ATTACHMENT B
STANDARD
CONSTRUCTION
AGREEMENT
1 Construction Agreement/Sol Construction, Inc./Project CC25-066
CONSTRUCTION AGREEMENT
BY AND BETWEEN
THE SOUTHERN CALIFORNIA LOGISTICS AIRPORT AUTHORITY
AND
SOL CONSTRUCTION, INC.
FOR
GENERAL ELECTRIC DRIVEWAY CONSTRUCTION
PROJECT CC25-066
THIS CONSTRUCTION AGREEMENT (the “Agreement”) dated this __________________ day of ______________, 20___, for reference purpose only, is made and entered into by and between the Southern California Logistics Airport Authority, a joint powers authority located in the County of San Bernardino, State of California, hereinafter referred to as “SCLAA”, and Sol Construction, Inc., a California corporation, hereinafter referred to as the “Contractor”. The SCLAA and the Contractor are sometimes hereinafter referred to as a “Party” and collectively referred to as the “Parties.”
RECITALS
WHEREAS, the SCLAA requires General Electric Driveway Construction, Project CC25- 066 (the “Project”); and
WHEREAS, in light of the facts set forth above, the SCLAA desires to retain Contractor in connection with General Electric Driveway Construction.
NOW, THEREFORE, IN CONSIDERATION OF THE COVENANT S, CONDITIONS, AND
PROMISES CONTAINED HEREIN AND FOR SUCH OTHER GOOD AND VALUABLE CONSIDERATION, THE PARTIES HERETO AGREE AS FOLLOWS:
Section 1. RECITALS
The Recitals set forth above are true and correct and are hereby incorporated into this Agreement by this reference, as though set forth herein.
Section 2. TERM OF AGREEMENT
This Agreement shall commence within Fifteen (15) Calendar Days after issuance of Notice to Proceed (the “Commencement Date”) and shall terminate upon completion of the Project Thirty (30) Calendar Days after Commencement Date (the “Termination Date”), unless sooner terminated in accordance with the provisions of this Agreement (the “Term”). From and after the Termination Date, and upon subsequent Agreement by the Parties, this Agreement may continue on a month-to-month basis until terminated pursuant to Section 3 below.
Section 3. TERMINATION OR SUSPENSION
a. This Agreement may be terminated or suspended without cause by either Party at any time, provided that the Party initiating the termination provides the other Party at least thirty (30) days advance written notice of such termination or suspension. In the event of such termination, the SCLAA shall only be liable for payment under the payment provisions of this 2 Construction Agreement/Sol Construction, Inc./Project CC25-066
Agreement for satisfactory work rendered or supplies actually furnished prior to the effective date of termination.
b. This Agreement may be terminated or suspended with cause by either Party at any time, provided that the Party initiating termination provides the other Party at least ten (10) days advance written notice of such termination or suspension. In the event of such termination, the SCLAA shall only be liable for payment under the payment provisions of this Agreement for satisfactory work rendered or supplies actually furnished prior to the effective date of termination.
Section 4. CONTRACT DOCUMENTS; PRIORITY
a. Contract Documents. The Contract Documents consist of the following documents, all of which are either attached hereto as exhibits or are incorporated herein by this reference. Said Contact Documents are intended to be correlative and constitute Contractor’s performance obligations:
1. This Agreement.
2. Exhibits A & B.
3. Notice Inviting Bids for the Project.
4. Specifications for the Project.
5. Special Provisions.
7. List of Subcontractors.
8. Faithful Performance &Payment Bonds
9. Non-Collusion Declaration.
10. Guaranty
b. Interpretation. In the event of any conflict between any of the Contract Documents, the document highest in the order of precedence (from highest to lowest), as set forth in Subsection 4.a above shall control.
Section 5. CONTRACTOR’S OBLIGATIONS
Contractor shall complete the Project as specifically set forth in the Contract Documents. Contractor shall furnish, at its own cost and expense, all labor, services, material, tools, equipment, supplies, transportation, and any other items and facilities necessary therefore, as provided in the Contract Documents.
Section 6. COMPENSATION
The Contractor agrees to receive and accept the following amount, not to exceed Three Hundred Thirty-nine Thousand Nine Hundred Eighty-two and 00/100 Dollars ($339,982.00), as full compensation for furnishing; all materials, doing all the work contemplated and embraced in this contract, all loss or damage arising out of the nature of the work aforesaid, the action of the elements, any unforeseen difficulties or obstructions which may arise or be encountered in the execution of the work until its acceptance by the SCLAA, and for all risks of every description connected with the work, all expenses incurred by or in consequence of the suspension or discontinuance of work well and faithfully completing the whole work, thereof, according to the requirements of the Contract Documents and to the satisfaction of James Murawski, Assistant Airport Director, or his designee, to wit: See Exhibit “A”, Scope of Work.
3 Construction Agreement/Sol Construction, Inc./Project CC25-066 Section 7. BID PROPOSAL FORMS
The
SCLAA shall pay Contractor as provided in the Bid Proposal Forms, attached hereto as Exhibit “B”, and incorporated herein by this reference as though set forth in full, subject to approval of the SCLAA, when applicable.
Section 8. PREVAILING WAGES
a. Compliance with State Prevailing Wage Law. Pursuant to California Labor Code Section 1773, the SCLAA has obtained from the Director of the Department of Industrial Relations (“DIR”) the general prevailing rate of per diem wages and the general prevailing wage rate for holiday and overtime work applicable for each craft, classification, or type of worker in San Bernardino County, California, where the Project is to be performed. Copies of these prevailing rate of per diem wages are on file at the City of Victorville Finance Department/Purchasing Division and shall be made available for review to any interested party on request. Copies of these prevailing rate of per diem wages are also available from the State of California via the internet at http://www.dir.ca.gov/DLSR/PWD. C
ontractor and its subcontractors shall pay not less
than said specified prevailing rate of per diem wages to all workers employed by them in the performance of any work under this Agreement which constitutes “public works” or “public work”, including without limitation, General Electric Driveway Construction, and any other work or services described in or encompassed by California Labor Code (“Labor Code”) Sections 1720 through 1720.9, 1771, and 1772. Contractor shall be solely responsible for using the correct and current prevailing wage rates and performing accordingly. An error on the part of any awarding body does not relieve the Contractor from the responsibility for payment of the correct prevailing wage, or compliance with the maintenance and inspection of payroll records, posting of prevailing wage rates at the work/job site, employment of apprentices, and other requirements of Labor Code Section 1720 et seq.; Labor Code Section 1810 et seq.; California Code of Regulations, Title 8, Section 16000 et seq.; and all other applicable State labor laws. b. Designation as Contractor Not Determinative . For purposes of this Agreement, Contractor and its subcontractors shall be subject to and shall comply with all provisions of the Labor Code applicable to contractors and subcontractors when they are engaged in the performance of any work under this Agreement which constitutes “public works” or “public work” as defined in subsection a above, despite being designated as a Contractor. c. Conflict. It is further expressly agreed by and between the Parties hereto that should there be any conflict between the provisions of this Section and the terms of Exhibit “A” or Exhibit “B” of this Agreement, the provisions of this Section shall control and nothing herein shall be considered as an acceptance of the terms of Contractor’s Scope of Services, scope of work, bid proposal, cost proposal, and/or fee schedule which conflict with the provisions of this Section.
d. Payroll Records . Contractor and its subcontractors must comply with the provisions of Labor Code sections 1776 and 1812 and all implementing regulations, including without limitation, those set forth in Title 8 of the California Code of Regulations, Section 16000 et seq. (hereinafter the “Regulations”), which are fully incorporated by this reference, including requirements for electronic submission of payroll records to the DIR. ( 1) Contractor and Subcontractor Obligations . Contractor and eac h subcontractor must kee p accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day 4 Construction Agreement/Sol Construction, Inc./Project CC25-066 and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed in connection with the Work. Each payroll record must contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
(
a) The information contained in the payroll record is true and correct; and (
b) Contractor or subcontractor has complied with the requirements of Labor Code Sections 1771, 1811, and 1815 for any covered work performed by its employees on the Project.
( 2) Certified Record. A certified copy of an employee’s payroll record must be made available for inspection or furnished to the employee or his or her authorized representative on request, to the SCLAA, to the Division of Labor Standards Enforcement, to the Division of Apprenticeship Standards of the DIR, and as further required by the Labor Code.
(3) Enforcement. Upon notice of noncompliance with Labor Code Section 1776, Contractor or subcontractor has ten days in which to comply with the requirements of this section. If Contractor or subcontractor fails to do so within the ten- day period, Contractor or subcontractor will forfeit a penalty of $100.00 per day, or portion a day, for each worker for whom compliance is required, until strict compliance is achieved. Upon request by the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement, these penalties will be withheld from payments then due to Contractor. (4) Payment of Invoices . Copies of the certified payrolls, proof of payroll submissions, and appropriate lien releases are required with each invoice to the SCLAA. Payment of the invoice may be delayed when payroll-related documents and/or lien releases are not included with the invoice.
e. Apprentices . Contractor is responsible for compliance with the requirements governing employment and payment of apprentices, as set forth in Labor Code section 1777.5, which is fully incorporated by reference.
f. Notices. Pursuant to Labor Code section 1771.4, Contractor is required to post all Job Site notices, including prevailing wage rates and other notices, as required by regulation. g. Other Labor Requirements. Contractor has the responsibility for and shall comply with all other applicable requirements of Labor Code Section 1720 et seq ., Labor Code Section 1810 et seq., the Regulations, and all other applicable State labor laws. Contractor further acknowledges and agrees that it will be independently responsible for reviewing the applicable laws and regulations and effectuating compliance with those laws. Contractor shall require the same of all its subcontractors.
h. Statutory Penalties. The statutory penalties for failure to pay prevailing wage or to comply with State wage and hours laws will be enforced as follows:
(1) Pursuant to Labor Code section 1775, the Contractor and any subcontractor under it shall forfeit as a penalty to the SCLAA not more than Two Hundred Dollars ($200.00), for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rate as determined by the Director of the DIR for 5 Construction Agreement/Sol Construction, Inc./Project CC25-066
such work or craft in which such worker is employed for any public work done under this Agreement by it or by any subcontractor under it. The difference between such prevailing wage rate and the amount paid to each worker for each calendar day or portion thereof, for which each worker was paid less than the prevailing wage rate, shall be paid to each worker by the Contractor.
(2) Pursuant to Labor Code Section 1813, Contractor or subcontractor shall, as a penalty to the SCLAA, 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, except as specified in Labor Code Section 1815. In accordance with the provisions of Labor Code Section 1810 et seq., eight (8) hours is the legal working day.
i. DIR Monitoring. Pursuant to Labor Code Section 1771.4, the Agreement for this Project is subject to compliance monitoring and enforcement by the DIR.
j. DIR Registration . Pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and its subcontractors must be registered with the DIR prior to the execution of a contract to perform public works. By entering into this Agreement, Contractor represents that it is aware of the registration requirement and is currently registered with the DIR. Contractor shall maintain a current registration for the duration of the Project. Contractor shall further include the requirements of Labor Code Sections 1725.5 and 1771.1 in any subcontract and ensure that all subcontractors are registered at the time this Agreement is entered into and maintain registration for the duration of the Project.
.
Section 9. WORKERS’ COMPENSATION INSURANCE
Contractor shall procure and maintain, at its own expense, during the Term of this Agreement, workers’ compensation insurance, providing coverage as required by the California State Workers’ Compensation Law. If any class of employees employed by Contractor is not protected by the California State Workers’ Compensation Law, Contractor shall provide adequate insurance for the protection of such employees to the satisfaction of the SCLAA.
In conformance with current statutory requirements of Section 1860 et seq., of the Labor Code of the State of California, the undersigned confirms the following as their certification:
I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions before commencing the performance of the work of this contract.
Section 10. NOTICE TO PROCEED
No work, service, material, or equipment shall be performed or furnished under this Contract unless and until a Notice to Proceed has been given to the Contractor by the SCLAA.
Contractor shall commence work pursuant to the Contract Documents as directed by the SCLAA in the Notice to Proceed, and to diligently execute the same to completion within the time limits set forth in the Contract Documents.
6 Construction Agreement/Sol Construction, Inc./Project CC25-066 Section 11. COMPLIANCE WITH LAWS
C
ontractor shall comply with all local, state, and federal laws and regulations applicable to the performance of the work required by the Contract Documents, including any rule, regulation, or bylaw governing the conduct or performance of Contractor, its employees, officers, board members, agents, independent contractors, and subcontractors. Unless otherwise specified in the Contract Documents, all required permits and licenses shall be held or obtained by the Contractor at its sole expense.
Section 12. COMMERCIAL GENERAL, AUTOMOBILE AND POLLUTION
L IABILITY INSURANCE
C
ontractor shall procure and maintain at its own expense, during the term of this Agreement, commercial general liability insurance, of not less than Two Million Dollars ($2,000,000) per occurrence, and Four Million Dollars ($4,000,000) in the aggregate, for bodily injury, personal injury, death, loss, or damage resulting from the wrongful or negligent acts by the Contractor or its officers, employees, servants, volunteers, and agents and independent contractors.
C
ontractor shall further procure and maintain, at its own expense, during the Term of this Agreement, commercial vehicle liability insurance covering personal injury and property damage, of not less than One Million Dollars ($1,000,000) Combined Single Limit, covering any vehicle(s) utilized by Contractor or its officers, employees, servants, volunteers, or agents and independent contractors in performing the services required by this Agreement.
I
f the project entails the handing or use of hazardous material, Contractor shall further procure and maintain, at its own expense, during the Term of this Agreement, pollution liability insurance of not less than One Million Dollars ($1,000,000).
Section 13. POLLUTION LIABILITY
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ontractors Pollution Liability and/or Asbestos Pollution Liability and/or Errors & Omissions applicable to the work being performed, with a limit no less than $1,000,000 per claim or occurrence and $1,000,000 aggregate per policy period of one year.
Section 14. INSTALLATION FLOATER
Contractor, and or any of its subcontractors, suppliers, vendors, employees, or person whom it performing any work under this agreement shall purchase, and maintain insurance to the full contract and insurable value thereof commonly referred to as an Installation Floater policy that offers “Installation” coverage for all materials, supplies, equipment, and property obtained by, or for Contractor, which is to become part of the work while such equipment and property is stored at the jobsite, at temporary locations, or while in transit to the project from such temporary locations.
Contractor, and or any of its subcontractors, suppliers, vendors, employees, or person whom is performing any work under this agreement shall also be responsible for insuring their owned, leased/rented or borrowed equipment. Insurance shall name SCLAA and the City as a Loss Payee as their interest may appear and include a Waiver of Subrogation Endorsement(s) in favor of the City of Victorville.
7 Construction Agreement/Sol Construction, Inc./Project CC25-066
Section 15. ADDITIONAL INSURED
Notwithstanding any inconsistent statement in any required insurance policies or any subsequent endorsements attached thereto, the protection offered by all policies, except for Workers' Compensation coverage, shall bear an endorsement whereby it is provided that, the SCLAA, the City of Victorville and their officers, employees, servants, volunteers, and agents and independent contractors, including, without limitation, the Authority Legal Counsel, are named as Additional Insureds.
Section 16. WAIVER OF SUBROGATION RIGHTS
Contractor shall require the carriers of all required insurance policies to waive all rights of subrogation against the SCLAA, the City of Victorville and their officers, volunteers, employees, contractors, and subcontractors. Each policy of insurance shall be endorsed to reflect such waiver.
Section 17. PROOF OF INSURANCE COVERAGE; REQUIRED PRIOR TO
COMMENCEMENT OF SERVICES
a. Contractor shall secure from a good and responsible company or companies authorized to do insurance business in the State of California the policies of insurance required by this Agreement and furnish to the Authority Secretary certificates of said insurance at least one (1) day prior to the commencement of any work to be performed under this Agreement.
b. The certificates of insurance shall bear an endorsement whereby it is provided that, in the event of cancellation or amendment of any required insurance policy for any reason whatsoever, the SCLAA shall be notified by mail, postage prepaid, not less than thirty (30) days before the cancellation or amendment is effective. In the case of non- payment, ten (10) days’ advance written notice shall be given.
c. The certificates of insurance shall bear an endorsement whereby it is provided that the respective insurance policy shall not be terminated or expire without first providing thirty (30) days written notice to the SCLAA of such termination or expiration.
d. The commercial general liability and vehicle liability policies shall be endorsed to contain the following provision: “For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the SCLAA, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the SCLAA, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies.”
Section 18. TIME OF THE ESSENCE
Time is of the essence in the performance of this Agreement.
Section 19. INDEMNIFICATION
INDEMNIFICATION:
a. Notwithstanding the limits of any insurance and to the fullest extent permitted 8 Construction Agreement/Sol Construction, Inc./Project CC25-066 by law, Contractor shall indemnify the City, its elected or appointed officials, officers, agents, volunteers and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities, (hereinafter " Claims or Liabilities ") that may be asserted or claimed by any person, firm or entity arising or alleged to arise out of or in connection with the performance of the Work, operations, or activities of Contractor, its agents, employees, Subcontractors, or invitees on the Project, or arising or alleged to arise from the acts or omissions of Contractor hereunder, or arising or alleged to arise from Contractor's performance of or failure to perform any term, provision, covenant or condition of this Contract, but excluding such Claims or Liabilities or portion of such Claims or Liabilities arising or alleged to arise from the active negligence, sole negligence, or willful misconduct of the City, its elected or appointed officials, officers, agents, volunteers, or employees, and in connection therewith:
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1) C
ontractor will defend any action or actions filed in connection with any of said Claims or Liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith;
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2) C
ontractor will promptly pay any judgment rendered against the City, its elected or appointed officials, officers, agents, volunteers, or employees for any such claims or liabilities arising or alleged to arise out of or in connection with Contractor's (or its agents', employees', Subcontractors' or invitees') performance of or failure to perform such Work, operations or activities hereunder; and Contractor agrees to save and hold the City, its elected or appointed officials, officers, agents, volunteers and employees harmless therefrom;
(
3) In the event the City, its elected or appointed officials, officers, agents, volunteers, or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising or alleged to arise out of or in connection with the performance of or failure to perform the Work, operation, or activities of Contractor hereunder, Contractor shall pay to the City, its elected or appointed officials, officers, agents ,volunteers, or employees, any and all costs and expenses incurred by the City, its elected or appointed officers, officials, agents, volunteers, or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees for counsel acceptable to City;
(
4) C
ontractor's duty to defend, indemnify, and hold harmless as set out in this Section shall include any claims, liabilities, obligations, losses, demands, actions, penalties, suits, costs, expenses or damages or injury to persons or property arising or alleged to arise from, in connection with, as a consequence of, or pursuant to any state or federal law or regulation regarding hazardous substances, including but not limited to, the Federal Insecticide, Fungicide and Rodenticide Act ("FIFRA"), Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), Resource Conservation and R
ecovery Act of 1976 ("RCRA"), the Hazardous and Solid Waste Amendments of 1984, the Hazardous Material Transportation Act, the Toxic Substances Control Act, the Clean Air Act, the Clean Water Act, the California Hazardous Substance Account Act, the California Hazardous Waste Control Law or the Porter-Cologne Water Quality Control Act, as any of those statutes may be amended from time to time. b. C
ity will timely notify Contractor upon receipt of any third-party claim relating to the Contract, as required by Public Contract Code § 9201. The Contractor's indemnification and defense obligations pursuant to this Section shall survive the termination of this Contract. 9 Construction Agreement/Sol Construction, Inc./Project CC25-066
Contractor shall require the same indemnification provisions provided for herein from all Subcontractors.
Section 20. REPORTS
Upon request by James Murawski, Assistant Airport Director , or his designee, Contractor shall prepare and submit reports concerning Contractor's performance of the work required by this Agreement.
Section 21. RECORDS
a. Contractor shall keep such books and records as shall be necessary to perform the services required by this Agreement and enable James Murawski, Assistant Airport Director, or his designee, to evaluate the cost and the performance of such services.
b. Books and records pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principles.
c. James Murawski, Assistant Airport Director, or his designee, shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records.
d. Records and supporting documents pertaining to the use of funds paid to Contractor hereunder shall be retained by Contractor and made available to James Murawski, Assistant Airport Director, or his designee, for purposes of performing an audit for a period of five (5) years from the date of termination of this Agreement.
Section 22. MODIFICATIONS AND AMENDMENTS
This Agreement may be modified or amended only by a written instrument signed by both Parties.
Section 23. ENTIRE AGREEMENT
a. This Agreement supersedes any and all prior or contemporaneous Agreements, either oral or written, between the SCLAA and Contractor with respect to the subject matter of this Agreement.
b. The Contract Documents contain all of the covenants and Agreements between the Parties with respect to the subject matter herein, and each Party acknowledges that no representations, inducements, promises, or Agreements have been made by or on behalf of any Party, except those covenants and Agreements in this Agreement and the Contract Documents.
c. No Agreement, statement, or promise with respect to the subject matter of the Contract Documents, which is not contained in the Contract Documents, or in a valid modification or amendment to the Contract Documents, shall be valid or binding on either Party.
Section 24. AMBIGUITIES
This Agreement is in all respects intended by each Party hereto to be deemed and construed to have been jointly prepared by the Parties and the Parties hereby expressly agree 10 Construction Agreement/Sol Construction, Inc./Project CC25-066
that any uncertainty or ambiguity existing herein shall not be interpreted against either of them. Except as expressly limited by this paragraph, all of the applicable rules of interpretation of contract shall govern the interpretation of any uncertainty or ambiguity of this Agreement.
Notwithstanding the foregoing, the Parties agree that Exhibit “B” is attached hereto for reference purposes and to the extent there are any ambiguities, inconsistencies or conflicts between the terms of this Construction Agreement and Exhibit “B”, the terms of this Construction Agreement shall control and nothing set forth in Exhibit “B” shall be deemed to supersede any of the provisions of this Construction Agreement.
Section 25. NOTICES
a. Any notice to be provided pursuant to this Agreement shall be in writing, and all such notices shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addressed to the Parties as follows:
To the SCLAA: James Murawski, Assistant Airport Director
Southern California Logistics Airport Authority
18374 Phantom West
Victorville, CA 92394
To Contractor: Manuel Andrade, President
Sol Construction, Inc.
231 E. Alessandro Blvd., #A445
Riverside, CA 92508
b. Notices, payments, and other documents shall be deemed delivered upon receipt by personal service or as of the second (2nd) day after deposit in the United States mail.
Section 26. NON-LIABILITY OF THE SCLAA OFFICERS AND EMPLOYEES
No officer or employee of the SCLAA shall be personally liable to Contractor, or any successor in interest, in the event of any default or breach by the SCLAA or for any amount, which may become due to Contractor or to its successor(s), or for any breach of any obligation of the terms of this Agreement.
Section 27. REVIEW BY ATTORNEYS
Each Party hereto has had its attorneys review this Agreement and all related documents. Each Party hereto has consulted with its attorneys and has negotiated the terms of this Agreement based on such consultation.
Section 28. CARE OF WORK
Contractor must adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and other components to prevent losses or damages, and will be responsible for all damages, to persons or property, until acceptance of the work by the SCLAA, except those losses or damages as may be caused by the SCLAA’s own negligence. The performance of the work 11 Construction Agreement/Sol Construction, Inc./Project CC25-066
by Contractor or the payment of money by the SCLAA shall not relieve Contractor from any obligation to correct any incomplete, inaccurate, or defective work at no further cost to the SCLAA, when such inaccuracies are due to the negligence of Contractor.
Section 29. CAPTIONS AND HEADINGS
The captions and headings contained in this Agreement are provided for identification purposes only and shall not be interpreted to limit or define the content of the provisions described under the respective caption or heading.
Section 30. SUCCESSORS, HEIRS, AND ASSIGNS
Except as otherwise expressly provided herein, this Agreement shall be binding upon the successors, endorsees, assigns, heirs, and personal representatives of each of the Parties to this Agreement and, likewise, shall inure to the benefit of the successors, endorsees, assigns, heirs, and personal representatives of each of the Parties. This Agreement may not be assigned or transferred by Contractor without the concurrence of the surety and express written consent of the SCLAA, which may be withheld in the SCLAA’s sole discretion since the experience and qualifications of Contractor were material considerations for this Agreement.
Section 31. GENDER; PLURAL
In this Agreement, unless the context clearly requires otherwise, the masculine, feminine and neuter genders and the singular and the plural shall include one another.
Section 32. SEVERABILITY
If any one or more of the sentences, clauses, paragraphs, or sections contained herein is declared invalid, void, or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair, or invalidate any of the remaining sentences, clauses, paragraphs, or sections contained herein.
Section 33. GOVERNING LAW
The validity of this Agreement and any of its terms or provisions, as well as the rights and duties of the Parties under this Agreement, shall be construed pursuant to and in accordance with California law.
Section 34. CUMULATIVE REMEDIES
Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercis e by it, at the same or different times, of any other rights or remedies for the same default of any other default by the other Party.
Section 35. VENUE
All proceedings involving disputes over the terms, provisions, covenants, or conditions contained in this Agreement and all proceedings involving any enforcement action related to this Agreement shall be initiated and conducted in the applicable court or forum in San Bernardino 12 Construction Agreement/Sol Construction, Inc./Project CC25-066 County, California.
Section 36. ATTORNEY'S FEES
S
hould any litigation, specifically including but not limited to, arbitration and other non - judicial resolution of disputes be commenced between the Parties to this Agreement concerning this Agreement or the rights and duties of either in relation thereto, the Parties prevailing in such litigation or other proceeding shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as and for attorney fees in such litigation where the proceeding which, if not agreed upon by the Parties, shall be determined by the court or other entity in which such litigation or other proceeding is brought.
Section 37. EFFECTIVENESS OF AGREEMENT
Thi
s Agreement shall not be binding upon the SCLAA, until signed by the authorized representative(s) of Consultant, approved by the Authority Risk Manager, and executed by the authorized the SCLAA personnel or Authority Chairman.
Section 38. REPRESENTATIONS OF PARTIES AND PERSONS
EXECUTING AGREEMENT
a. E
ach of the Parties to this Agreement hereby represents that all necessary and appropriate actions of their governing bodies have been taken to make this Agreement a binding obligation of each of the Parties hereto.
b. The
persons executing this Agreement warrant that they are duly authorized to execute this Agreement on behalf of and bind the Parties each purports to represent.
Section 39. COUNTERPARTS
Thi
s Agreement may be executed by the Parties in counterparts, and when executed by each of the Parties, each counterpart shall be deemed to be a part of this Agreement.
Section 40. CARB COMPLIANCE OBLIGATIONS
a. CARB Regulations. Contractor is aware of the California Air Resources Boar d (“CARB”) regulations mandating various emission reduction requirements. Contractor agrees to comply wit h all applicable CARB regulations (Title 13, Division 3 of the California Code of Regulations (“CCR”)) prior to commencing any work hereunder and maintain compliance throughout the duration of this Contract.
(
1) Vehicles with a Gross Vehicle Weight Rating (GVWR) greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to CARB’s Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets (ACF) webpage at https://ww2.arb.ca.gov/our- work/programs/advanced-clean-fleets.
(
2) Effective January 1, 2024, CARB implemented amendments to the In- Use Off- Road Diesel- Fueled Fleets Regulation (13 CCR Section 2449 et seq., the “Off- Road Regulation”) which apply broadly to all self -propelled off -road diesel vehicles 25 13 Construction Agreement/Sol Construction, Inc./Project CC25-066
horsepower or greater and other forms of equipment used in California (including any vehicles or equipment that is rented or leased). The Off -Road Regulation is available at:
https://ww2.arb.ca.gov/sites/default/files/barcu/regact/2022/off-roaddiesel/appa-1.pdf.
b. Contractor must comply with all CARB regulations and requirements, including without limitation, all applicable sections of the Off -Road Regulation (as codified in 13 CCR Section 2449 et seq.) throughout the term of the Project and this Contract. Contract or shall be solely liable for all costs associated with complying with the regulations, as well as for any and all penalties, fines, damages, or costs associated with violations or failures to comply with the regulations. Contractor shall defend, indemnify, and hold harmless SCLA A and the City of Victorville, its elected and appointed officials, officers, agents, and employees from and against any and all claims, liabilities, costs, penalties, interest or other damages arising out of Contractor’s failure or alleged failure to comply with CARB regulations.
(END OF THIS PAGE)
14 Construction Agreement/Sol Construction, Inc./Project CC25-066
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the dates written below.
SOUTHERN CALIFORNIA LOGISTICS SOL CONSTRUCTION, INC.
AIRPORT AUTHORITY
By: _________________________________ By: ____________________________ Elizabeth Becerra, Manuel Andrade,
Authority Chairman President
Dated: ______________________________ Dated: _________________________
ATTEST
By: _________________________________
Jennifer Thompson,
Authority Secretary
Dated: ______________________________
By: _________________________________
Sandra Bostick,
Authority Risk Manager
Dated: ______________________________
APPROVED AS TO STANDARD FORM
By: _________________________________
Andre de Bortnowsky,
Authority Legal Counsel
Dated: ______________________________
15 Construction Agreement/Sol Construction, Inc./Project CC25-066
EXHIBIT A
SC
OPE OF WORK
SC LAA agrees to engage Contractor and Contractor agrees to furnish all necessary labor, tools, materials, and equipment for and to do the Work for the Project. The Work shall be performed in accordance with: (i) the Plans and Specifications and applicable Addenda as generally described in the Request for Bid, Project Number CC25-066, for the Project, portions of which are attached hereto for ease of reference as Exhibit "A", and the entirety of which is currently on file in office of the Authority Secretary); and (ii) the prices set forth in Contractor’s Bid Proposal (attached as Exhibit "B").
SEE ATTACHED
SOUTHERN CALIFORNIA LOGISTICS AIRPORT AUTHORITY
CC25-066 GENERAL ELECTRIC DRIVEWAY CONSTRUCTION PROJECT
SCOPE OF WORK
This project involves the construction of a driveway entrance from Innovation Drive to the General Electric (GE) hangar. The Contractor shall construct approximately 3,000 square yards of asphalt pavement, 1,400’ of sidewalk, gutter, curb, and curb ramp in accordance with the Improvement Plan General Electric Grading Plan (Grading Plan). The Contractor shall provide and install 220 feet of (2) 2” conduit 3’ below finish surface, approximately 120’ of storm drains, and 5 pull boxes in accordance with the Grading Plan. The storm drains will be provided by SCLA staff. The Contractor shall protect in place the existing fire hydrant and chain link fence per Grading Plan.
The Contractor shall provide and install one R1-1 sign in accordance with the Improvement Plan General Electric Driveway Striping Plan (Striping Plan). The Contractor shall stripe double yellow center line and 12” white crosswalk in accordance with the Striping Plan. All work shall be in accordance with the Improvement Plan General Electric Driveway, Special Provisions, and the Latest Version of City of Victorville Standard Specifications for Public Works Improvements, and Standard Plans for Public Works Improvements (Greenbook).
General Provisions
1. Mobilization shall be limited to 6 percent of the total project cost.
2. A working day shall be any day other than a legal holiday, Saturday, or Sunday on which the normal working forces of the Contractor may proceed with regular work for at least (6) hours toward completion of the contract. When work is suspended for causes beyond The Contractors control, it shall not be counted as a working day. Saturdays, Sundays, and holidays on which The Contractors forces engage in regular work shall be considered as working days. Working days for this project shall be Monday-Friday, 6:30 A.M. until 4:30 P. M .
3. All work shall be done in accordance with the Improvement Plan General Electric Driveway, Special Provisions, and the latest version of the City of Victorville Standard for Public Works Improvements, Standard Specifications for Public Works Improvements ,
G
reenbook.
4. The Contractor shall notify the Airport Director, or his designeee of any discrepancies or unusual conditions on these plans, the special provisions before bid and as soon as they are discovered.
5. The Contractor agrees that he shall assume sole and complete responsibility for job si te
c
onditions during the course of construction of this project, including safety of all persons and property; that this requirement shall apply continually and not be limited to normal working hours; and that the Contractor shall defend, indemnify and hold the owner, the Engineer, and the City harmless from any and all liability, real or alleged, in connecti on
w
ith the performance of work on this project excepting for liability arising from the sole negligence of the owner or the Engineer.
6. The Contractor shall obtain all permits required by the City of Victorville and other public agencies.
7. The Contractor shall obtain a City of Victorville business license prior to commencing work.
8. The Contractor shall be responsible for protecting surveying monuments in place and the Contractor shall be financially responsible for resetting damaged or destroyed monuments.
9. Utilities / Facilities shown or not shown on these plans. The Contractor shall call underground service alert at 1-800- 227-2600 to locate utilities at least two working days before doing any excavation. All pipelines, substructures, or utilities of any kind, whether EXHIBIT A, SCOPE OF WORK, PROJECT CC25-066
16/Construction Agreement/Sol Construction, Inc./Project CC25-066 shown on these plans or not, shall be protected in place or, if required, be removed, relocated, or reinforced to the satisfaction of the Engineer and the company owning the facility, at the expense of the Contractor.
10. The Contractor shall be held responsible for any field changes made without prior authorization from the Airport Director, or his designee.
11. The Contractor shall give the Southern California Logistics Airport staff at least two (2) working days’ notice to schedule a pre-construction meeting with the Inspector prior to the start of work.
12. The Contractor shall grade, compact, and match all existing driveway/road to the finished elevations without impeding any natural drainage flow.
13. Construction of traffic controls, temporary striping, and signing shall be provided by the Contractor in accordance with Caltrans Traffic Manual and is approved by the Airport Director, or his designee.
14. All traffic control devices, road signs, and markers to be replaced, removed, or relocated and shall be per signing and striping plans.
15. Existing mailboxes, utility facilities, streetlights, fire hydrants, and/or sign posts, shall be relocated or removed, and reinstalled by the owner of such facilities at the expense of the Contractor.
16. The Contractor shall be responsible for all soil testing and compaction testing.
17. Existing utilities shall be protected in place and in operation during construction for a reasonable period of time as approved by the Airport Director, or his designee.
18. The Contractor shall maintain a near appearance at the job site. The Contractor s hall remove from the vicinity of the completed work all plants, building rubbish, unused materials, concrete forms, and equipment belonging to him/her or used under his/her direction during construction until acceptance of work by the SCLA staff.
19. Install hold-down bolts on all manhole covers.
20. All new AC pavement shall be seal coated per City of Victorville standard specifications or California Department of Transportation Standard Specifications. All curbs adjacent to the fire hydrant shall be painted red for a distance of 15’ on each side of the fire hydrant, measured from the center of the fire hydrant.
21. All fire hydrant locations shall be delineated by a blue dot in the pavement located on a line perpendicular to the curb at the center of the fire hydrant approximately 1’ from the left side of the number 1 lane (lane closest to the center -line) on the side of the street on which the hydrant is located.
EXHIBIT A, SCOPE OF WORK, PROJECT CC25-066
17/Construction Agreement/Sol Construction, Inc./Project CC25-066
SOUTHERN CALIFORNIA LOGISTICS AIRPORT AUTHORITY
CC25-066 GENERAL ELECTRIC DRIVEWAY CONSTRUCTION PROJECT Technical Specifications
Bid Item Description
101 Mobilization, Bonds, and Insurance (6% Max of Bid Schedule Grand Total Project Cost). 102 Schedule QSP Inspections.
103 Prepare temporary traffic control plans in accordance with local, federal, and state regulations.
104 Prepare temporary traffic control plans in accordance with local, federal, and state regulations.
105 Implement temporary traffic controls in accordance with local, federal, and state regulations.
106 The Contractor shall locate and mark all utility and protect in place. 107
The Contractor shall saw cut approximately 12’ x 2’ of Asphalt Concrete at approximately 175 sq. ft. The Contractor shall remove and stockpile Asphalt Concrete for Airport staff to relocate.
108 The Contractor shall excavate approximately 700 cubic yards of dirt from the retention pond. SCLA staff will provide dump trucks to haul away dirt being excavated. 109 The Contractor shall sub excavate approximately 4 inches of subgrade at approximately 1,533 square yards and recompact to 90%.
110 The Contractor shall place approximately 1,533 square yard of miscellaneous base over subgrade in (2) four-inch lifts and compact to 95%. SCLA staff will provide misc. base. 111 Construct 8” curb and gutter approximately 170 linear feet over crushed miscellaneous base per city std dwg S-01.
112 Construct curb ramp approximately 204 square feet per city std dwg S-11B over crushed miscellaneous base.
113 Construct approximately 1,400 square feet of sidewalk per city std dwg S -04 over crushed miscellaneous base.
114 Construct 8” curb approximately 146 linear feet per city std dwg S-09. 115 Install 5 pull boxes.
116 Install approximately 220 linear feet of (2) 2” schedule 80 PVC conduit 3’ below finished surface.
117 Construct approximately 3,000 square yards of asphalt concrete in two 3” lifts 118 The Contractor shall adjust manhole frame and cover to finish surface per city standard S-07.
119 Install 36” Storm Drains. Drains will be provided by SCLAA. 120 Install one R1 -1 (stop sign) in accordance with local regulations and stripping plan drawing. Post shall be backfilled with concrete.
121 Place stop pavement marking per city striping plan drawing. 122 Place crosswalk pavement marking per city striping plan drawing. 123 This is an ALLOWANCE item that shall only be used to pay for EXTRA work as authorized by the AUTHORITY via a written CONTRACT CHANGE ORDER.
EXHIBIT A, SCOPE OF WORK, PROJECT CC25-066
18/Construction Agreement/Sol Construction, Inc./Project CC25-066 19 Construction Agreement/Sol Construction, Inc./Project CC25-066
EXHIBIT B
B
ID PROPOSAL FORMS
S
ee Attachment
EXHIBIT B
20/Construction Agreement/Sol Construction, Inc./Project CC25-066
EXHIBIT B
21/Construction Agreement/Sol Construction, Inc./Project CC25-066