold Certified Installation and Testing Contractor • National Utility Contractors Association Competent Person Training Program • Etc
Please note that copies of any of the above listed licenses and/or certifications are available at any time upon request.
14 QUALITY ASSURANCE / QUALITY CONTROL
The Environmental Compliance Division of Fleming Environmental, Inc. oversees and maintains a two-pronged QA/QC Program. We have a field program and an inter-office operations program. Both programs are run in a similar pattern, but are geared towards the specific Scope of Work of the personnel in each position.

Our Field Foremen all go through one (1) year as a Field Technician (or Tester’s Assistant), prior to being given the opportunity to become a Foreman. The purpose of this practice is to ensure the proper and complete training in the methods and standards set forth by Fleming Environmental, Inc. Although previous experience might reduce the time spent as a Technician only, no personnel are ever brought on board into an automatic Lead Position.
• Field Protocol #1:

Once a month, our Division Manager will randomly attend a Compliance Test and one (1) DOP Site Inspection along with the technician(s) assigned for that day to witness (as a bystander only) the complete process of what that technician has been trained to do. Upon completion of this job, he will process a written evaluation of the job completion, as a whole (i.e. paperwork, client relations, technical aspects, safety, time efficiency, etc.) Prior to leaving the site, he will go over this assessment with the technician(s) and point out any areas of improvement that must be made. He will rate the job and based on this rating will determine if the technician will need to be visited again prior to the next thirty (30) day evaluation, if he might need additional training in the aspects covered in his Scope or Work, or maybe that this particular technician just might not be ready to be in a Lead Position. If this is the case, the Technician will be returned to an Assistant position for a period of either 30-60 days and will be given the opportunity to move back into their lead position as the end of that time.

Please note that a Lead will only be pulled from his position and given the opportunity of retraining on two (2) occasions. A third infraction will result in the removal of the technician from that particular position and possible termination of employment.
• Field Protocol #2:

The same procedures are followed with a few exceptions. The Division Manager will still randomly pick the site and the test, however he will wait until the technician has left the site and perform a full repeat of what was done (whether it be a test, or a DOP Site Inspection) to ensure that the technician(s) covered all required bases (Please note, this will sometimes include interviewing the personnel at the facility in regards to the level of service they felt they received).
15 Upon completion of the “follow-behind” QA/QC Inspection, the Division Manager will meet with the technician(s) and, again go over the assessment made. Any changes in position, additions to training, or even suggestions are made at that time.

One final note on the Field Technician protocols: The Division Manager, rather than attend a test with a technician or crew will periodically show up to a site and witness the work as it is being completed without the technician or crew being aware of his presence. We will average one (1) of these types of site visit approximately every other month or once a quarter. We feel trust is the key to success within the Fleming organization, but also feel it is important to never let any technician and/or crew become too complacent with their positions or the tasks in which they have been hired to perform.
• Inter-Office Protocol(s):

It is the policy of Fleming Environmental, Inc. to have an equally effective and competent inter-office staff as well as field personnel. Our feeling is that you can have the best field technicians in the industry, but without and equally effective and competent inter-office staff, you are only ½ way there. For this reason, we have also developed an inter-office QA/QC.

The Division Manager reviews all documentation, test results, repair recommendations, etc. prior to allowing them to leave our offices. In the event that his schedule does not permit this type of review, the Divisional Coordinator will step in and conduct the same review.

This is to ensure that any follow-up (no matter how small) is conducted in a timely manner, with the most information possible being forwarded to our clients. Our interoffice personnel are given Job Specific Checklists to follow, to assist in making sure that no stones are left unturned when processing paperwork, issuing follow ups and getting the necessary items “out the door” within a 24-48 hour window.

Please note that all inter-office personnel are subject to, no-less-than, thirty (30) to forty-five (45) days of extensive training before they are given the ok to complete their Scope of Work on their own. This is the inter-office equivalent to one (1) year of field technician training that our division requires.

The Division Manager, or Coordinator will sit with the Inter-Office Personnel while they complete their site by site paperwork processes, watch them from a small distance, or follow behind them and complete the process to ensure that it is being following to the level of standards that Fleming Environmental, Inc. requires. The same rating system is followed, along with the same re-training specifics. The two (2) re-training limit is also followed. This means that an inter-office person will only be given two (2) sessions of retraining prior to being relieved of their position with Fleming Environmental, Inc.

Because the paperwork processes are so much more complex, the inter-office staff will tend to be subject to more frequent evaluations.
16 Overall:

1. Most companies focus their QA/QC programs on field technicians only. This can cause of break down of efficiency and professionalism on the office side of things if you do not expect the same productivity and quality levels.

2. Again, an effective and competent inter-office staff can be considered just as important to the success of any contract, as knowledgeable field crews. This program will commit to overseeing and guiding our entire staff to the highest level of standards and ultimately give our clients the best services and most compliant facilities they can have.

3. Specifically with the UST DOP and Vapor Recovery Inspection Program, strong and positive regulatory relationships are key components in the successful completion of any type of compliance contract. Our goal in this is: If you have a good working relationship and a positive reputation with the regulators and are known for Taking Ownership and Getting the Job Done Right, clients tend to have less interference from their local regulatory personnel. (Less interference means less opportunity for Notices of Violation, Notices to Comply, etc.) Fleming Environmental, Inc. is proud to maintain this exact type of relationship with any of the regulatory personnel we have worked with. 17 PROJECT ORGANIZATIONAL CHART
TERRY L. FLEMING, JR.

President
Project Executive

JENNIFER MARTIN
EEO Officer
Contract Compliance
Finance Accounting
Erica Lopez
Tank Testing Division
Manager
MIKE

FLEMING
JOQUIN
MARIN

FIELD CREW FIELD CREW

KAITLIN PONCE
Project Coordinator
Purchasing Officer

RON FERRIS
Superintendent
RANDY

LITTLEFIELD
Field Technician
JACK
LUTGEN
Field Technician
SAM
GAINES
Field Technician
18 References
City Of Los Angeles
Contact Person: Sean Sullivan (213) 978-3781
Ongoing
Fueling System Maintenance at Various Sites
City of Irvine
Contact Person: Joe Dillman (949) 724-7696
2015-Ongoing
Fuel Tank Inspection, Training & Repair Services
City Of Garden Grove
Contact Person: Steve Sudduth (714) 741-5390
2010-Ongoing
Fuel Tank Inspection, Training & Repair Services
City Of Santa Monica
Contact Person: David Tu (310) 458-8235
2010-Ongoing
Fuel Tank Inspection, Training & Repair Services
City of Huntington Beach
Contact Person: Cody Jahn (714) 375-5047
2015 - Ongoing
City Of South Gate
Contact Person: David Torres (323) 563-5784
2015-Ongoing
Fuel Tank Inspection, Training & Repair Services
19 Subcontractors:

Tank Cleaning & Removal:

NIETO & SONS
PO Box 760
Yorba Linda Ca 92885
CSLB #673912
Soil Sampling & Report:

ASTECH ENVIRONMENTAL
24582 ACROPOLIS DRIVE
MISSION VIEJO CA 92691
CSLB #2741863
20 FORECOURT SPECIALIST
This is to certify that
has been certified in:

Training Date:

Certification #
Expiration Date:

The person named on this certificate of completion has demonstrated knowledge of the listed products and installation by completing an exam provided by Franklin Fueling Systems via FFS PRO: University. This certification is valid for two years from the training date listed.

MICHAEL FLEMING Safety Jun 9, 2021 1030563709 Jun 9, 2022

MICHAEL FLEMING
California UST Service Technician
Given this day January 28, 2022
Certificate No. 5264333

MICHAEL FLEMING
UST Installation/Retrofitting
Given this day September 28, 2021
Certificate No. 5264333

EXHIBIT B

SPECIAL PROVISIONS
EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS

SPECIFIC FOR THIS PROJECT
Underground Storage Tank Removals
EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Contract No.CS-XXXX
2 Table of Contents
A. General.................................................................................................................................................. 4

1. Scope of Work.................................................................................................................................. 4 a. General Scope of Work ................................................................................................................. 4 b. Tank Removal Located at 2800 S Soto Street ............................................................................... 4 c. Tank Removal Located at 4530 Bandini Boulevard....................................................................... 4 d. Closure Report .............................................................................................................................. 5

2. Specifications................................................................................................................................... 5

3. Length of Contract ........................................................................................................................... 5

4. Liquidated Damages......................................................................................................................... 5

5. Delays and Extensions of time ......................................................................................................... 6

6. Quality of Work................................................................................................................................ 6

7. Unit Prices........................................................................................................................................ 6

8. Extra Work ....................................................................................................................................... 6

9. Compliance with Laws, Regulations, and Safe Practices ................................................................. 7 B. Construction Phase Specifications........................................................................................................ 7

1. Scheduling of Work.......................................................................................................................... 7

2. Material Submittals.......................................................................................................................... 7

3. Weather Limitations ........................................................................................................................ 7

4. Construction Hours.......................................................................................................................... 7

5. Notification of Affected Residents/Businesses................................................................................ 8

6. Notification of Utilities..................................................................................................................... 8

7. Protection of the Public ................................................................................................................... 8

8. Noise Restrictions ............................................................................................................................ 9

9. Construction Order of Work ............................................................................................................ 9

10. Character of Workers....................................................................................................................... 9

11. Examination of Site ........................................................................................................................ 10

12. Mobilization ................................................................................................................................... 10

13. Dust Control................................................................................................................................... 10

14. Best Management Practices (BMP’s)............................................................................................. 10

15. Temporary Water Meter................................................................................................................ 10

16. Cleaning of Site During Construction............................................................................................. 11 EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Contract No.CS-XXXX
3 17. Sanitary Facilities ........................................................................................................................... 11

18. Final Cleaning of Site and Restoration........................................................................................... 11

19. Contractor Responsibility............................................................................................................... 11 C. Construction Specifications ................................................................................................................ 11

1. Unclassified Excavation.................................................................................................................. 11

2. Saw-cutting .................................................................................................................................... 11

3. Concrete Improvements................................................................................................................ 12 a. General........................................................................................................................................ 12 b. Reconstruction............................................................................................................................ 12

4. Full Depth Asphalt Removal........................................................................................................... 12 a. General........................................................................................................................................ 12 b. Subgrade and Surface Preparation ............................................................................................. 12 EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
4 A. General

1. Scope of Work
This project consists of the removal of two (2) underground petroleum storage tanks and associated appurtenances. Tanks are located at two (2) separate addresses: 2800 S Soto St. & 4530 Bandini Blvd., Vernon, CA 90058.
a. General Scope of Work

1. Prepare plans, engineering, permits, and inspections for UST removal and complete site closure. (No fee City permits as necessary)

2. Mobilize onsite; install security fencing around area of project – no traffic control required in public right-of-way.

3. DigAlert & Pothole to verify existing utilities.

4. Valid DOSH permit as necessary.

5. Provide soil monitoring per AQMD rule 1166 to Vernon Health Department

6. Provide soil sampling plan as directed by Vernon Health Department with 24-hour turn around analysis.

7. Clean and remove each (two total) 1000 gallon double wall steel diesel tank, vent, product piping, and diesel dispense – UDC. Tanks must be emptied to 100 gallons or less. Decontaminate the tanks and rinse, transport, and dispose of rinse liquids with provided proper documentation (hazardous waste manifests).
b. Tank Removal Located at 2800 S Soto Street

1. Saw cut & demolition area approximately 20.5’ x 11’ over Underground Storage Tank and fuel piping.

2. Saw cut & demolition of approximately 3’ x 80’ trench for dispenser and associated fuel piping.

3. Remove dispenser, piping, and equipment and haul off site.

4. Excavate tank and associated piping. Stockpile material to be reused with backfill.

5. Cap off and remove electrical conduits up to building, electrical and monitoring equipment at building above ground to be removed by the City.

6. Backfill with cement slurry, crushed rock, or Class II CMB (crushed miscellaneous base) and compact to achieve approximately 90% maximum dry density – test to be provided by the Contractor’s Soils / Geotechnical Engineer.

7. Resurface area with concrete, install Vernon Standard Class 520-C-2500 Cement Concrete 6” thick with #4 rebar – 12” on center above 6” CMB.

8. Clean up of work area from debris and equipment required. c. Tank Removal Located at 4530 Bandini Boulevard

1. Saw cut & demolition area approximately 20’ x 12’ over Underground Storage Tank and fuel piping.
5 2. Saw cut & demolition of approximately 3’ x 40’ trench for dispenser and associated fuel piping.

3. Remove dispenser, piping, and equipment and haul off site.

4. Excavate tank and associated piping. Stockpile material to be reused with backfill.

5. Cap off and remove electrical conduits up to building, electrical and monitoring equipment at building above ground to be removed by the City.

6. Backfill with cement slurry, crushed rock, or Class II CMB (crushed miscellaneous base) and compact to achieve approximately 90% maximum dry density – test to be provided by the Contractor’s Soils / Geotechnical Engineer.

7. Resurface area with temporary cold patch (final reconstruction to be performed by the City in the future).

8. Clean up of work area from debris and equipment required. d. Closure Report

1. Formal closure application and letter for each underground storage tank and associated appurtenances removal to be submitted to Vernon Health Department.

2. Specifications
Installation and payment for all the work shall conform to the Standard Specifications for Public Works Construction (2021 Edition), State of California Department of Transportation (Caltrans) Standard Plans and Standard Specifications (2018 Edition), California Manual on Uniform Traffic Control Devices (2009 Edition), and the City of Vernon Standard Plans.

The Standard Specifications for Public Works Construction (2021 Edition) shall be referred to hereafter as the Standard Specifications. The Caltrans Standard Plans (2018 Edition) shall be referred to hereafter as the Caltrans Standard Plans. The California Manual on Traffic Control Devices (2009 Edition) shall be referred hereafter as the MUTCD.

3. Length of Contract
All work in this project shall be completed within forty-five (45) calendar days as specified in the Bidder’s Proposal.

4. Liquidated Damages
In accordance with Section 6-9 of the Standard Specifications, for each consecutive calendar day in excess of the time specified for completion of the work, as adjusted in accordance with Section 6-9 of the Standards Specifications, the Contractor shall pay to the agency, or have withheld from monies due it, the sum of two hundred and fifty dollars ($250) per calendar day.

EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
6 5. Delays and Extensions of time
The provisions of Section 6-4 entitled "Delays and Extensions of Time" of the Standard Specifications shall apply except as modified and supplemented below.

The second paragraph of subsection 6-4.1 is hereby deleted and the following paragraph shall be inserted in its place:

No extension of time will be granted for a delay caused by the inability of the Contractor to obtain materials, equipment and labor, except as authorized by the City's Project Manager. The length of contract time stipulated includes any time which may be required to obtain materials, equipment and labor, and the Contractor in submitting a bid shall be deemed to have ascertained the availability of materials, equipment and labor and considered same in his/her proposed construction schedule.

6. Quality of Work
The provisions of Section 3 entitled "Control of the Work" of the Standard Specifications shall apply. In addition, any work deemed unacceptable by the City's Project Manager, whether a cause is determined or not shall be repaired or replaced by the Contractor at his/her expense.

7. Unit Prices
All costs not covered by specific unit prices but required for a complete job in place, shall be included in the items most related to the work.

8. Extra Work
In the event the City and the Contractor are unable to negotiate an agreed price for extra work, which is acceptable to both parties, payment shall be made based on time and materials as follows:
• Work by the Contractor: The following percentages shall be added to the Contractor's cost and shall constitute the markup for all overhead and profits:

1. Labor 33%

2. Materials 15%

3. Equipment Rental 15%

4. Other Items and Expenditures 15%
• Work by the Subcontractor: When all or any part of the extra work is performed by a subcontractor, the markup provided by the Contractor as mentioned above shall apply to the subcontractor’s actual costs. A markup of 5% of the subcontracted portion of each extra work may be added for the Contractor.
7 9. Compliance with Laws, Regulations, and Safe Practices The Contractor shall perform all work in a safe, competent manner and in accordance with all federal, state, and local statues, regulations, ordinances, rules, and governmental orders. The Contractor will be solely and completely responsible for the conditions of the job site, including safety of all persons and property during performance of the work. This requirement will apply continuously and not be limited to normal working hours. Inspection of the Contractor's performance by the City, its agents, or employees is not intended to include review of the adequacy of the Contractor's safety measures in or near the job site.

B. Construction Phase Specifications

1. Scheduling of Work
The Contractor shall submit his/her work schedule to the City's Project Manager prior to the preconstruction meeting. The construction schedule shall show the sequence of work, critical path and estimated time for completion of each segment of work. This schedule must be reviewed and accepted by the City's Project Manager before the Contractor will be permitted to begin work. In addition, the Contractor shall submit a detailed schedule forecasting two weeks of work describing each day’s work. This schedule shall be updated and submitted to the City every other Monday during the construction period. The Contractor shall give 48 hours’ notice to the City's Project Manager prior to the start of the work.

2. Material Submittals
The Contractor shall provide all required submittals including, but not limited to the following:
• Shop drawings
• Materials and mix designs (submitted upon award of the contract for review and approval before the construction)
The “Notice to Proceed” will not be issued to the Contractor until all the submittals have been reviewed and approved by the City, along with a schedule of work.

3. Weather Limitations
Placement operations shall not be performed during wet conditions or if rain or cold conditions (less than 45°F) are imminent or predicted to exist at any time. “Imminent or predicted” is defined as being forecasted within a 48-hour period on the National Weather Service Web Site http://www.wrh.noaa.gov for the most representative and nearest location listed where placement is to begin and end.

4. Construction Hours
Work shall occur Monday-Friday between the hours of 7:00 am to 4:00 pm, and Saturday between the hours of 6:00 am to 5:00 pm unless otherwise requested by the Contractor and approved by the City’s Project Manager.

EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
8 5. Notification of Affected Residents/Businesses
The Contractor shall be responsible for distribution of the general information letter of the project to all affected residents and businesses. A project general information letter and sufficient copies thereof will be prepared by City staff for Contractor distribution to all residents, business establishments, and institutions fronting on or directly affected by the project.

The Contractor shall be responsible for distribution of said letter in handout form to all the appropriate residences and buildings in the subject area. Distribution shall be accomplished in a manner acceptable to the City's Project Manager and shall be five (5) working days prior to the beginning of construction operations in the immediate vicinity.

In addition to the above, the Contractor shall be fully responsible for such other notifications as may be required related to necessary closures of streets, alleys, driveways, etc., or to unavoidable access or parking restrictions. These notifications shall apply where the closures and access or parking restrictions required in the performance of any work under this contract preclude any resident, tenant, or property owner from utilizing the premises or conducting business thereon in a reasonable and customary manner.

Additional notification to the affected businesses and residents shall be prepared by the City and distributed by the Contractor for roadway and driveway closures five (5) working days in advance of any construction work. No removal or excavation work is allowed until the additional notification has been distributed to the affected residents and businesses. If a Contractor is unable to adhere to his/hers schedule as indicated on his/hers written notification, then all the affected residents and places of business shall be re-notified of the revised schedule, in writing, as indicated above. Contractor costs for all of the above notifications shall be considered as included in the appropriate items of the Bid Proposal.

6. Notification of Utilities
The provisions of Section 402 entitled "Utilities" of the Standard Specifications shall apply. The Contractor shall contact the Underground Service Alert of Southern California (U.S.A.) at least three (3) working days in advance of the construction work.

7. Protection of the Public
The Contractor shall take such steps and precautions as his/her operations warrant to protect the public from danger, loss of life, loss of property or interruption of public services. Unforeseen conditions may arise which will require that immediate provisions be made to protect the public from danger or loss, or damage to life and property, due directly or indirectly to prosecution of work under the contract. Whenever, in the opinion of the City's Project Manager, a condition exists in which the Contractor has not taken sufficient precaution of public safety, protection of utilities, and/or protection of adjacent structures or property, the City's Project Manager will order the Contractor to provide a remedy for the condition. If the Contractor fails to act on the situation within a reasonable time period as determined by the City's Project Manager, or in the event of an emergency situation, the City's Project Manager may provide suitable protection by EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
9 causing such work to be done and material to be furnished as, in the opinion of the City's Project Manager, may seem reasonable and necessary. The cost and expense of all repairs (including labor and materials) as are deemed necessary, shall be borne by the Contractor. All expenses incurred by the City for emergency repairs will be deducted from the final payment due to the Contractor.

8. Noise Restrictions
The Contractor may not operate certain power equipment, within a residential area or within a radius of five-hundred (500) feet from a residential area, except during the following times:

1. From 7:00 am to 4:00 pm, Monday through Thursday

2. From 6:00 am to 5:00 pm on Saturday and Sunday
In addition, the noise level from the Contractor's operations shall not exceed eighty-five (85) dBA when measured within a one hundred (100) foot radius at any time.

9. Construction Order of Work
Work shall be scheduled so as to lessen the impact upon businesses. All construction shall conform to the latest edition of the Standard Specifications and shall proceed in a smooth, efficient, timely and continuous manner. As such, once construction is started in a work area, the Contractor will be required to work continuously in that work area until construction has been completed and the work area is open and accessible to both vehicular and pedestrian traffic in a manner approved by the City's Project Manager before the next stage of work will be allowed to begin.

Once construction is started in a work area, the Contractor shall not withdraw manpower or equipment from that work area in order to start construction in another work area if doing so, in the opinion of the City's Project Manager, delays the completion of the work presently under construction.

The Contractor shall maintain continuous access to all residents and businesses within the project limits, including drive approaches, unless the Contractor has obtained the approval of the City's Project Manager to close either such access or drive approach.

No stockpiling of material and construction equipment on public streets or sidewalks will be permitted on this project unless approved by the City's Project Manager. Material and equipment placed on public streets, sidewalks and on the construction areas shall be used the same day.

10. Character of Workers
If any subcontractor or person employed by the Contractor shall fail or refuse to carry out directions of the City's Project Manager or shall appear to the City's Project Manager to be incompetent or act in a disorderly or otherwise improper manner, he/she shall be immediately discharged from the project on the request of the City's Project Manager, and such person shall EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
10 not be reemployed on the work. If said individual has an ownership interest in the contracting entity, the City's Project Manager will serve written notice upon the Contractor and the Surety providing the faithful performance bond, in accordance with Section 6-8, "Termination of the Contractor by Default" of the Standard Specifications, demanding complete and satisfactory compliance with the Contract.

11. Examination of Site
The Contractor is required to examine the site and judge for themselves the location. Physical conditions, substructures and surroundings of the proposed work.

12. Mobilization
The cost of all preparatory work and operations for the multiple movements of personnel, equipment, supplies, and incidentals to the project site must be included in the various bid items, and no extra compensation will be paid to the Contractor.

13. Dust Control
Throughout all phases of construction, including suspension of work, and until final acceptance of the project, the Contractor shall abate dust nuisance by cleaning, sweeping and sprinkling water, or other means as necessary when requested by the City. Failure of the Contractor to comply with the City's Project Manager cleanup orders may result in an order to suspend work until the condition is corrected. No additional compensation or extension of contract completion time will be allowed as a result of such suspension. The cost of furnishing and operating dust control during the construction project shall be included in the various bid items, and no extra compensation will be paid to the Contractor.

14. Best Management Practices (BMP’s)
The Contractor shall submit a copy of their Best Management Practices (BMPs) to the City Engineer for review ten (10) days prior to the beginning of any work.

The Contractor is hereby notified that specific construction practices in the Standard Specifications, Section 3-12.6.2, “Best Management Practices (BMPs)” are considered to be Best Management Practices. The Contractor shall implement and maintain such BMP’s as are relevant to the work, and as are specifically required by the Plans or Special Provisions. The Contractor shall not commence activity until the BMP submittal has been reviewed and approved.

15. Temporary Water Meter
If necessary, the Contractor shall obtain a temporary water meter from the City of Vernon Water Department by placing a deposit of $1,000. Contractor shall pay for all water used.

Contractor shall not relocate the service. The Contractor shall call the City of Vernon Water Department to relocate the service and will be charged fifty dollars ($50.00) for each relocation.

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11 16. Cleaning of Site During Construction
During construction, all existing improvements, including pavement, sidewalk, curb and gutter, adjacent to the work area shall be swept free from soils, gravel, dirt or debris on a daily basis.

The Contractor is responsible for maintaining all sidewalk, curb and gutter areas within the construction zone free from loose materials at all times.

17. Sanitary Facilities
The Contractor shall furnish and maintain sufficient sanitary facilities by the worksites for the entire duration of construction activities. The cost of furnishing and maintaining sufficient sanitary facilities shall be included in the various bid items, and no extra compensation will be paid to the Contractor.

18. Final Cleaning of Site and Restoration
The Contractor shall be responsible for cleaning and restoration of all damaged existing improvements such as sidewalk, driveway, curb and gutter, and private property at no cost to the City. The Contractor shall remove all loose aggregates by sweeping all the sidewalks and gutters. The cost of furnishing and operating such sweeping after the construction of the project must be included in the various bid items, and no extra compensation will be paid to the Contractor.

19. Contractor Responsibility
The Contractor shall be responsible for the final product and shall make any quality control, adjustments and corrections necessary to obtain the final product accepted by the City's Project Manager. The Contractor shall perform process and quality control sampling and testing and exercise management control the work of his/her subcontractors, technicians and workers to ensure that the milling, transporting, spreading, compaction, and finishing processes conform to these Specifications. The City's Project Manager shall have unrestricted access to the laboratory, sampling, testing sites, and all information resulting from mix design and quality control activities.

All Quality Control testing results shall be submitted to the City's Project Manager on a daily basis.

C. Construction Specifications

1. Unclassified Excavation
This section shall conform to Section 300-2 of the Standard Specifications and these Special Provisions. The cost for unclassified excavation shall be included in the unclassified excavation bid item unit price and no additional compensation to the Contractor shall be made therefor. Cost for unclassified fill if any, re-grading and re-compaction shall be included in the unit price paid for the unclassified excavation for the said areas and no additional payment will be allowed therefor.

2. Saw-cutting
A concrete saw shall, where practicable, be used to neatly saw the edge of all existing concrete sidewalk, curb, gutter, and/or drive apron to be removed. The residue resulting from the sawEXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
EXHIBIT B TO STANDARD FORM AGREEMENT – SPECIAL PROVISIONS Underground Storage Tank Removals
12 cutting operations shall not be permitted to flow beyond the specific work location and shall be vacuumed concurrently with the operation.

Payment for saw-cutting concrete and asphalt pavement, concrete spandrel, drive aprons, curb, gutter or sidewalk shall be included in the unit bid prices of the various related items as specified in the Bidder's Proposal and no additional compensation for this work shall be made therefor. All work shall conform to applicable provisions of the Standard Specifications.

3. Concrete Improvements
a. General
The construction of concrete improvements shall consist of removal and disposal of concrete, asphalt concrete pavement, debris, native soil, and construction of concrete curb ramps and sidewalks according to the City of Vernon Plans. All concrete work shall be formed according to City of Vernon Standards. No wild pouring allowed. All concrete classifications are according to Standard Specification, Section 201. b. Reconstruction
The reconstruction of concrete surface shall use backfill compaction to 90%, Class 520-C2500 cement concrete 6” thick to match existing conditions, over minimum 6” CMB.

4. Full Depth Asphalt Removal
a. General
Shall be in accordance with Section 401-2 of the Standard Specifications. Contractor shall remove entire asphalt section without disturbing or introducing any subgrade materials to the asphalt millings.
b. Subgrade and Surface Preparation
Prior to placing new pavement the subgrade soils/base shall be properly prepared, moisture treated and compacted to a minimum of 95 percent relative compaction based upon ASTM-D 1557 so as to create an evenly graded, unyielding surface. If the new pavement is to be placed on an existing milled pavement surface it shall be verified that the milled surface is firm and unyielding and there are no subgrade failure areas beneath the milled surface that might compromise the integrity of the new pavement. When new pavement is placed on a milled surface or adjacent to structures such as curbs, concrete gutters, planters, etc.; these contact surfaces shall be swept of all loose material to create a dry clean surface. A tack coat of SS-1h emulsion, emulsified recycling agent or equivalent (0.05 gallon per square yard minimum) shall be applied to all surface areas prior to placing the new pavement. New pavement is not recommended as a direct overlay on existing asphalt pavement without first milling the underlying pavement to aid in bonding and to prevent slippage.

EXHIBIT C

EQUAL EMPLOYMENT OPPORTUNITY

PRACTICES PROVISIONS
A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities.

B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age.

C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class.

D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law.

E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law.